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This is a Bill, not an Act. For current law, see the Acts databases.
Queensland
JUPITERS CASINO
AGREEMENT AMENDMENT
BILL 2000
Queensland
JUPITERS CASINO AGREEMENT
AMENDMENT BILL 2000
TABLE OF PROVISIONS
Section Page
1 Short title . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
2 Act amended . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
3 Amendment of s 2 (Making of Agreement authorised) . . . . . . . . . . . . . . . . 4
4 Amendment of s 4 (Variation of Agreement) . . . . . . . . . . . . . . . . . . . . . . . . 4
5 Amendment of schedule . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
6 Insertion of new sch 2 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
SCHEDULE 2
PROPOSED FURTHER AGREEMENT
2000
A BILL
FOR
An Act to amend the Jupiters Casino Agreement Act 1983
s1 4 s5
Jupiters Casino Agreement Amendment
The Parliament of Queensland enacts-- 1
title 2
Short
Clause 1. This Act may be cited as the Jupiters Casino Agreement Amendment 3
Act 2000. 4
amended 5
Act
Clause 2. This Act amends the Jupiters Casino Agreement Act 1983. 6
of s 2 (Making of Agreement authorised) 7
Amendment
Clause 3. Section 2(1), `the Schedule'-- 8
omit, insert-- 9
`schedule 1'. 10
of s 4 (Variation of Agreement) 11
Amendment
Clause 4.(1) Section 4(1), after `a further agreement'-- 12
insert-- 13
`corresponding to the proposed further agreement set out in schedule 2'. 14
(2) Section 4(2)-- 15
omit. 16
(3) Section 4(3)-- 17
renumber as section 4(2). 18
of schedule 19
Amendment
Clause 5. Schedule, heading-- 20
omit, insert-- 21
`SCHEDULE 1'. 22
s6 5 s6
Jupiters Casino Agreement Amendment
of new sch 2 1
Insertion
Clause 6. After schedule 1-- 2
insert-- 3
CHEDULE 2 4
`S
PROPOSED FURTHER AGREEMENT 5
section 4(1) 6
THIS DEED is made on 7
BETWEEN THE STATE OF QUEENSLAND ("the State") 8
AND JUPITERS LIMITED ACN 010 741 045 of 9th Floor, 9
Niecon Tower, 17 Victoria Avenue, Broadbeach 10
("Jupiters") 11
AND JUPITERS CUSTODIAN PTY LTD ACN 067 888 680 12
of 9th Floor, Niecon Tower, 17 Victoria Avenue, 13
Broadbeach ("Custodian") 14
RECITALS 15
A The parties are the parties to an agreement made on 21 April 1983 16
relating to the establishment and operation of a hotel/casino complex 17
at Broadbeach in the State of Queensland which was authorised by 18
the Act and was varied pursuant to the Act by agreements made on 19
20 July 1983, 20 May 1988, 23 November 1991, 3 February 1992, 20
3 July 1995, 3 February 1997 and 4 February 1997. 21
B Custodian has been appointed the trustee and the manager of 22
Jupiters Trust. 23
s6 6 s6
Jupiters Casino Agreement Amendment
C The parties have agreed to amend the Jupiters Casino Agreement in 1
the manner set out in this document. 2
IT IS AGREED 3
1 INTERPRETATION 4
1.1 Definitions 5
In this document: 6
"Act" means the Jupiters Casino Agreement Act 1983. 7
"Jupiters Casino Agreement" means the agreement referred to in 8
Recital A. 9
"Jupiters Trust" means the trust created pursuant to the deed of 10
trust dated 21 April 1983 between Jupiters Management Limited 11
and TEA (1983) Limited. 12
1.2 Construction 13
Unless expressed to the contrary: 14
(a) words importing: 15
(i) the singular include the plural and vice versa; and 16
(ii) any gender includes the other genders; 17
(b) if a word or phrase is defined cognate words and phrases have 18
corresponding definitions; 19
(c) a reference to: 20
(i) a person includes a firm, unincorporated association, 21
corporation and a government or statutory body or 22
authority; 23
(ii) a person includes its legal personal representatives, 24
successors and assigns; 25
(iii) a statute, ordinance, code or other law includes regulations 26
and other statutory instruments under it and 27
consolidations, amendments, re-enactments or 28
replacements of any of them; 29
s6 7 s6
Jupiters Casino Agreement Amendment
(iv) a right includes a benefit, remedy, discretion, authority or 1
power; 2
(v) an obligation includes a warranty or representation and a 3
reference to a failure to observe or perform an obligation 4
includes a breach of warranty or representation; 5
(vi) provisions or terms of this document or another 6
document, agreement understanding or arrangement 7
include a reference to both express and implied provisions 8
and terms; and 9
(vii) this or any other document includes the document as 10
varied or replaced and notwithstanding any change in the 11
identity of the parties; and 12
(d) a reference to this document includes all schedules and 13
annexures referred to in it. 14
1.3 Headings 15
Headings do not affect the interpretation of this document. 16
2 AMENDMENT OF JUPITERS CASINO AGREEMENT 17
The parties agree that the Jupiters Casino Agreement is amended in 18
the manner set out in Schedule 1. 19
3 MISCELLANEOUS 20
3.1 Governing law and jurisdiction 21
(a) This document is governed by and is to be construed in 22
accordance with the laws in force in Queensland. 23
(b) Each party irrevocably and unconditionally submits to the 24
non-exclusive jurisdiction of the courts of Queensland and any 25
courts which have jurisdiction to hear appeals from any of 26
those courts and waives any right to object to any proceedings 27
being brought in those courts. 28
29
s6 8 s6
Jupiters Casino Agreement Amendment
EXECUTED as a deed. 1
2
SIGNED BY ) 3
the Treasurer of the State of Queensland) 4
for and on behalf of the State of ) 5
Queensland in the presence of: ) 6
7
............................. ........................ 8
Witness 9
10
............................. 11
Name of Witness (print) 12
13
THE COMMON SEAL of ) 14
JUPITERS LIMITED is affixed in ) 15
the presence of: ) 16
17
............................. ........................ 18
Company Secretary/Director Director 19
20
............................. ........................ 21
Name of Company Secretary/Director Name of Director (print) 22
(print) 23
24
25
THE COMMON SEAL of ) 26
JUPITERS CUSTODIAN PTY ) 27
LTD is affixed in the presence of: ) 28
29
............................. ........................ 30
Company Secretary/Director Director 31
32
............................. ........................ 33
Name of Company Secretary/Director Name of Director (print) 34
(print) 35
s6 9 s6
Jupiters Casino Agreement Amendment
SCHEDULE 1 1
AMENDMENTS TO JUPITERS CASINO 2
AGREEMENT 3
Insertion of new index 4
1. At the beginning-- 5
insert-- 6
`Index 7
`PART I--PRELIMINARY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 8
PART II--DEVELOPMENT AND USE OF THE JUPITERS 9
CASINO-HOTEL COMPLEX AND RELATED MATTERS . . 10 10
PART III--CORPORATE ORGANISATION AND RELATED 11
MATTERS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18 12
PART IV--CASINO LICENCE AND RELATED MATTERS . 24 13
PART V--CASINO OPERATIONS AND REVIEW THEREOF 26 14
PART VI--TERMINATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27 15
PART VII--GENERAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30 16
SCHEDULE 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33 17
SCHEDULE 2 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34 18
SCHEDULE 3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35'. 19
20
Replacement of introductory clause 21
2. Introductory clause-- 22
omit, insert-- 23
`AN AGREEMENT made this twenty-first day of April 1983 between 24
the STATE OF QUEENSLAND ("the State") of the First Part and 25
JUPITERS LIMITED (A.C.N. 010 741 045) a Company duly incorporated 26
by law and having its registered office at 9th Floor, Niecon Tower, 27
17 Victoria Avenue, Broadbeach ("Jupiters") of the Second Part and 28
s6 10 s6
Jupiters Casino Agreement Amendment
JUPITERS CUSTODIAN PTY LTD (A.C.N. 067 888 680) a Company 1
duly incorporated and having its registered office at 9th Floor, Niecon 2
Tower, 17 Victoria Avenue, Broadbeach as trustee and manager of Jupiters 3
Trust ("the Trustee" or "the Manager") of the Third Part.'. 4
Replacement of recital A 5
3. Recital A-- 6
omit, insert-- 7
`A This Agreement was entered into in accordance with section 2 8
(Making of agreement authorised) of the Agreement Act to satisfy 9
section 19 (Agreement to precede grant of casino licence) of the 10
Control Act.'. 11
Amendment of recital B 12
4. Recital B, `The State has'-- 13
omit, insert-- 14
`Prior to the grant of the Casino Licence, the State'. 15
Amendment of recital B(i) 16
5.(1) Recital B(i), `an applicant shall'-- 17
omit, insert-- 18
`the Casino Licence holder was required to'. 19
(2) Recital B(i), `an Hotel - Casino Complex'-- 20
omit, insert-- 21
`a hotel-casino complex'. 22
Amendment of recital B(ii) 23
6. Recital B(ii), `Hotel - Casino Complex shall'-- 24
omit, insert-- 25
`hotel-casino complex was required to'. 26
s6 11 s6
Jupiters Casino Agreement Amendment
Amendment of recital B(iii) 1
7. Recital B(iii), `will'-- 2
omit, insert-- 3
`was required to'. 4
Amendment of recital B(iv) 5
8.(1) Recital B(iv), `that'-- 6
omit. 7
(2) Recital B(iv), `will be'-- 8
omit, insert-- 9
`is'. 10
Replacement of recital C 11
9. Recital C-- 12
omit, insert-- 13
`C The Trustee holds the Casino Licence and owns the Site and the 14
Jupiters Casino-Hotel Complex.'. 15
Replacement of recital D 16
10. Recital D-- 17
omit, insert-- 18
`D Jupiters owns all of the Units.'. 19
Amendment of recital E 20
11.(1) Recital E-- 21
renumber as recital F. 22
(2) Recital F, as renumbered, `acknowledges'-- 23
omit, insert-- 24
`acknowledged'. 25
s6 12 s6
Jupiters Casino Agreement Amendment
(3) Recital F, as renumbered, `Complex as hereinafter defined is'-- 1
omit, insert-- 2
`Jupiters Casino-Hotel Complex was'. 3
(4) Recital F, as renumbered, `is necessary to give to the Trustee'-- 4
omit, insert-- 5
`was necessary to give to the then trustee of Jupiters Trust,'. 6
(5) Recital F, as renumbered, after `for the establishment of'-- 7
insert-- 8
`Jupiters Casino-Hotel'. 9
Insertion of new recital E 10
12. After recital D-- 11
insert-- 12
`E Jupiters owns the business comprising the Hotel Conrad and 13
Jupiters Casino and is lessee of the Jupiters Casino-Hotel Complex 14
pursuant to the Casino Lease.'. 15
Amendment of recital F 16
13. Recital F-- 17
renumber as recital G. 18
Amendment of recital G 19
14.(1) Recital G-- 20
renumber as recital H. 21
(2) Recital H, as renumbered, `Agreement'-- 22
omit, insert-- 23
`agreement'. 24
s6 13 s6
Jupiters Casino Agreement Amendment
Replacement of introductory words 1
15. Introductory words at the end of the recitals, `NOW THEREFORE 2
IT IS HEREBY AGREED AS FOLLOWS:'-- 3
omit, insert-- 4
`IT IS AGREED'. 5
Omission of cl 1 6
16. Clause 1-- 7
omit. 8
Amendment of cl 2 9
17.(1) Clause 2-- 10
renumber as clause 1. 11
(2) Clause 1, as renumbered, after `1.'-- 12
insert-- 13
`Definitions.'. 14
