2020-08-31 SM - Item 2 - Attachment 3 - Deed of Agreed Delivery Arrangement

Agreed Delivery Arrangement

       (b)     otherwise comply with the terms of this agreement.

3.2    Administering Agency’s obligations

       The Administering Agency must comply with the terms of this agreement.


4.     Payment of the Financial Settlement Offset Amount

       (a)     The Financial Settlement Offset Amount must be paid by:

               (1)     the Entity making a payment in the amount of $1.00 to the Administering
                       Agency’s offset account before starting any work to which the Offset Condition
                       relates; and

               (2)     compliance by the Administering Agency with Clause 5(a)(2).


5.     Performance of Administering Agency Obligations

       (a)     Upon the Entity paying the Financial Settlement Offset Amount in the way outlined in
               clause (4)(a)(1), the Administering Agency must within 20 business days:

               (1)     provide within 3 business days written acknowledgement to the Entity
                       acknowledging the payment of the Financial Settlement Offset Amount
                       pursuant to clause 4(a)(1); and

               (2)     make a financial contribution of $1,132,996.29to the Administering Agency’s
                       offset account and provide to the Entity written confirmation of the contribution.


6.     Additional Costs

       The parties acknowledge and agree that:

       (a)     the Entity is responsible for all costs and ongoing responsibilities for payment of the
               Financial Settlement Offset Amount; and

       (b)     the Administering Agency is responsible for all costs and ongoing responsibilities for
               the obligations outlined in clause 5.


7.     Assignment by Entity

7.1    Restriction on assignment

       The Entity shall not, either absolutely or by way of security, assign its interests, rights or
       obligations under this agreement without the prior consent of the Administering Agency in
       writing signed by the Chief Executive Officer of the Administering Agency.

7.2    Restriction on the right to refuse

       The Administering Agency may, in its absolute discretion, withhold its consent to the
       assignment.

7.3    Conditions of the consent



HopgoodGanim Lawyers                                                                            Page 6 of 12
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