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Queensland Government Department of Public Works [1833] Queensland Government Gazette Extraordinary PP 451207100087 PUBLISHED BY AUTHORITY ISSN 0155-9370 Vol. 346] Friday 30 November 2007 [No. 89 Queensland Energy Assets (Restructuring and Disposal) Act 2006 Act No 42 of 2006 TRANSFER NOTICE, NOTICES AND PROJECT DIRECTION (NQGP Restructuring) Transfers Pursuant to sections 9, 45Q and 45T of the Energy Assets (Restructuring and Disposal) Act 2006 I, Andrew Fraser, Treasurer do each of the following: 1. With effect immediately prior to the transfer contemplated in paragraph 2 below: (a) Contracts Transfer each of Enertrade's rights, obligations and liabilities under or relating to the Contracts, including any right to payment or return of any deposit, bond or security (whether accruing before or after the Effective Date) from Enertrade to NQ1 and NQ2 (as tenants in common in the proportion 60%/40% respectively). (b) Fixed Assets and Chattels Transfer the Fixed Assets and Chattels from Enertrade (and each of its subsidiaries, not including NQ1, NQ2 and NQ Management) to NQ1 and NQ2 (as tenants in common in the proportion 60%/40% respectively). (c) Furniture and Fittings Transfer the Furniture and Fittings from Enertrade (and each of its subsidiaries, not including NQ1, NQ2 and NQ Management) to NQ Management. (d) Permits Transfer the Permits from Enertrade to NQ1 and NQ2 (as tenants in common in the proportion 60%/40% respectively). (e) Records Transfer from each member of the Vendor Group (other than NQ1 and NQ2) ownership (if any) of the Initial Business Records to NQ Management. 1834 QUEENSLAND GOVERNMENT GAZETTE No. 89 [30 November 2007 (f) Correspondence Transfer to NQ Management, from each member of the Vendor Group (other than NQ1 and NQ2), ownership (if any) of all correspondence (including documents and other material accompanying such correspondence) between it and a third party insofar as it relates to the North Queensland gas pipeline or any of the Material Contracts but excluding all correspondence to and from the Office of Government Owned Corporations, the Shareholding Ministers and/or Queensland Treasury. 2. With effect immediately after the transfers referred to in paragraph 1 above and immediately before the Effective Time: (a) transfer from NQ1 to NQ2 a 10% Interest such that subsequent to that transfer, each of NQ1 and NQ2 hold a 50% Interest; (b) to give further effect to the transfer referred to in paragraph 2(a), transfer from NQ1 to NQ2 a 10% interest in Petroleum Pipeline Licence 89 such that after such transfer each of NQ1 and NQ2 hold a 50% interest in that licence; (c) to give further effect to the transfer referred to in paragraph 2(a), transfer from NQ1 to NQ2 a 10% interest in Environmental Authority (originally issued with number 170552) such that after such transfer each of NQ1 and NQ2 hold a 50% interest in that licence. Project Direction Pursuant to section 11 of the Energy Assets (Restructuring and Disposal) Act 2006 I, Andrew Fraser, Treasurer direct and require that each member of the Vendor Group (including Enertrade, NQ1, NQ2, NQ Management, North Queensland Merchant Pty Ltd ACN 126 648 851 and CQGP) and each of their respective boards do all things necessary, incidental or ancillary to give effect to, including executing such instruments and making and filing such applications as are necessary to give effect to or record: (a) each of the Restructuring Steps; and (b) the matters described in paragraphs 1 to 2 above. Any document signed by me for identification purposes may be inspected by persons to whom the matters relate at Queensland Treasury, 9th Floor, Executive Building, 100 George Street, Brisbane. Definitions In this Transfer Notice: "Act" means the Energy Assets (Restructuring and Disposal) Act 2006; "Contracts" means each of the contracts identified in Schedule 1, together with, whether or not listed there, each amendment to or novation of such contracts; "CQGP" means Central Queensland Pipeline Pty Ltd; "Effective Time" means the end of 30 November 2007; "Enertrade" means Queensland Power Trading Corporation (ABN 39 262 390 374); "Fixed Assets and Chattels" means those items owned (prior to the transfer effected by this notice) by Enertrade or any of its subsidiaries (other than NQ1, NQ2 or NQ Management) and identified in the Asset Registers last disclosed as NQACC.03.00.0002 (a copy of which is signed by me for identification purposes); "Furniture and Fittings" means those items owned (prior to the transfer effected by this notice) by Enertrade