(3) Clause 1, as renumbered, definitions, "Approval Shares", 15
"Brisbane Region", "Casino", "commissioning", "Company", 16
"Complex", "Design and Construction Programme", "Development 17
Agreement", "Facility Letter", "First Stage Submission", "fit-out", 18
"Foundation Agreement", "Founders", "gaming machine", "Gold 19
Coast region", "Jupiters", "Jupiters Foundation Agreement", 20
"Jupiters Founders", "Manager", "Minister's nominated 21
representative", "Northern Queensland", "Operative Date", 22
"schematic design drawings, "Second Stage Submission", "site", 23
"Southern Queensland", "Trust Deed", "Trustee", "Trustee's 24
Contractor" and "works"-- 25
omit. 26
(4) Clause 1-- 27
insert-- 28
` "Approval Share" means a Share defined as an Approval Share pursuant 29
s6 14 s6
Jupiters Casino Agreement Amendment
to the Foundation Agreement. 1
"Approved Holder" means: 2
(a) a body registered under the Life Insurance Act 1995 (Cwlth) if the 3
body, in its last published audited financial statements, held net 4
assets of at least $100 million; or 5
(b) a regulated superannuation fund, an approved deposit fund, a 6
pooled superannuation trust, or a public sector superannuation 7
scheme within the meaning of the Superannuation Industry 8
(Supervision) Act 1993 (Cwlth) if the fund, trust or scheme, in its 9
last published audited financial statements, held net assets of at 10
least $100 million; or 11
(c) a managed investment scheme within the meaning of the 12
Corporations Law if the scheme, in its last published audited 13
financial statements, held net assets of at least $100 million; or 14
(d) a person who is a licensed dealer and a member organisation of 15
an Australian stock exchange within the meaning of the 16
Corporations Law acting as principal, if the licensed dealer, in its 17
last published audited financial statements, held net assets of at 18
least $100 million; or 19
(e) an authorised deposit-taking institution that carries on any banking 20
business in Australia within the meaning of the Banking Act 1959 21
(Cwlth) and their wholly-owned subsidiaries; or 22
(f) any building society regulated by the Australian Prudential 23
Regulation Authority and their wholly-owned subsidiaries. 24
"Casino" means those areas of the Jupiters Casino-Hotel Complex 25
identified in the Casino Licence. 26
"Casino Part" means the part of the Jupiters Casino-Hotel Complex that is 27
a Casino. 28
"Chief Executive (Gaming Regulation)" means the chief executive of the 29
department responsible for the Control Act. 30
"decision" means a decision, report or recommendation made or proposed 31
to be made or required to be made and includes-- 32
(a) a matter appearing or purporting to be a decision, report or 33
recommendation; and 34
s6 15 s6
Jupiters Casino Agreement Amendment
(b) a matter relating to or appearing or purporting to relate to a 1
decision, report or recommendation. 2
"Development" means-- 3
(a) a Material Change of Use; or 4
(b) Works; or 5
(c) Reconfiguring a Lot. 6
"Development Application" means an application to the Minister for 7
approval of Regulated Development in respect of the Jupiters 8
Casino-Hotel Complex or the Site pursuant to clause 16. 9
"Development Approval" means an approval granted by the Minister in 10
respect of a Development Application and includes other working 11
drawings and specifications approved by the Minister as part of the 12
Development Approval which will result in variation to the Schematic 13
Design Drawings. 14
"Development Legislation" means any-- 15
(a) legislation of whatsoever nature relating to Development 16
including, without limitation, the Building Act 1975, the Sewerage 17
and Water Supply Act 1949, the Local Government Act 1993, the 18
Local Government (Planning and Environment) Act 1990, and 19
the Integrated Planning Act 1997; and 20
(b) Planning Instrument whether or not made under the legislation 21
specified in paragraph (a); and 22
(c) other statutory provisions regulating the Development of the Site. 23
"Foundation Agreement" means the agreement dated 4 November 1991 24
between Jupiters and other parties, as amended from time to time. 25
"Founders" means the founders identified from time to time in the 26
Foundation Agreement. 27
"Game" means a game as that term is defined in the Control Act. 28
"gaming machine" means any device that is designed so that-- 29
(a) it may be used for the purpose of playing a game of chance or a 30
game of mixed chance and skill; and 31
(b) it may be operated, wholly or partly-- 32
s6 16 s6
Jupiters Casino Agreement Amendment
(i) by the insertion of Australian currency or a chip into the 1
device; or 2
(ii) by the use of gaming machine credits; or 3
(iii) by the electronic transfer of gaming machine credits to the 4
device; or 5
(iv) by the use of gaming machine credits held, stored or 6
accredited by the device or elsewhere. 7
"gaming machine credit" means a credit of Australian currency, or chips, 8
registered by a gaming machine. 9
"Jupiters Casino-Hotel Complex" means all land and Works used, 10
constructed or effected or to be used, constructed or effected on the Site 11
for a hotel, casino and other Uses in accordance with this Agreement. 12
"Liquor Act" means the Liquor Act 1992. 13
"Local Government" means the Gold Coast City Council constituted 14
under the Local Government Act 1993 and any local government or 15
joint local government established under the Local Government Act 16
1993 having jurisdiction in respect of the Local Government Area in 17
which the Site is situated. 18
"Local Government Area" means the area in which a Local Government 19
has jurisdiction including any place under the control of the Local 20
Government outside the boundaries of the area. 21
"Manager" means Jupiters Custodian. 22
"Material Change of Use" means a change of the Use of the Jupiters 23
Casino-Hotel Complex or the Site. 24
"Planning Instrument" means any statutory instrument regulating 25
Development. 26
"Prescribed Development Legislation" means the following 27
Development Legislation-- 28
(a) Standard Building Regulation 1993; 29
(b) Standard Water Law; 30
(c) Standard Sewerage Law; 31
(d) Fire and Rescue Authority Act 1990; 32
s6 17 s6
Jupiters Casino Agreement Amendment
(e) Workplace Health and Safety Act 1995; and 1
(f) State laws generally applicable to Works. 2
"Prescribed Works" means Works other than operational works as 3
defined in the Integrated Planning Act 1997. 4
"Public Official" includes a minister, an officer of the public service and an 5
officer or employee of a Public Sector Entity. 6
"Public Sector Entity" means-- 7
(a) a department or part of a department; or 8
(b) an agency, authority, commission, corporation, instrumentality, 9
office, or other entity, established under an Act for the public or a 10
State purpose. 11
"Reconfiguring a Lot" has the meaning given in the Integrated Planning 12
Act 1997. 13
"Regulated Development" means Development other than-- 14
(a) Prescribed Works; and 15
(b) Works (other than Prescribed Works) which are not being carried 16
out as a part of a Material Change of Use or Reconfiguring a Lot. 17
Example-- 18
Regulated Development means-- 19
(a) a Material Change of Use; and 20
(b) Reconfiguring a Lot; and 21
(c) Works other than-- 22
(i) building works, plumbing works and drainage works; 23
(ii) operational works which are not being carried out as 24
part of a Material Change of Use or Reconfiguring a 25
Lot. 26
"Review Act" means the Judicial Review Act 1991. 27
"Schematic Design Drawings" means the plans, drawings, reports and 28
other material held by the Chief Executive (Gaming Regulation) listed 29
in Schedule 3 including amendments which have been initialled by the 30
parties for the purposes of identification and includes all amendments 31
s6 18 s6
Jupiters Casino Agreement Amendment
to the Schematic Design Drawings made pursuant to clause 22. 1
"Share" means a share or stock in Jupiters. 2
"Shareholder" means the person who for the time being is registered 3
under the provisions of Jupiters' Constitution as the holder of a Share 4
and includes persons jointly so registered. 5
"Site" means-- 6
(a) all that piece or parcel of land in the County of Ward Parish of 7
Gilston described as-- 8
(i) Lot 299 on Crown Plan WD3639 and containing an area of 9
6.012 hectares as contained in Title Reference 17034065 and 10
which is situate on Broadbeach Island, Broadbeach in the 11
State of Queensland; and 12
(ii) Lot 556 on Crown Plan 892906 and containing an area of 13
1348 m 2 being part of Title Reference 40008848; 14
(b) all that piece or parcel of land in the County of Ward Parish of 15
Gilston described in Schedule 1 comprising-- 16
(i) the land described in paragraph (a)(i); 17
(ii) the land proposed to be reclaimed and amalgamated with the 18
land described in paragraph (a)(i); 19
(iii) the land to be the subject of a term lease contiguous to the 20
land described in paragraph (b)(ii) which is proposed to be 21
granted in replacement of the term lease in respect of the land 22
described in paragraph (a)(ii); and 23
(c) any future description of the land specified in paragraph (b) 24
consequent upon any resurvey of that land which has been 25
approved by the State. 26
"Special Facility Licence" means Special Facility Licence No. 45100011. 27
"State law" means a law other than a law made by the Local Government 28
or by the Commonwealth. 29
"Trust Deed" means the trust deed dated 21 April 1983 which established 30
Jupiters Trust, as amended. 31
"Trustee" means Jupiters Custodian. 32
s6 19 s6
Jupiters Casino Agreement Amendment
"Use", in relation to the Jupiters Casino-Hotel Complex or the Site, 1
includes any use incidental to and necessarily associated with the use of 2
the Jupiters Casino-Hotel Complex or the Site. 3
"Works" means building work, operational work, plumbing work and 4
drainage work as defined in the Integrated Planning Act 1997.'. 5
(5) Clause 1, as renumbered, definition "this Agreement", ` "this 6
Agreement" '-- 7
omit, insert-- 8
` "Agreement" '. 9
(6) Clause 1, as renumbered, definition "Casino gross revenue", 10
` "Casino gross revenue" means Casino'-- 11
omit, insert-- 12
` "Casino Gross Revenue" means casino'. 13
(7) Clause 1, as renumbered, definition "Casino Lease", `the 21st day of 14
April,'-- 15
omit, insert-- 16
`21 April'. 17
(8) Clause 1, as renumbered, definition "Casino Lease", `site'-- 18
omit, insert-- 19
`Site'. 20
(9) Clause 1, as renumbered, definition "Casino Licence", `a licence to 21
be'-- 22
omit, insert-- 23
`the licence dated 20 November 1985'. 24
(10) Clause 1, as renumbered, definition "Corporations Law", 25
`Section 3'-- 26
omit, insert-- 27
`section 3 (Definitions)'. 28
(11) Clause 1, as renumbered, definition "gaming" or "gambling", 29
`game'-- 30
s6 20 s6
Jupiters Casino Agreement Amendment
omit, insert-- 1
`Game'. 2
(12) Clause 1, as renumbered, definition "gaming" or "gambling", `or 3
"gambling" '-- 4
omit. 5
(13) Clause 1, as renumbered, definition "Minister", from `The term 6
includes' to `of the Minister.'-- 7
omit. 8
(14) Clause 1, as renumbered, definition "person", before 9
`corporation'-- 10
insert-- 11
`trustee,'. 12
(15) Clause 1, as renumbered, definition "Unit Holder", ` "Unit 13
Holder" '-- 14
omit, insert-- 15
` "Unitholder" '. 16
Insertion of new cl 2 17
18. After clause 1-- 18
insert-- 19
`2. Interpretation. 20
(a) Unless the context otherwise requires, words importing a singular 21
gender shall include any other gender; the singular includes the 22
plural and vice versa; person includes corporation and/or bodies 23
corporate; whenever a corporation shall be a party hereto the 24
words designating such corporation herein shall extend to and 25
include such corporation, its successors in titles and permitted 26
assigns; whenever a person shall be a party hereto the words 27
designating such person herein shall extend to and include such 28
person and that person's executors, administrators and assigns; 29
where two or more parties are parties to a covenant, agreement, 30
undertaking or provision of any kind hereunder, then whether 31
s6 21 s6
Jupiters Casino Agreement Amendment
those parties are referred to individually herein or designated and 1
referred to together by a word in the singular person, such 2
covenant, agreement, undertaking or provision of any kind 3
whatsoever shall bind such parties jointly and each of them 4
severally. 5
(b) Unless the context otherwise requires, whenever there is any 6
covenant on the part of the Trustee and/or Manager or obligation 7
placed on the Trustee and/or Manager (express or implied) then 8
any costs associated with the performance of that covenant or 9
obligation shall be at the expense of the Trustee and/or Manager 10
(whichever is responsible). 11
(c) Headings have been inserted for ease of reference only and do not 12
affect the interpretation of this Agreement.'. 13
Replacement of cl 3 14
19. Clause 3-- 15
omit, insert-- 16
`3. Counting of days. 17
`Unless nominated specifically otherwise within a particular clause 18
herein, the counting of days is to be based on working week days (Monday 19
to Friday inclusive) but excluding public holidays occurring in the Local 20
Government Area.'. 21
Amendment of cl 4 22
20.(1) Clause 4, after `4.'-- 23
insert-- 24
`Legislative Acts.'. 25
(2) Clause 4, `Act or Acts'-- 26
omit, insert-- 27
`primary or subordinate legislation,'. 28
(3) Clause 4, `Act or those Acts and any Act'-- 29
s6 22 s6
Jupiters Casino Agreement Amendment
omit, insert-- 1
`primary or subordinate legislation'. 2
Amendment of cl 5 3
21.(1) Clause 5, after `5.'-- 4
insert-- 5
`Authority to enter into Agreement.'. 6
(2) Clause 5, `the Governor in Council has given his approval'-- 7
omit, insert-- 8
`approval has been given in accordance with the Agreement Act'. 9
(3) Clause 5, after `Minister'-- 10
insert-- 11
`,'. 12
(4) Clause 5, after `behalf of the State'-- 13
insert-- 14
`,'. 15
(5) Clause 5, from `and the Manager' to `the Control Act.'-- 16
omit, insert-- 17
`and Jupiters and that pursuant to the Agreement Act this Agreement is 18
taken to be ratified by Parliament for the purposes of section 19 (Agreement 19
to precede grant of Casino Licence) of the Control Act.'. 20
Amendment of cl 6 21
22.(1) Clause 6, after `6.'-- 22
insert-- 23
`Responsibilities of Trustee and Manager'. 24
(2) Clause 6, before `pursuant to this Agreement'-- 25
insert-- 26
s6 23 s6
Jupiters Casino Agreement Amendment
`and the Manager'. 1
(3) Clause 6, from `and to that intent' to `as is provided by this 2
Agreement'-- 3
omit. 4
Amendment of cl 7 5
23.(1) Clause 7, after `7.'-- 6
insert-- 7
`Recourse to Trustee's Assets.'. 8
(2) Clause 7(b)-- 9
omit. 10
(3) Clause 7(c) and (d)-- 11
renumber as clause 7(b) and (c) respectively. 12
(4) Clause 7(c), as renumbered, `site'-- 13
omit, insert-- 14
`Site'. 15
(5) Clause 7(c), as renumbered, `Complex and the management and 16
operation of the Complex'-- 17
omit, insert-- 18
`Jupiters Casino-Hotel Complex and the management and operation of 19
the Jupiters Casino-Hotel Complex,'. 20
(6) Clause 7, `capacity as Trustee'-- 21
omit, insert-- 22
`capacity as trustee'. 23
(7) Clause 7, `the Jupiters Trust'-- 24
omit, insert-- 25
`Jupiters Trust'. 26
(8) Clause 7, after `the Trust Fund'-- 27
s6 24 s6
Jupiters Casino Agreement Amendment
insert-- 1
`,'. 2
(9) Clause 7, `Unit Holders'-- 3
omit, insert-- 4
`Unitholders'. 5
Omission of cl 8 6
24. Clause 8-- 7
omit. 8
Amendment of cl 9 9
25.(1) Clause 9-- 10
renumber as clause 8. 11
(2) Clause 8, as renumbered, after `8'-- 12
insert-- 13
`Variation of the Agreement.'. 14
(3) Clause 8, as renumbered, `aforesaid'-- 15
omit, insert-- 16
`herein provided'. 17
(4) Clause 8, as renumbered, from `pursuant to' to `Order in Council'-- 18
omit, insert-- 19
`in accordance with the Agreement Act'. 20
Amendment of cl 10 21
26.(1) Clause 10-- 22
renumber as clause 9. 23
(2) Clause 9, as renumbered, after `9.'-- 24
s6 25 s6
Jupiters Casino Agreement Amendment
insert-- 1
`Stamp Duty.'. 2
(3) Clause 9, as renumbered, `The State shall exempt from stamp duty or 3
similar duty'-- 4
omit, insert-- 5
`Jupiters, the Trustee and the Manager shall not be liable for any stamp 6
duty on'. 7
(4) Clause 9(b), as renumbered, `any contract'-- 8
omit, insert-- 9
`any document'. 10
(5) Clause 9(b), as renumbered, from `for the purposes of this 11
Agreement' to `State Instrumentality'-- 12
omit, insert-- 13
`pursuant to or in accordance with this Agreement where the other party 14
to the document is the State or a Public Sector Entity; and'. 15
(6) Clause 9(c), as renumbered-- 16
omit. 17
(7) Clause 9(d), as renumbered-- 18
renumber as clause 9(c). 19
Omission of cl 11 20
27. Clause 11-- 21
omit. 22
Amendment of cl 12 23
28.(1) Clause 12-- 24
renumber as clause 10. 25
(2) Clause 10, as renumbered, after `10.'-- 26
insert-- 27
s6 26 s6
Jupiters Casino Agreement Amendment
`Agreement to have force of law.'. 1
(3) Clause 10, as renumbered, `Upon'-- 2
omit, insert-- 3
`The parties acknowledge that, pursuant to section 3 (Executed 4
Agreement to have the force of law, and ratification thereof) of the 5
Agreement Act, upon'. 6
(4) Clause 10, as renumbered, `force of law as though this'-- 7
omit, insert-- 8
`effect as if the'. 9
Amendment of cl 13 10
29.(1) Clause 13-- 11
renumber as clause 11. 12
(2) Clause 11, as renumbered, after `11.'-- 13
insert-- 14
`Illegal acts.'. 15
Insertion of new cl 12 (Encumbrances to the licence.) 16
30. After clause 11, as renumbered-- 17
insert-- 18
`12. Encumbrances to the Licence. 19
`Subject to any other approvals required under any other Act, the holder 20
of the Casino Licence may mortgage, charge or otherwise encumber its 21
interests in-- 22
(a) the Casino Licence; 23
(b) the Special Facility Licence; 24
(c) the Jupiters Casino-Hotel Complex; and 25
(d) the rights and benefits of the Trustee under this Agreement, 26
s6 27 s6
Jupiters Casino Agreement Amendment
in accordance with section 32 (Mortgage and assignment of casino licence 1
etc.) of the Control Act.'. 2
Omission of cl 14 3
31. Clause 14-- 4
omit. 5
Amendment of cl 15 6
32.(1) Clause 15-- 7
renumber as clause 13. 8
(2) Clause 13, as renumbered, after `13.'-- 9
insert-- 10
`Bear own costs.'. 11
(3) Clause 13, as renumbered, `The State, the Trustee and the Manager 12
shall each'-- 13
omit, insert-- 14
`Each party shall'. 15
Replacement of pt II heading 16
33. Heading, `PART II--DEVELOPMENT OF THE COMPLEX 17
AND RELATED MATTERS'-- 18
omit, insert-- 19
`PART II--DEVELOPMENT AND USE OF THE 20
JUPITERS CASINO-HOTEL COMPLEX AND 21
RELATED MATTERS'. 22
Omission of cls 16-38 23
34. Clauses 16 to 38-- 24
omit. 25
s6 28 s6
Jupiters Casino Agreement Amendment
Insertion of new cls 14-24 1
35. Clauses 14 to 24-- 2
insert-- 3
`14. Application of Development Legislation to Jupiters Casino-Hotel 4
Complex and the Site. 5
(a) Any Development Legislation in force in the Local Government 6
Area in which the Jupiters Casino-Hotel Complex and the Site is 7
situated shall not apply to the Development of the Jupiters 8
Casino-Hotel Complex or the Site except to the extent provided 9
for in this Agreement. 10
(b) For the purposes of the Integrated Planning Act 1997, the 11
Development of the Jupiters Casino-Hotel Complex or the Site 12
(other than Prescribed Works) shall be exempt development. 13
`15. Use of Jupiters Casino-Hotel Complex Lawful. 14
(a) The Jupiters Casino-Hotel Complex shall be deemed to be a 15
lawful Use and to be lawfully constructed under any 16
Development Legislation in force in the Local Government Area 17
in which the Jupiters Casino-Hotel Complex and the Site is 18
situated. 19
(b) Any Development Legislation in force in the Local Government 20
Area in which the Jupiters Casino-Hotel Complex and the Site is 21
situated cannot-- 22
(i) stop the Use of the Jupiters Casino-Hotel Complex and the 23
Site from commencing or continuing; or 24
(ii) further regulate the Use of the Jupiters Casino-Hotel 25
Complex and the Site; or 26
(iii) require the Use of the Jupiters Casino-Hotel Complex and 27
the Site to be changed; or 28
(iv) require the Works constructed or effected or to be 29
constructed or effected in respect of the Jupiters 30
Casino-Hotel Complex in accordance with this Agreement 31
or the Site to be altered or removed. 32
(c) The Jupiters Casino-Hotel Complex or the Site cannot be 33
s6 29 s6
Jupiters Casino Agreement Amendment
interfered with or interrupted by any Public Sector Entity or any 1
person on the grounds that the Jupiters Casino-Hotel Complex or 2
the Site is contrary to any Development Legislation in force in the 3
Local Government Area in which the Jupiters Casino-Hotel 4
Complex and the Site is situated. 5
(d) All Planning Instruments in force in the Local Government Area 6
in which the Jupiters Casino-Hotel Complex and the Site is 7
situated are deemed to be of no effect to the extent they are 8
inconsistent with this Agreement. 9
`16. Development of the Jupiters Casino-Hotel Complex and the Site. 10
(a) Jupiters may carry out Works being operational works not being 11
carried out as part of a Material Change of Use or Reconfiguring a 12
Lot without the approval of the Minister pursuant to clause 16. 13
(b) Any Development Legislation in force in the Local Government 14
Area in which the Jupiters Casino-Hotel Complex and the Site is 15
situated-- 16
(i) shall not apply to Development (other than Prescribed 17