or any of its subsidiaries (other than NQ1, NQ2 or NQ Management) and identified in the 30 November 2007] QUEENSLAND GOVERNMENT GAZETTE No. 89 1835 Asset Registers last disclosed as NQACC.03.00.0009_001 (a copy of which is signed by me for identification purposes); "Initial Business Records" has the meaning given in the NQGP SPA; "Interest" has the meaning given in the Joint Venture Agreement dated 20 December 2002 between NQ1, NQ2 and NQ Management; "Material Contract" has the meaning given in the NQGP SPA; "NQ1" means Enertrade (NQ) Pipeline No 1 Pty Ltd ACN 100 946 281; "NQ2" means Enertrade (NQ) Pipeline No 2 Pty Ltd ACN 100 946 263; "NQGP SPA" means the NQGP Sale and Purchase Agreement dated 6 November 2007 between the State, Enertrade, AGL Energy Limited and Arrow (Northern Generation) Pty Ltd as Purchasers, and Arrow Energy NL, and any amendments thereto; "NQ Management" means Enertrade Pipeline Management Pty Ltd ACN 100 946 389; "Permits" means all permits (whatever called) issued by any local or council authority to Enertrade permitting the undertaking or placement of works on authority/council controlled land, where such works are associated with the North Queensland Gas Pipeline project; "Restructuring Steps" means those actions as described in Schedule 9 to the NQGP SPA; "Vendor Group" has the meaning given in the NQGP SPA; words that are defined in the Act have the same meaning where they are used in this Notice. Andrew Fraser Treasurer Signed on 27th day of November, 2007 1836 QUEENSLAND GOVERNMENT GAZETTE No. 89 [30 November 2007 Schedule 1 Contracts VDR ID Date of Title Description Document NQASS.05.00.0016 12-Dec-06 Land Access & Entry Agt - ET Land Access & Entry Agreement - North Qld Cunningham Gas Pipeline between Enertrade and E T Cunningham NQASS.05.00.0017 2-Mar-07 Permit To Carry Out Works - Thuringowa City Council Permit to Carry Out Thuringowa CC Works on Council Controlled Land - Gas Pipeline - Black River Road; Letter Thuringowa CC to Enertrade re Permit to Occupy NQASS.05.00.0018 4-Jan-07 Permit To Occupy - Nebo Shire Permit to Occupy No 231117 - Nebo Shire Council Council - Enertrade (NQ) Pipeline No 1 Pty Ltd and Enertrade (NQ) Pipeline No 2 Pty Ltd NQASS.05.00.0019 25-May-07 Permit To Occupy - Nebo Shire Permit to Occupy No 231458 - Nebo Shire Council Council - Enertrade (NQ) Pipeline No 1 Pty Ltd and Enertrade (NQ) Pipeline No 2 Pty Ltd NQASS.05.00.0020 3-Nov-06 Permit to Carry Out Works On Thuringowa City Council - Permit to Carry Council Land Out Works On Council Controlled Land NQASS.05.01.0001_001 18-Sep-06 Tenancy Agreement - Mills General Tenancy Agreement between SM & S Baver and Enertrade for 158 Mills Avenue, Moranbah QLD NQASS.05.01.0001_002 18-Sep-06 Amended Tenancy Agt -Mills Amended General Tenancy Agreement between SM & S Baver and Enertrade for 158 Mills Avenue, Moranbah QLD NQASS.05.01.0002_001 16-Dec-06 Tenancy Agreement - Renier General Tenancy Agreement between D Carvosso and Enertrade for 28 Renier Crescent, Moranbah QLD NQASS.05.01.0003_001 8-Dec-06 Tenancy Agreement - Maitland General Tenancy Agreement between Browne and Enertrade for 6 Maitland Street, Moranbah QLD NQASS.05.01.0004_001 15-Sep-07 Tenancy Agreement - Turvey General Tenancy Agreement between FP & GP Duin and Enertrade for 10 Turvey Court, Moranbah QLD NQASS.10.00.0003 1-Feb-05 Honeywell Services Agt Honeywell Services Agreement - Contract Agreement No: 425051 between Enertrade and Honeywell Pty Ltd NQITS.01.00.0002 Undated User Licence - Digital Cadastral User Licence granted to Enertrade by the Data Queensland Government Natural Resources and Water - Digital Cadastral Data NQITS.01.00.0010 2-Feb-03 Licence Agreement - William J Licence Agreement - William J Turner and Turner Enertrade NQITS.01.00.0016_001 21-Aug-02 Software Licence - Mipela (GIS) Software Licence Agreement between and Enertrade Mipela (GIS) Pty Ltd as Licensor and Enertrade as Licensee NQITS.01.00.0016_002 30-May-07 Software Licence - Mipela (GIS) Software Licence Agreement between and Enertrade Mipela (GIS) Pty Ltd as Licensor and Enertrade Pipeline Management as Licensee NQITS.01.00.0017 1-Jan-05 Honeywell Software Licence Experion Software License Certificate - Honeywell Software Licence to Enertrade Pipeline NQITS.01.00.0018 28-May-04 Licence Agreement - Mipela Licence Agreement - Mipela (GIS) Pty Ltd - (GIS) Pty Ltd Lands Management Register - 28 May 2004 NQITS.01.00.0019 1-Jul-06 Licence Agreement - Exa-Min Licence Agreement - Exa-Min Technologies Technologies Pty Ltd - GBM Mobile v4.10 - July 2006 30 November 2007] QUEENSLAND GOVERNMENT GAZETTE No.