Works) in respect of the Jupiters Casino-Hotel Complex or 18
the Site except to the extent provided for in this Part II; and 19
(ii) shall apply to the Prescribed Works except to the extent that 20
the Prescribed Works shall only be required to comply with 21
the standards and requirements applicable to Prescribed 22
Works contained in the Prescribed Development Legislation. 23
(c) If the Trustee proposes to carry out Regulated Development in 24
respect of the Jupiters Casino-Hotel Complex or the Site, the 25
Trustee must make application to the Minister for approval of the 26
Regulated Development. 27
(d) The Trustee must make application to the Minister by lodging 28
with the Chief Executive (Gaming Regulation)-- 29
(i) a submission comprising such drawings, reports or other 30
material as is necessary to illustrate the Regulated 31
Development; and 32
(ii) amended Schematic Design Drawings containing particulars 33
of the Regulated Development; and 34
s6 30 s6
Jupiters Casino Agreement Amendment
(iii) such other information which may be required by the Chief 1
Executive (Gaming Regulation). 2
(e) The Minister must-- 3
(i) consider the application; and 4
(ii) make a decision in respect of the application in accordance 5
with clause 16(f); and 6
(iii) advise the Trustee in writing of the decision. 7
(f) The Minister may subject to clause 16(g)-- 8
(i) approve the application in whole or in part unconditionally; 9
or 10
(ii) approve the application in whole or in part subject to 11
conditions; or 12
(iii) refuse the application in whole or in part; or 13
(iv) deal with the application under any combination of 14
clauses 16(f)(i), 16(f)(ii) and 16(f)(iii). 15
(g) The Minister may refuse the Development Application only if in 16
the case of a Regulated Development involving-- 17
(i) a Material Change of Use, the Material Change of Use is-- 18
(A) not of a like nature to the Uses comprising the Jupiters 19
Casino-Hotel Complex; and 20
(B) in the Minister's discretion an undesirable Development 21
of the Site; or 22
(ii) Reconfiguring a Lot, the Reconfiguring a Lot is in the 23
Minister's discretion an undesirable Development of the 24
Site; or 25
(iii) Works-- 26
(A) the Works do not comply with the standards and 27
requirements applicable to Works contained in the 28
Prescribed Development Legislation; and 29
(B) compliance with the standards and requirements 30
applicable to Works contained in the Prescribed 31
Development Legislation cannot be achieved by the 32
s6 31 s6
Jupiters Casino Agreement Amendment
imposition of conditions. 1
(h) If Regulated Development involves a Material Change of Use the 2
Trustee must before carrying out the Regulated Development, 3
negotiate with all Public Sector Entities and agree upon, to the 4
satisfaction of the Minister, all matters (including financial 5
contributions) which but for clause 16(b) could have been 6
lawfully required as a condition of the consent, permission or 7
approval of the Public Sector Entities under any Development 8
Legislation with respect to that Regulated Development. 9
(i) If Regulated Development involves Works then in relation to that 10
part of Regulated Development which is Works, the Minister is 11
hereby empowered to authorise, either generally or in a particular 12
case, any person to exercise a power, authority or discretion or to 13
perform a function or duty which is conferred or imposed on the 14
Minister pursuant to clause 16. 15
(j) If Regulated Development involves Reconfiguring a Lot, then in 16
relation to that part of Regulated Development which is 17
Reconfiguring a Lot, the Minister shall assess the application as if 18
it were an application for Reconfiguring a Lot under the 19
Integrated Planning Act 1997. 20
(k) The Trustee shall, if required by the Chief Executive (Gaming 21
Regulation), within 1 month of 30 June of each year or such 22
longer period approved by the Chief Executive (Gaming 23
Regulation) provide a report to the Chief Executive (Gaming 24
Regulation) of all Uses carried out on the Site or Jupiters 25
Casino-Hotel Complex since the last report. 26
`17. Jupiters Casino-Hotel Complex to Comply. 27
`The Jupiters Casino-Hotel Complex must comply with-- 28
(a) a Development Approval including any condition in the 29
Development Approval where the Regulated Development 30
authorised by the Development Approval has been started; and 31
(b) Development Legislation only-- 32
(i) in respect of personal licences that may be required to be 33
held by Development Legislation; and 34
s6 32 s6
Jupiters Casino Agreement Amendment
Example-- 1
The Trustee must hold if applicable a combustible and 2
flammable liquids licence under the Building 3
(Flammable and Combustible Liquids) Regulation 1994 4
and an environmental authority under the Environmental 5
Protection Act 1994. 6
(ii) to the extent that the standards and requirements applicable to 7
Works contained in the Prescribed Development Legislation 8
are complied with (except to the extent they are inconsistent 9
with a Development Approval); and 10
(c) legislation (including subordinate legislation) other than-- 11
(i) Development Legislation; and 12
(ii) legislation specifically excluded by this Agreement. 13
`18. Acknowledgment and Warranties. 14
(a) The State acknowledges that in respect of the Jupiters 15
Casino-Hotel Complex, the Trustee made the financial 16
contributions and performed the Works which are set out in 17
Schedule 2 in the manner and for the purposes referred to in 18
Schedule 2. 19
(b) Subject to clause 16(h), the parties acknowledge that compliance 20
by the Trustee with the provisions of clause 17 shall in no manner 21
whatsoever compel or require the Trustee to carry out any 22
additional Works or to make any financial contributions to any 23
Public Sector Entities in respect of the Use or Development of the 24
Jupiters Casino-Hotel Complex which are in addition to those 25
provided for in clause 18(a). This clause does not affect the rights 26
of a Public Sector Entity to require the payment of-- 27
(i) a levy or charge of general application; or 28
(ii) a fee for a service provided by that Public Sector Entity in 29
relation to Works. 30
`19. Internal Review Procedure--Development Applications. 31
(a) If the Minister does not approve the whole or any part of a 32
Development Application, the Minister must-- 33
s6 33 s6
Jupiters Casino Agreement Amendment
(i) issue to the Trustee a written notice stating-- 1
(A) the grounds upon which the Minister does not approve 2
the whole or such part of the Development Application; 3
and 4
(B) that the Trustee may make a written, oral or other type 5
of further submission to the Minister including the 6
introduction of such further alternative proposals for 7
consideration by the Minister as the Trustee deems 8
necessary; and 9
(C) the time (at least 10 days after the notice is issued to the 10
Trustee) within which the further submission may be 11
made; and 12
(ii) consider any further submission made by the Trustee within 13
the time stated in the notice (being not more than 20 days 14
after the further submission is made by the Trustee). 15
(b) After considering any further submission made by the Trustee, 16
the Minister must within the time stated in the notice issue to the 17
Trustee-- 18
(i) a written notice stating-- 19
(A) if the Minister does not accept the further submissions, 20
that the Trustee modify its Development Application in 21
such manner as will satisfy the Minister; or 22
(B) if the Minister does accept the further submission, the 23
Minister's approval of the Development Application of 24
the Trustee in its original form or subject to any 25
modification which the Minister directs; and 26
(ii) in the case of that part of a Development Application a 27
statement of reasons containing-- 28
(A) the reasons for the Minister's decision; and 29
(B) a reference to the evidence or other material on which 30
the reasons were based. 31
(c) In the Minister's consideration of all Development Applications 32
or submissions made pursuant to this clause the Minister must 33
have regard to the general design and planning objectives of the 34
s6 34 s6
Jupiters Casino Agreement Amendment
State and the Trustee contained in the Schematic Design 1
Drawings. 2
`20. Appeal. 3
(a) In this clause-- 4
"Appeal Court" means the Planning and Environment Court established 5
under the Integrated Planning Act 1997. 6
"Reviewed Decision" means a decision made by the Minister pursuant to 7
clause 19(b). 8
(b) The Trustee may appeal against a Reviewed Decision within 9
20 days after a notice is issued to the Trustee pursuant to 10
clause 19(b). 11
(c) An appeal must be started by-- 12
(i) filing a written notice of appeal with the Appeal Court; and 13
(ii) serving a copy of the notice of appeal on the Chief Executive 14
(Gaming Regulation). 15
(d) The Appeal Court may extend the period for appealing. 16
(e) In deciding an appeal, the Appeal Court-- 17
(i) has the same powers as the Minister; and 18
(ii) is not bound by the rules of evidence; and 19
(iii) must comply with natural justice; and 20
(iv) must hear the appeal in court or in chambers. 21
(f) An appeal is by way of hearing. 22
(g) The Appeal Court may-- 23
(i) confirm the Reviewed Decision; or 24
(ii) set aside the Reviewed Decision and return the issue to the 25
Minister with the directions that it considers appropriate; or 26
(iii) substitute another decision for the Reviewed Decision, in 27
which case the substituted decision is, for the purposes of 28
this Agreement, taken to be that of the Minister. 29
s6 35 s6
Jupiters Casino Agreement Amendment
`21. Time for Approval. 1
(a) The Minister must, subject to clause 21(b), decide a Development 2
Application within 20 days of the lodgment of the Development 3
Application. 4
(b) If a Development Application relates to Regulated Development 5
comprising Works as well as a Material Change of Use or 6
Reconfiguring a Lot, the Minister must decide that component of 7
the Development Application being-- 8
(i) the Material Change of Use or Reconfiguring a Lot within 9
20 days of the lodgment of the Development Application; 10
and 11
(ii) the Works within 20 days after the approval of the Material 12
Change of Use or Reconfiguring a Lot. 13
(c) The Minister may extend the decision making period specified in 14
clause 21(a) and (b) by not more than 20 days by written notice 15
given to the Trustee before the end of the decision making period. 16
(d) If the Minister at any time during the period specified in 17
clause 21(a) and (b) or as extended by clause 21(c) requests the 18
Trustee to provide further information relevant to the 19
Development Application, the days between the date that the 20
information is requested and the date that the information is 21
provided, inclusive of both dates, shall not be counted in the 22
period specified in clause 21(a) and (b) or as extended by 23
clause 21(c). 24
(e) If the Minister has not advised the Trustee of the Minister's 25
decision within the time specified in clause 21(a) and (b) or as 26
extended by clause 21(c)-- 27
(i) that the Development Application has to be resubmitted, 28
giving particular reasons for non-approval; or 29
(ii) that the Development Application is approved subject to 30
particular conditions being undertaken; or 31
(iii) that a notice pursuant to clause 19(a) has already been issued 32
covering the topic of the Development Application; or 33
(iv) that a notice pursuant to clause 19(a) is hereby issued; 34
s6 36 s6
Jupiters Casino Agreement Amendment
then the Trustee may at its discretion advise that deemed approval 1
will be in effect by formally advising the Minister. 2
(f) If no written response as required herein has been received within 3
2 days of the Trustee's notice being served, the Minister's 4
approval is deemed to be in effect and the Trustee may proceed 5
with the Regulated Development for which approval was sought. 6
`22. Schematic Design Drawings. 7
`If Development involving Works is commenced on the Site or the 8
Jupiters Casino-Hotel Complex, the Trustee shall, as soon as is reasonably 9
practicable, upon the completion of those Works submit to the Chief 10
Executive (Gaming Regulation) amended Schematic Design Drawings that 11
incorporate the Works. 12
`23. Casino to Comply. 13
`The Trustee shall ensure that all materials, fittings and equipment utilised 14
in operation of the Casino shall be of a high standard of manufacture and of 15
a quality commensurate with an international class casino-hotel. 16
`24. Review of Decisions in respect of Jupiters Casino-Hotel Complex 17
and Site. 18
(a) Decisions made in relation to the Development of the Jupiters 19
Casino-Hotel Complex or Site under-- 20
(i) this Agreement, in the case of Regulated Development, 21
shall-- 22
(A) not be subject to review under the Review Act or 23
otherwise; and 24
(B) only be subject to review in accordance with any review 25
process set out under this Agreement; and 26
(ii) Development Legislation, in the case of Prescribed Works as 27
contemplated by clause 16(b)(ii), shall-- 28
(A) not be subject to review under the Review Act or 29
otherwise; and 30
s6 37 s6
Jupiters Casino Agreement Amendment
(B) only be subject to review in accordance with any review 1
process set out under that Development Legislation 2
which is applicable to the Prescribed Works. 3
Example for clause 24(a)(i)(B)-- 4
This Agreement provides for an internal review 5
procedure and appeals in respect of Regulated 6
Development. 7
Example for clause 24(a)(ii)(B)-- 8
Decisions made under Development Legislation in 9
respect of Prescribed Works such as building works 10
shall be subject to any rights of review that are 11
provided for in that Development Legislation which is 12
applicable to building works. 13
(b) In particular, a decision under Part II of this Agreement, or 14
another decision, of a Public Sector Entity or Public Official, in 15
relation to the Development of the Jupiters Casino-Hotel 16
Complex or Site-- 17
(i) is final and conclusive; and 18
(ii) cannot be challenged, appealed against, reviewed, quashed, 19
set-aside, or called into question in any other way, under the 20
Review Act or otherwise (whether by the Supreme Court, 21
another court, a tribunal, an authority or a person); and 22
(iii) is not subject to any writ or order of the Supreme Court, 23
another court, a tribunal, an authority or a person on any 24
ground. 25
Examples of writs and orders to which the sub-clause 26
applies-- 27
Example 1-- 28
Writs of mandamus, prohibition and certiorari. 29
Example 2-- 30
Certiorari orders, prohibition orders, prerogative 31
orders, prerogative injunctions and statutory orders of 32
review, within the meaning of the Review Act. 33
s6 38 s6
Jupiters Casino Agreement Amendment
Example 3-- 1
Declaratory and injunctive orders. 2
(c) Without limiting clause 24(b), the Review Act does not apply to 3
the following matters-- 4
(i) conduct engaged in for the purpose of making a decision 5
which has the meaning given by section 8 (Conduct engaged 6
in for making decision--preparatory acts) of the Review Act; 7
(ii) other conduct that relates to the making of a decision; 8
(iii) the making of a decision or the failure to make a decision 9
which has the meaning given by section 5 (Meaning of 10
"making of a decision" and "failure to make a decision") of 11
the Review Act; 12
(iv) a decision; 13
under this Agreement, or otherwise, in relation to the 14
Development of the Jupiters Casino-Hotel Complex or Site. 15
(d) In particular, but without limiting clause 24(c), the Supreme Court 16
does not have jurisdiction to hear and determine applications 17
made to it under Part 3, 4 or 5 of the Review Act in relation to 18
matters mentioned in clause 24(c). 19
(e) The Minister's power under this Agreement to decide whether to 20
accept or reject a recommendation of a Public Official or other 21
Public Sector Entity is not affected by clause 24(b).'. 22
Omission of cls 39-41 23
36. Clauses 39 to 41-- 24
omit. 25
Insertion of new cl 25 (Approvals) 26
37. After clause 24-- 27
insert-- 28
s6 39 s6
Jupiters Casino Agreement Amendment
`25. Approvals. 1
`The State has accepted and approved the following-- 2
(a) the Constitution of Jupiters Custodian; 3
(b) the Trust Deed; 4
(c) the Foundation Agreement; 5
(d) the Constitution of Jupiters; 6
(e) the Casino Lease; and 7
(f) the appointment of Jupiters Custodian as the trustee and manager 8
of Jupiters Trust.'. 9
Insertion of new cl 26 (Jupiters Custodian requirements) 10
38. After clause 25-- 11
insert-- 12
`26. Jupiters Custodian requirements. 13
`Jupiters Custodian shall-- 14
(a) remain the trustee and manager of Jupiters Trust; 15
(b) be a wholly owned subsidiary of Jupiters PROVIDED THAT 16
any shares in Jupiters Custodian may be held by a nominee, 17
approved in writing by the Minister on behalf of Jupiters; 18
(c) obtain the prior approval in writing of the Minister to any 19
appointment as a director or alternate director of Jupiters 20
Custodian; 21
(d) ensure that the appointment of the respective auditors under the 22
Trust Deed and of Jupiters Custodian shall be in accordance with 23
the provisions of the Trust Deed and the Corporations Law but 24
no person shall be nominated as auditor unless that person's 25
nomination has been approved in writing by the Minister; 26
(e) notwithstanding clause 26(b), when directed by the Governor-in- 27
Council, which direction shall be final and conclusive and shall 28
not be appealed against, reviewed, quashed or in any other way 29
called in question in any Court on any account whatsoever, 30
s6 40 s6
Jupiters Casino Agreement Amendment
enforce the disposal of the shares of any shareholder in Jupiters 1
Custodian PROVIDED THAT the Governor-in-Council shall not 2
issue a direction to dispose of shares unless the shareholder is 3
considered not to be a suitable person to be a shareholder having 4
regard to those matters specified in section 20 (Suitability of 5
casino licensee and other persons) of the Control Act; 6
(f) enforce the vacating from office of any director or alternate 7
director of Jupiters Custodian in accordance with any direction to 8
that effect by the Governor-in-Council; 9
(g) refrain from entering into any loan agreement in its capacity as 10
trustee or manager or any other capacity except with a party or 11
parties or a class of parties approved in writing by the Minister; 12
(h) make available for inspection by the Minister or the Minister's 13
nominee duly authorised in writing all information held in respect 14
to the ownership, unitholdings, shareholdings, directors or 15
corporate structure of Jupiters Trust or Jupiters Custodian, and all 16
minutes of meetings of Unitholders, shareholders and directors 17
and other records relating thereto; 18
(i) make available for inspection by the Minister or the Minister's 19
nominee duly authorised in writing all books, records and 20
documents relating to the financial transactions, bank accounts, 21
source and application of funds, loans and investments of Jupiters 22
Trust and Jupiters Custodian as the case may be; 23
(j) ensure that the Minister or the Minister's nominee duly authorised 24
in writing shall be entitled to attend and speak at any meeting of 25
Jupiters Trust or the Manager as though the Minister were a 26
Unitholder in Jupiters Trust or a director of the Manager, 27
respectively, but nothing contained in this clause shall confer on 28
the Minister or the Minister's nominee a right to vote; 29
(k) deliver to the Minister a copy of all notices that are forwarded to 30
Unitholders or directors advising of such meetings in the same 31
manner and time frame as if the Minister were a Unitholder or a 32
director; 33
(l) that the Constitution of Jupiters Custodian shall not be altered or 34
amended without the prior approval in writing of the Minister; 35
s6 41 s6
Jupiters Casino Agreement Amendment
(m) ensure that the Trust Deed shall not be altered or amended without 1
the prior approval in writing of the Minister; 2
(n) refrain from registering any transfer of the Units in Jupiters Trust 3
without the prior approval of the Governor-in-Council; and 4
(o) refrain from issuing any Units in Jupiters Trust without the prior 5
approval of the Governor-in-Council.'. 6
Amendment of cl 42 7
39.(1) Clause 42-- 8
renumber as clause 28. 9
(2) Clause 28, as renumbered, after `28.'-- 10
insert-- 11
`Corporate structure.'. 12
(3) Clause 28(a), as renumbered, before `no amendment'-- 13
insert-- 14
`no termination of the Foundation Agreement and'. 15
(4) Clause 28(a), as renumbered, `or any agreement being a schedule to 16
the Foundation Agreement after the execution of those documents'-- 17
omit. 18
(5) Clause 28(c), as renumbered, `Governor in Council and'-- 19
omit, insert-- 20
`Governor-in-Council and'. 21
(6) Clause 28(c), as renumbered, from `PROVIDED THAT' to 22
`Governor in Council;'-- 23
omit, insert-- 24
`; and'. 25
(7) Clause 28(d), as renumbered-- 26
omit, insert-- 27
`(d) that no Founder shall hold less than 16,000,000 voting Shares as 28
s6 42 s6
Jupiters Casino Agreement Amendment
Approval Shares (including voting Shares held as Approval 1
Shares by any associate of the Founder approved by the Minister) 2
without the prior approval in writing of the Minister.'. 3
(8) Clause 28(e) to (i), as renumbered-- 4
omit. 5
Omission of cl 43 6
40.Clause 43-- 7
omit. 8
Amendment of cl 43A 9
41.(1) Clause 43A-- 10
renumber as clause 27. 11
(2) Clause 27, as renumbered, after `27.'-- 12
insert-- 13
`Jupiters requirements'. 14
(3) Clause 27(b), as renumbered, `ten (10) business'-- 15
omit, insert-- 16
`10'. 17
(4) Clause 27(b), as renumbered, from `all or any of the following 18
registers' to `Section 724 of the Corporations Law'-- 19
omit, insert-- 20
`any register required to be kept by Jupiters pursuant to the Corporations 21
Law'. 22
(5) Clause 27(b), as renumbered, `four (4) times in any year.'-- 23
omit, insert-- 24
`4 times in any year;'. 25
(6) After clause 27(b)-- 26
insert-- 27
s6 43 s6
Jupiters Casino Agreement Amendment
`(d) when directed by the Minister, issue a notice pursuant to 1
section 672A (Disclosure Notices) of the Corporations Law; 2
(k) refrain from issuing any non-voting shares or securities 3
convertible into voting shares unless the Minister has approved 4
such issue and such issue shall be on such terms and conditions 5
as the Minister thinks fit; 6
(p) ensure that the total number of shares in any class of non-voting 7
shares in which any person and their associates (other than an 8
Approved Holder) shall have a relevant interest shall not exceed 9
5% of the total number of shares of that class on issue at any time 10
without the prior approval in writing of the Minister; 11
(r) make available for inspection by the Minister or the Minister's 12
nominee duly authorised in writing all information held in respect 13
to the ownership, shareholdings, directors or corporate structure 14
of Jupiters and all minutes of meetings of Shareholders and 15
directors and other records relating thereto; 16
(s) make available for inspection by the Minister or the Minister's 17
nominee duly authorised in writing all books, records and 18
documents relating to the financial transactions, bank accounts, 19
source and application of funds, loans and investments of 20
Jupiters; 21
(t) ensure that the Minister or the Minister's nominee duly authorised 22
in writing shall be entitled to attend and to speak at any meeting of 23
Jupiters as though the Minister were a Shareholder in Jupiters but 24
nothing contained in this clause shall confer on the Minister or the 25
Minister's nominee a right to vote; 26
(u) deliver to the Minister a copy of all notices that are forwarded to 27
Shareholders or directors advising of such meetings in the same 28
manner and time frame as if the Minister were a Shareholder or a 29
director; and'. 30
Amendment of cl 43B 31
42.(1) Clause 43B, from `Jupiters in the performance' to `Articles of 32
Association of Jupiters shall:--' 33
omit. 34
s6 44 s6
Jupiters Casino Agreement Amendment
(2) Clause 43B(a)-- 1
renumber as clause 27(c). 2
(3) Clause 43B(b)-- 3
omit. 4
(4) Clause 43B(c)-- 5
renumber as clause 27(e). 6
(5) Clause 27(e), as renumbered, `shares of any shareholder'-- 7
omit, insert-- 8
`Shares of any Shareholder'. 9
(6) Clause 27(e), as renumbered, `Articles of Association'-- 10
omit, insert-- 11
`Constitution'. 12
(7) Clause 27(e), as renumbered, `shares unless the shareholder'-- 13
omit, insert-- 14
`Shares unless the Shareholder'. 15
(8) Clause 27(e), as renumbered, `shareholder'-- 16
omit, insert-- 17
`Shareholder'. 18
(9) Clause 27(e), as renumbered, `Section 20 of the Control Act'-- 19
omit, insert-- 20
`section 20 (Suitability of casino licensee and other persons) of the 21
Control Act given after a recommendation from the Minister that such 22
Shareholder is not suitable having regard to the matters set out in section 20 23
(Suitability of casino licensee and other persons) of the Control Act'. 24
(10) Clause 43B(d)-- 25
renumber as clause 27(f). 26
(11) Clause 43B(e)-- 27
renumber as clause 27(g). 28
s6 45 s6
Jupiters Casino Agreement Amendment
(12) Clause 27(g), as renumbered, `shares of Jupiters'-- 1
omit, insert-- 2
`Shares'. 3
(13) Clause 27(g), as renumbered, `entitled to'-- 4
omit, insert-- 5
`with a relevant interest in'. 6
(14) Clause 27(g), as renumbered, `entitlement'-- 7
omit, insert-- 8
`interest'. 9
(15) Clause 43B(f)-- 10
renumber as clause 27(h). 11
(16) Clause 27(h), as renumbered, `without the prior approval in writing 12
of the Minister'-- 13
omit, insert-- 14
`except with a party or parties or a class of parties approved in writing by 15
the Minister'. 16
(17) Clause 43B(g)-- 17
renumber as clause 27(i). 18
(18) Clause 27(i), as renumbered, `a Jupiters Founder'-- 19
omit, insert-- 20
`a Founder (or its approved associate)'. 21
(19) Clause 27(i), as renumbered, `that Jupiters Founder'-- 22
omit, insert-- 23
`that Founder (or associate, as applicable)'. 24
(20) Clause 43B(h)-- 25
renumber as clause 27(j). 26
(21) Clause 27(j), as renumbered, `issuing'-- 27
omit, insert-- 28
s6 46 s6
Jupiters Casino Agreement Amendment
`the issue of'. 1
(22) Clause 27(j), as renumbered, `refrain from the issue'-- 2
omit, insert-- 3
`except in the case of-- 4
(i) a pro-rata offer of shares to existing Shareholders of shares of a 5
class which is already on issue by Jupiters where notice of the 6
pro-rata offer of shares has been given to the Minister; or 7
(ii) an issue of voting shares pursuant to the terms of any non-voting 8
shares or convertible securities approved in accordance with 9
clause 27(k), 10
refrain from the issue'. 11
(23) Clause 27(j), as renumbered, `.'-- 12
omit, insert-- 13
`;'. 14
Amendment of cl 43C 15
43.(1) Clause 43C, `The following shall be conditions of this 16
Agreement:--'-- 17
omit. 18
(2) Clause 43C(a)-- 19
renumber as clause 27(q). 20
(3) Clause 27(q), as renumbered, `that the Memorandum and Articles of 21
Association'-- 22
omit, insert-- 23
`ensure that the Constitution'. 24
(4) Clause 43C(b)-- 25
renumber as clause 27(l). 26
(5) Clause 27(l), as renumbered, before `that the appointment'-- 27
insert-- 28
s6 47 s6
Jupiters Casino Agreement Amendment
`ensure'. 1
(6) Clause 27(l), as renumbered, `but'-- 2
omit, insert-- 3
`and that'. 4
(7) Clause 43C(c)-- 5
renumber as clause 27(m). 6
(8) Clause 27(m), as renumbered, from `that the total number' to `on 7
issue'-- 8
omit, insert-- 9
`ensure that the total voting power of any person (other than a Founder) 10
shall not exceed 5%'. 11
(9) Clause 43C(d)-- 12
renumber as clause 27(n). 13
(10) Clause 27(n), as renumbered, from `that the total number' to `on 14
issue'-- 15
omit, insert-- 16
`ensure that the total voting power of any Founder shall not exceed 25%'. 17
(11) Clause 43C(e)-- 18
renumber as clause 27(o). 19
(12) Clause 27(o), as renumbered, from `that the total number' to `on 20
issue'-- 21
omit, insert-- 22
`ensure that the aggregate voting power of all foreign persons shall not 23
exceed 40%'. 24
(13) Clause 27(o), as renumbered, `shares of Jupiters by'-- 25
omit, insert-- 26
`Shares by'. 27
(14) Clause 27(o), as renumbered, `shares of Jupiters shall'-- 28
omit, insert-- 29
s6 48 s6
Jupiters Casino Agreement Amendment
`Shares shall'. 1
(15) Clause 43C(f) to (i)-- 2
omit. 3
Omission of cl 43D 4
44. Clause 43D-- 5
omit. 6
Amendment of cl 43E 7
45.(1) Clause 43E-- 8
renumber as clause 27(v). 9
(2) Clause 27(v), as renumbered, `(a) Jupiters shall'-- 10
omit. 11
(3) Clause 27(v), as renumbered, `(b)'-- 12
omit. 13
(4) Clause 27(v), as renumbered, `paragraph (a) hereof'-- 14
omit, insert-- 15
`this paragraph'. 16
Omission of cl 43F 17
46. Clause 43F-- 18
omit. 19
Insertion of new cl 29 20
47. After clause 28, as renumbered-- 21
insert-- 22
s6 49 s6
Jupiters Casino Agreement Amendment
`29. Additional Founder 1
(a) Jupiters shall use its best endeavours to procure-- 2
(i) a Shareholder to be added as a Founder in accordance with 3
this Agreement and the Foundation Agreement; and 4
(ii) that upon the addition of that Founder, the Founders (and 5
their approved associates) hold amongst them 80,000,000 6
voting Shares as Approval Shares. 7
(b) The parties agree that if a Shareholder is not added as a Founder 8
as envisaged by clause 29(a)-- 9
(i) Jupiters will not have failed to comply with its obligations 10
under this Agreement and accordingly the issue of the 11
Casino Licence will not in any way be affected or prejudiced; 12
and 13
(ii) the Minister may direct that a person nominated by the 14
Minister be appointed as a director of Jupiters. 15
(c) Notwithstanding any provision contained in the Constitution of 16
Jupiters, during such time as there are only 2 Founders, BI 17
Gaming Corporation shall only be entitled to appoint 2 directors 18
of Jupiters. 19
(d) Upon the addition of a Founder as envisaged by clause 29(a), that 20
Founder shall be entitled to appoint a director of Jupiters in 21
accordance with the Constitution of Jupiters and the right of the 22
Minister to direct that a person nominated by the Minister be 23
appointed as a director of Jupiters shall cease.'. 24
Amendment of cl 43G 25
48.(1) Clause 43G-- 26
renumber as clause 30. 27
(2) Clause 30, as renumbered, after `30.'-- 28
insert-- 29
`Disposal of excess voting Shares.'. 30
(3) Clause 30, as renumbered, `Clause 43C hereof, an entitlement to 31
s6 50 s6
Jupiters Casino Agreement Amendment
voting shares in Jupiters'-- 1
omit, insert-- 2
`clause 27, a person's voting power or shareholding which is'. 3
(4) Clause 30, as renumbered, `paragraphs (c), (d) and (e) of Clause 43C 4
hereof'-- 5
omit, insert-- 6
`clause 27(m), (n), (o) or (p)'. 7
(5) Clause 30, as renumbered, `shares in Jupiters'-- 8
omit, insert-- 9
`Shares or shareholding'. 10
(6) Clause 30, as renumbered, `Memorandum and Articles of 11
Association'-- 12
omit, insert-- 13
`Constitution'. 14
(7) Clause 30, as renumbered, `that entitlement and that the 15
entitlement'-- 16
omit, insert-- 17
`the person's voting power or shareholding and that the voting power or 18
shareholding'. 19
(8) Clause 30, as renumbered, `voting shares in Jupiters'-- 20
omit, insert-- 21
`Shares'. 22
Omission of cl 43H 23
49. Clause 43H-- 24
omit. 25
s6 51 s6
Jupiters Casino Agreement Amendment
Amendment of cl 44 1
50.(1) Clause 44-- 2
renumber as clause 31. 3
(2) Clause 31, as renumbered, after `31.'-- 4
insert-- 5
`Foreign person.'. 6
(3) Clause 31, as renumbered, after `Part'-- 7
insert-- 8
`III'. 9
(4) Clause 31(a)(iv)(A), as renumbered, `registered holder of the 10
beneficial'-- 11
omit, insert-- 12
`registered holder or the beneficial'. 13
(5) Clause 31(a)(iv)(A), as renumbered, from `one per centum' to `not 14
cancelled'-- 15
omit, insert-- 16
`1% of all Shares'. 17
(6) Clause 31(a)(iv)(B), as renumbered, from `one quarter' to `not 18
cancelled'-- 19
omit, insert-- 20
`1/4 % of all Shares,'. 21
(7) Clause 31(c), as renumbered, `fifteen per centum (15%) of the voting 22
power'-- 23
omit, insert-- 24
`15% of the voting power'. 25
(8) Clause 31(c), as renumbered, `fifteen per centum (15%) of the issued 26
shares'-- 27
omit, insert-- 28
`15% of the issued shares'. 29
s6 52 s6
Jupiters Casino Agreement Amendment
(9) Clause 31(d), as renumbered, `forty per centum (40%) of the voting 1
power'-- 2
omit, insert-- 3
`40% of the voting power'. 4
(10) Clause 31(d), as renumbered, `forty per centum (40%) of the 5
issued'-- 6
omit, insert-- 7
`40% of the issued'. 8
(11) Clause 31(e), as renumbered, `The'-- 9
omit, insert-- 10
`For the purposes of clause 31(c) and clause 31(d), the'. 11
(12) Clause 31(e)(iv), `-'-- 12
omit, insert-- 13
`,'. 14
(13) Clause 31(f)-- 15
omit, insert-- 16
`(f) A reference to-- 17
(i) a person's voting power shall have the same meaning as a 18
reference in section 610 (Voting Power in a body corporate) 19
of the Corporations Law to a person's voting power; 20
(ii) a relevant interest in shares shall have the same meaning as a 21
reference to section 608 (Relevant interests in securities) of 22
the Corporations Law; and 23
(iii) an associate, other than for the purposes of clause 31(c) and 24
clause 31(d), shall have the same meaning as a reference in 25
Division 2 of Part 1.2 (Associates) of the Corporations Law 26
excluding section 13 (References in chapter 7) and section 14 27
(References in chapter 8) of the Corporations Law.'. 28
s6 53 s6
Jupiters Casino Agreement Amendment
Amendment of pt IV heading 1
51. Pt IV heading, `GRANTING OF'-- 2
omit. 3
Omission of cl 45 4
52. Clause 45-- 5
omit. 6
Insertion of new cl 32 (Casino Licence) 7
53. After clause 31, as renumbered-- 8
insert-- 9
`32. Casino Licence. 10
`The State granted the Casino Licence to the Trustee.'. 11
Amendment of cl 46 12
54.(1) Clause 46(a)-- 13
omit. 14
(2) Clause 46(b) to (e)-- 15
renumber as clause 33(a) to (d). 16
(3) Clause 33, as renumbered, after `33.'-- 17
insert-- 18
`Exclusivity.'. 19
(4) Clause 33(a), as renumbered, from `whether before,' to `of this 20
Clause and'-- 21
omit. 22
(5) Clause 33(a), as renumbered, from `set out and named' to `(other 23
than Keno)'-- 24
omit, insert-- 25
s6 54 s6
Jupiters Casino Agreement Amendment
`listed below'. 1
(6) Clause 33(a), as renumbered, `machine.'-- 2
omit, insert-- 3
`machine-- 4
blackjack; 5
roulette; 6
baccarat; 7
craps; 8
two-up; 9
mini dice; 10
wheel of fortune; 11
sic-bo.' 12
(7) Clause 33(b), as renumbered, `save and except:'-- 13
omit, insert-- 14
`other than--'. 15
(8) Clause 33(b)(i), as renumbered-- 16
omit, insert-- 17
`(i) those referred to in clause 33(a); and'. 18
(9) Clause 33(b)(ii), as renumbered, `sub-clause (d) of this Clause'-- 19
omit, insert-- 20
`clause 33(c)'. 21
(10) Clause 33(c)(i), as renumbered, `his'-- 22
omit, insert-- 23
`the Minister's'. 24
(11) Clause 33(c)(i), as renumbered, `Trustees'-- 25
omit, insert-- 26
`Trustee'. 27
s6 55 s6
Jupiters Casino Agreement Amendment
(12) Clause 33(c)(i), as renumbered, `in sub-clause (b) of this clause'-- 1
omit, insert-- 2
`in clause 33(a)'. 3
(13) Clause 33(c)(i), as renumbered, `of sub-clause (b) of this clause'-- 4
omit, insert-- 5
`of clause 33(a)'. 6
(14) Clause 33(c)(ii), as renumbered, `ninety (90)'-- 7
omit, insert-- 8
`90'. 9
(15) Clause 33(c)(ii), as renumbered, `he may'-- 10
omit, insert-- 11
`the Minister may'. 12
(16) Clause 33(c)(ii), as renumbered, `him'-- 13
omit, insert-- 14
`the Minister'. 15
(17) Clause 33(c)(ii), as renumbered, `he shall'-- 16
omit, insert-- 17
`the Minister shall'. 18
(18) Clause 33(c)(ii), as renumbered, `his refusal'-- 19
omit, insert-- 20
`the refusal'. 21
(19) Clause 33(c)(iii), as renumbered, `his'-- 22
omit, insert-- 23
`the Minister's'. 24
(20) Clause 33(c)(iv), as renumbered, `paragraph (iii) of this 25
sub-clause'-- 26
omit, insert-- 27
`clause 33(c)(iii)'. 28
s6 56 s6
Jupiters Casino Agreement Amendment
(21) Clause 33(c)(iv), as renumbered, `subject to Section 63 of the 1
Control Act he shall'-- 2
omit. 3
(22) Clause 33(c)(iv), as renumbered, `him'-- 4
omit, insert-- 5
`the Minister'. 6
(23) Clause 33(c)(iv), as renumbered, `he'-- 7
omit, insert-- 8
`the Minister'. 9
(24) Clause 33(c)(iv), as renumbered, `his'-- 10
omit, insert-- 11
`the Minister's'. 12
(25) Clause 33(d), as renumbered, `Art Unions and Amusements Act 13
1976-1981'-- 14
omit, insert-- 15
`Charitable and Non-Profit Gaming Act 1999'. 16
Amendment of cl 47 17
55.(1) Clause 47-- 18
renumber as clause 34. 19
(2) Clause 34, as renumbered, after `34.'-- 20
insert-- 21
`Casino Tax.'. 22
(3) Clause 34, as renumbered, `clause 51 hereof'-- 23
omit, insert-- 24
`clause 37'. 25
(4) Clause 34, as renumbered, `each year of'-- 26
omit, insert-- 27
s6 57 s6
Jupiters Casino Agreement Amendment
`each year'. 1
(5) Clause 34, as renumbered, `gross revenue'-- 2
omit, insert-- 3
`Gross Revenue'. 4
(6) Clause 34, as renumbered, `The rates set out in this clause 47 shall 5
apply from 1 July 1996'-- 6
omit. 7
Insertion of new cl 35 (Liquor Act--Special Facility Licence.) 8
56. After clause 34, as renumbered-- 9
insert-- 10
`35. Liquor Act--Special Facility Licence. 11
(a) The Special Facility Licence was granted in respect of the Jupiters 12
Casino-Hotel Complex and is taken to be a special facility licence 13
for the purposes of the Liquor Act. 14
(b) The Special Facility Licence shall, subject to this Agreement, be 15
administered in accordance with the Liquor Act. 16
(c) Despite section 9 (Ordinary trading hours) of the Liquor Act but 17
for the purposes of this Agreement, the ordinary trading hours 18
during which the Special Facility Licence permits the sale or 19
consumption of liquor in the Casino Part are the same hours 20
approved (under section 61 (Hours of operation) of the Control 21
Act) for the operation of the Casino Part.'. 22
Omission of pt V 23
57. Part V, Part V heading and clauses 48 to 49-- 24
omit. 25
s6 58 s6
Jupiters Casino Agreement Amendment
Amendment of pt VI 1
58. Part VI-- 2
renumber as Part V. 3
Amendment of cl 50 4
59.(1) Clause 50-- 5
renumber as clause 36. 6
(2) Clause 36, as renumbered, after `36.'-- 7
insert-- 8
`Hours of Operation.'. 9
(3) Clause 36, as renumbered, `Section 61(8)'-- 10
omit, insert-- 11
`section 61(8) (Hours of Operations)'. 12
(4) Clause 36, as renumbered, `eighteen (18)'-- 13
omit, insert-- 14
`18'. 15
Amendment of cl 51 16
60.(1) Clause 51-- 17
renumber as clause 37. 18
(2) Clause 37, as renumbered, after `37.'-- 19
insert-- 20
`Operational Review.'. 21
(3) Clause 37, as renumbered, `rate'-- 22
omit, insert-- 23
`rates'. 24
s6 59 s6
Jupiters Casino Agreement Amendment
Amendment of pt VII 1
61. Part VII-- 2
renumber as Part VI. 3
Amendment of cl 52 4
62.(1) Clause 52-- 5
renumber as clause 38. 6
(2) Clause 38, as renumbered, after `38.'-- 7
insert-- 8
`Grounds for Termination.'. 9
(3) Clause 38, as renumbered, `clause 53 hereof'-- 10
omit, insert-- 11
`clause 39'. 12
(4) Clause 38(a), as renumbered, `to the satisfaction of the Minister or 13
taken steps to the satisfaction of the Minister to remedy within ninety (90) 14
days'-- 15
omit, insert-- 16
`or not have taken steps to have remedied to the satisfaction of the 17
Minister within three months'. 18
(5) Clause 38(a), as renumbered, after `date of such notice'-- 19
insert-- 20
`to remedy'. 21
(6) Clause 38(b) and (c), as renumbered-- 22
omit, insert-- 23
`(b) If-- 24
(i) any distress or execution is levied against the Trust Fund 25
which is for an amount in excess of $2,000,000.00 and 26
which is not discharged within 20 days from the date upon 27
which the levy is made; or 28
s6 60 s6
Jupiters Casino Agreement Amendment
(ii) subject to the provisions of clause 12, the benefit of this 1
Agreement is in any way whatsoever pledged, encumbered, 2
mortgaged or assigned without the prior written consent of 3
the Minister in accordance with the provisions of section 32 4
(Mortgage and assignment of casino licence) of the Control 5
Act, 6
and the Minister shall have delivered to the relevant party, as the 7
case may be, and to any mortgagee a notice requiring that party to 8
remedy such circumstance and neither that party nor the 9
mortgagee shall have remedied or taken steps to remedy such 10
circumstance to the satisfaction of the Minister within a 11
reasonable time (being not less than 10 days) from the date of 12
such notice to remedy;'. 13
(7) Clause 38(d), as renumbered-- 14
renumber as clause 38(c). 15
(8) Clause 38(c), as renumbered, `casino licence'-- 16
omit, insert-- 17
`Casino Licence'. 18
Amendment of cl 53 19
63.(1) Clause 53-- 20
renumber as clause 39. 21
(2) Clause 39, as renumbered, after `39.'-- 22
insert-- 23
`Appointment of Administrator.'. 24
(3) Clause 39(a), as renumbered, `other than a suspension referred to in 25
clause 57 hereof,'-- 26
omit. 27
(4) Clause 39(a)(i), as renumbered, `Governor in Council'-- 28
omit, insert-- 29
`Governor-in-Council'. 30
s6 61 s6
Jupiters Casino Agreement Amendment
(5) Clause 39(a)(i)(A), as renumbered, `seven (7)'-- 1
omit, insert-- 2
`7'. 3
(6) Clause 39(a)(i)(B), as renumbered, `ninety (90) days, within seven 4
(7)'-- 5
omit, insert-- 6
`three months, within 7'. 7
(7) Clause 39(a)(ii), as renumbered, `provision (i)(A) or provision (i)(B) 8
of this sub-clause'-- 9
omit, insert-- 10
`clause 39(a)(i)(A) or clause 39(a)(i)(B)'. 11
(8) Clause 39(a)(ii), as renumbered, `Governor in Council'-- 12
omit, insert-- 13
`Governor-in-Council'. 14
(9) Clause 39(a)(iii), as renumbered, from `Sections 19' to `Governor in 15
Council'-- 16
omit, insert-- 17
`sections 19 (Agreement to precede grant of casino licence) and 21 18
(Hotel-casino complex owner or State as licensee) of the Control Act or any 19
provision of this Agreement the Governor-in-Council'. 20
(10) Clause 39(a)(iii), as renumbered, `seven (7)'-- 21
omit, insert-- 22
`7'. 23
(11) Clause 39(a)(iii), as renumbered, `provision (i) of this sub-clause'-- 24
omit, insert-- 25
`clause 39(a)(i)'. 26
(12) Clause 39(a)(iv), as renumbered, `Casino Licence'-- 27
omit, insert-- 28
`casino licence'. 29
s6 62 s6
Jupiters Casino Agreement Amendment
(13) Clause 39(a)(iv), as renumbered, `provisions (iii) of this 1
sub-clause'-- 2
omit, insert-- 3
`clause 39(a)(iii)'. 4
(14) Clause 39(a)(v), as renumbered, `provision (ii) of this sub-clause'-- 5
omit, insert-- 6
`clause 39(a)(ii)'. 7
(15) Clause 39(a)(v), as renumbered, `the mortgagee's rights'-- 8
omit. 9
(16) Clause 39(a)(v), as renumbered, `Section 32'-- 10
omit, insert-- 11
`section 32 (Mortgage and assignment of casino licence etc)'. 12
(17) Clause 39(a)(v), as renumbered, `twelve (12)'-- 13
omit, insert-- 14
`12'. 15
(18) Clause 39(a)(v), as renumbered, `Section 32'-- 16
omit, insert-- 17
`section 32 (Mortgage and assignment of casino licence etc)'. 18
(19) Clause 39(a)(vi), as renumbered, `Governor in Council in the terms 19
of provision (v) of this sub-clause the Governor in Council'-- 20
omit, insert-- 21
`Governor-in-Council in the terms of clause 39(a)(v) the 22
Governor-in-Council'. 23
(20) Clause 39(a)(vi), as renumbered, `Section 32'-- 24
omit, insert-- 25
`section 32 (Mortgage and assignment of casino licence etc)'. 26
(21) Clause 39(a)(vi), as renumbered, `Casino Licence'-- 27
omit, insert-- 28
s6 63 s6
Jupiters Casino Agreement Amendment
`casino licence'. 1
(22) Clause 39(a)(vii), as renumbered, `provision (v) of this 2
sub-clause'-- 3
omit, insert-- 4
`clause 39(a)(v)'. 5
(23) Clause 39(a)(vii), as renumbered, `Section 32'-- 6
omit, insert-- 7
`section 32 (Mortgage and assignment of casino licence etc)'. 8
(24) Clause 39(a)(vii), as renumbered, `Complex'-- 9
omit, insert-- 10
`Jupiters Casino-Hotel Complex'. 11
(25) Clause 39(a)(vii), as renumbered, `Casino Licence'-- 12
omit, insert-- 13
`casino licence'. 14
(26) Clause 39(a)(vii), as renumbered, `Governor in Council'-- 15
omit, insert-- 16
`Governor-in-Council'. 17
(27) Clause 39(a)(vii), as renumbered, `Section 32'-- 18
omit, insert-- 19
`section 32 (Mortgage and assignment of casino licence etc)'. 20
(28) Clause 39(a)(viii), as renumbered, `Casino Licence'-- 21
omit, insert-- 22
`casino licence'. 23
(29) Clause 39(a)(viii), as renumbered, `provision (vi) of this sub-clause 24
but the Governor in Council'-- 25
omit, insert-- 26
`clause 39(a)(vi) but the Governor-in-Council'. 27
(30) Clause 39(a)(viii), as renumbered, `his discretion'-- 28
s6 64 s6
Jupiters Casino Agreement Amendment
omit, insert-- 1
`the Governor-in-Council's discretion'. 2
(31) Clause 39(a)(viii), as renumbered, `his place'-- 3
omit, insert-- 4
`that person's place'. 5
(32) Clause 39(a)(viii), as renumbered, `Section 32(2)(b)'-- 6
omit, insert-- 7
`section 32(2)(b) (Mortgage and assignment of casino licence etc)'. 8
(33) Clause 39(a)(viii), as renumbered, `him'-- 9
omit, insert-- 10
`that person'. 11
(34) Clause 39(a)(ix), as renumbered, `provision (i) of this sub-clause'-- 12
omit, insert-- 13
`clause 39(a)(i)'. 14
(35) Clause 39(a)(ix), as renumbered, `Governor in Council'-- 15
omit, insert-- 16
`Governor-in-Council'. 17
(36) Clause 39(a)(ix), as renumbered, `he'-- 18
omit, insert-- 19
`the Governor-in-Council'. 20
(37) Clause 39(a)(ix), as renumbered, after `terminated'-- 21
insert-- 22
`,'. 23
(38) Clause 39(a)(ix)(A), as renumbered, `he'-- 24
omit, insert-- 25
`the Governor-in-Council'. 26
(39) Clause 39(a)(ix)(A), as renumbered, `the Casino Licence'-- 27
s6 65 s6
Jupiters Casino Agreement Amendment
omit, insert-- 1
`the casino licence'. 2
(40) Clause 39(a)(ix)(B), as renumbered, `he'-- 3
omit, insert-- 4
`the Governor-in-Council'. 5
(41) Clause 39(a)(ix)(B), as renumbered, `the Casino Licence'-- 6
omit, insert-- 7
`the casino licence'. 8
(42) Clause 39(a)(x), as renumbered, `Governor in Council'-- 9
omit, insert-- 10
`Governor-in-Council'. 11
(43) Clause 39(b), as renumbered, `clause 52 hereof'-- 12
omit, insert-- 13
`clause 38'. 14
(44) Clause 39(b), as renumbered, `sub-clause (a) of this clause'-- 15
omit, insert-- 16
`clause 39(a)'. 17
(45) Clause 39(b), as renumbered, `and any mortgagee therein referred 18
to'-- 19
omit. 20
Omission of cl 54 21
64. Clause 54-- 22
omit. 23
Insertion of cl 40 24
65. After clause 39, as renumbered-- 25
insert-- 26
s6 66 s6
Jupiters Casino Agreement Amendment
`40. Impact of Termination on the Development of the Jupiters 1
Casino-Hotel Complex or the Site. 2
In the event that this Agreement is terminated for any reason whatsoever 3
the provisions of clause 15 shall apply to Development in respect of the 4
Jupiters Casino-Hotel Complex and the Site which at the date of termination 5
has been carried out or approved in accordance with this Agreement.'. 6
Amendment of cl 55 7
66.(1) Clause 55-- 8
renumber as clause 41. 9
(2) Clause 41, as renumbered, after `41.'-- 10
insert-- 11
`Impact of Termination on Special Facility Licence.'. 12
(3) Clause 41, as renumbered, `the Casino liquor licence contemplated by 13
clause 48 hereof shall'-- 14
omit, insert-- 15
`Special Facility Licence granted pursuant to the Liquor Act shall,'. 16
(4) Clause 41, as renumbered, `to be granted pursuant to clause 45 17
hereof'-- 18
omit. 19
(5) Clause 41, as renumbered, `Complex'-- 20
omit, insert-- 21
`Jupiters Casino-Hotel Complex'. 22
(6) Clause 41, as renumbered, `as amended'-- 23
omit. 24
Amendment of pt VIII 25
67. Part VIII-- 26
renumber as Part VII. 27
s6 67 s6
Jupiters Casino Agreement Amendment
Omission of cls 56-58A 1
68. Clauses 56 to 58A-- 2
omit. 3
Amendment of cl 59 4
69.(1) Clause 59-- 5
renumber as clause 42. 6
(2) Clause 42, as renumbered, after `42.'-- 7
insert-- 8
`Approvals and Notices.'. 9
(3) Clause 42, as renumbered, before `All approval notices'-- 10
insert-- 11
`(a)'. 12
(4) Clause 42(a), as renumbered, `approval'-- 13
omit, insert-- 14
`approvals'. 15
(5) Clause 42(a), as renumbered, from `(a) the Minister' to `Gold Coast 16
in the State of Queensland, or to'-- 17
omit, insert-- 18
`(i) the Minister at the Minister's principal office in Brisbane; 19
(ii) Jupiters, the Trustee and the Manager at their registered 20
office; and'. 21
(6) Clause 42, as renumbered, before `such other persons'-- 22
insert-- 23
`(iii)'. 24
(7) Clause 42, as renumbered, after `sent by post'-- 25
insert-- 26
`or by facsimile transmission'. 27
s6 68 s6
Jupiters Casino Agreement Amendment
(8) After clause 42(a), as renumbered-- 1
insert-- 2
`(b) Although copies of such approvals, notices and other documents 3
required to be given under the provisions of this Agreement to a 4
nominated representative may also be forwarded to such other 5
person specifically designated in writing by that nominated 6
representative such additional copies do not substitute for the 7
primary service. 8
(c) If, before 4.00 p.m. local time in the place of delivery, a party 9
delivers a notice-- 10
(i) by hand; or 11
(ii) by facsimile and the sending party completes the 12
transmission; 13
the notice will be taken as given on the day of delivery of 14
transmission, and in any other case, on the next day. 15
(d) If a party gives the notice by post the notice will be taken as given 16
on the second business day in the place of delivery after the notice 17
is posted unless it can be established that the notice was not 18
received until a subsequent date, in which case that later date will 19
be the date notice was given. 20
(e) If a party gives notice by facsimile transmission and the 21
transmission is not fully intelligible, or if the sending party, at the 22
time of transmission, has reason to believe that the facsimile 23
transmission is not fully intelligible, the party may not rely upon 24
this clause to prove the giving of the notice. 25
(f) The receiving party shall not object to a facsimile transmission as 26
not being fully intelligible unless the receiving party requests 27
re-transmissions within 2 hours. 28
(g) If a facsimile transmission is completed within 2 hours of 29
5.00 p.m. on a day and is unintelligible, the receiving party has 30
until 10.00 a.m. on the next business day to request the 31
re-transmissions. 32
(h) The party giving the notice or its agent shall sign the notice. The 33
appearance of the name of the person signing at the end of a 34
s6 69 s6
Jupiters Casino Agreement Amendment
facsimile transmission is sufficient evidence of signing. 1
(i) The address, and facsimile number of the parties for the purposes 2
of this clause are to be advised in writing. 3
(j) The parties may give notice of another address or facsimile 4
number (within Australia) to the other party and the new address 5
shall be the address for service of the party for the purpose of this 6
clause.'. 7
Amendment of cl 60 8
70.(1) Clause 60-- 9
renumber as clause 43. 10
(2) Clause 43, as renumbered, after `43.'-- 11
insert-- 12
`Waiver.'. 13
Amendment of cl 61 14
71.(1) Clause 61-- 15
renumber as clause 44. 16
(2) Clause 44, as renumbered, after `44.'-- 17
insert-- 18
`Governing Law.'. 19
Omission of cls 62, 63, 63A, 63B and 64 20
72. Clauses 62, 63, 63A, 63B and 64-- 21
omit. 22
Insertion of new cl 45 (Delegations.) 23
73. After clause 44, as renumbered-- 24
insert-- 25
s6 70 s6
Jupiters Casino Agreement Amendment
`45. Delegations. 1
`(a) The Minister may delegate in writing the Minister's powers, 2
rights or obligations pursuant to this Agreement, or any of them, 3
to the Chief Executive (Gaming Regulation) or the Executive 4
Director of the Queensland Office of Gaming Regulation. 5
(b) The Chief Executive (Gaming Regulation) may delegate in 6
writing the Chief Executive's (Gaming Regulation) powers, 7
rights or obligations pursuant to this Agreement to an officer of 8
the public service within that unit of the public sector for which 9
the Chief Executive (Gaming Regulation) is responsible.'. 10
Amendment of cl 65 11
74.(1) Clause 65-- 12
renumber as clause 46. 13
(2) Clause 46, as renumbered, after `46.'-- 14
insert-- 15
`Extensions of Time.'. 16
(3) Clause 46, as renumbered, after `Agreement'-- 17
insert-- 18
`,'. 19
(4) Clause 46, as renumbered, `his'-- 20
omit, insert-- 21
`the Minister's'. 22
Omission of cl 66 23
75. Clause 66-- 24
omit. 25
s6 71 s6
Jupiters Casino Agreement Amendment
Replacement of First Schedule 1
76. First Schedule-- 2
omit, insert-- 3
`SCHEDULE 1 4
SITE DETAILS 5
s6 72 s6
Jupiters Casino Agreement Amendment
1
'. 2
3
s6 73 s6
Jupiters Casino Agreement Amendment
Replacement of Second Schedule 1
77. Second Schedule-- 2
omit, insert-- 3
`SCHEDULE 2 4
WORKS AND CONTRIBUTIONS IN RESPECT OF 5
JUPITERS CASINO-HOTEL COMPLEX 6
Entity Requirement Amount
Albert Shire Council Headworks Charges $300,000
Lands Department Access over Crown At Manager's cost
Land
Lands Department and Landscaping of At Manager's cost 7
Gold Coast City Adjacent Land 8
Council
Harbours and Marine Bridge Construction At Manager's cost 9
Department
Main Roads Access roads, At Manager's cost 10
Department Bridges, Traffic
Signals and Highway
Upgrading
Albert Shire Council Carrara Sports $1,200,000
Complex
Surfers Paradise Golf Additional Golf $250,000 11
Club Facilities to
International Level
Southport Yacht Club Additional Sports $500,000 12
Incorporated Facilities
Nearby Golf Club (to Golf Club Playing $50,000 (Playing 13
be selected) Rights Rights)'.
14
s6 74 s6
Jupiters Casino Agreement Amendment
Amendment of Third Schedule 1
78. Third Schedule-- 2
omit, insert-- 3
`SCHEDULE 3 4
DOCUMENTS TABLED IN PARLIAMENT 5
1. Schematic design drawings numbered 1 to 26 each page of which is 6
signed by each of the parties hereto for the purposes of identification.'.'. 7
8
© State of Queensland 2000
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