The Net Zero Teesside Order 2024

• “offloading procedure” means the procedure whereby the undertaker, its employees, contractors or sub-contractors are offloading materials, plant or machinery required for the authorised development at the wharf within the RBT site, such procedure to commence when the undertaker, its employees, contractors or sub-contractors have commenced docking the relevant vessel at the wharf for the purposes of such offloading;

• “RBT” means Redcar Bulk Terminal Limited (Company number 07402297), whose registered address is Time Central, 32 Gallowgate, Newcastle Upon Tyne, Tyne and Wear, United Kingdom, NE1 4BF and any successor in title or function to the RBT operations;

• “the RBT operations” means the port business and other operations of RBT carried out upon the RBT site;

• “the RBT site” means land and property within the Order limits, vested in RBT; and

• “works details” means—plans and sections;details of the proposed method of working, management measures and locations on the RBT site;details of the timing of execution of works and any interference this may cause to the RBT operations;details of any management measures (including details of access routes for vehicles to undertake) that will be put in place to ensure that road and rail traffic is still able to access the RBT operations and the RBT site (unless it would be unsafe to do so in which case such details must provide details of how alternative access is to be provided);details of lifting and scheduling activities on the RBT site, including the programming and access requirements for any offloading procedures; andany further particulars provided in response to a request under paragraph 177.

Regulation of powers

174

The undertaker must not exercise the powers granted under this Order so as to hinder or prevent the RBT operations, or access to the RBT site without the prior written consent of RBT.

175

Any approval of RBT required under paragraph 173 must not be unreasonably withheld or delayed but may be given subject to such reasonable requirements as RBT may require to be made for—

• (a) the continuing safety and operational viability of the RBT operations;

• (b) the avoidance of commercial losses to the RBT operations; and

• (c) the requirement for RBT to have reasonable access to the RBT operations and the RBT site at all times.

176

Without limiting paragraph 174, it is not reasonable for RBT to give approval pursuant to paragraph 174 subject to requirements which restrict or interfere with the undertaker’s access to the RBT site during an offloading procedure.

Interference with Apparatus and Access

177

• (1) If, in the exercise of the powers conferred by this Order, the undertaker requires that apparatus is removed, interrupted, severed or disconnected, that apparatus must not be removed, interrupted, severed or disconnected until details of the alternative apparatus have been approved by RBT and the alternative apparatus has been constructed at the undertaker’s cost and is in operation to the satisfaction of RBT.

• (2) The undertaker must ensure that RBT shall hold the same facilities and rights that it holds for the apparatus in respect of the alternative apparatus.

• (3) Regardless of the temporary prohibition or restriction of use of streets under the powers conferred by article 13 (temporary stopping up of streets, public rights of way and access land), the undertaker shall ensure that the party responsible for any apparatus is at liberty at all times to take all necessary access across any such street and to execute and do all such works and things in, upon or under any such street as may be reasonably necessary or desirable to enable it to maintain any apparatus which at the time of the prohibition or restriction was in that street.

• (4) The provisions of this paragraph do not apply to apparatus in respect of which the relations between the undertaker and the party responsible for the apparatus in question are regulated by the provisions of Part 3 (Street works in England and Wales) of the 1991 Act.

• (5) If the undertaker uses its powers under the Order to temporarily extinguish or permanently acquire any right of road or rail access which RBT benefits from the undertaker must provide at its own cost an alternative access prior to the extinguishment or acquisition of that right of access and ensure that RBT shall hold the equivalent rights for that access in respect of an alternative access.

Consent under this Part

178

Before commencing—

• (a) any part of the authorised development which would have an effect on the RBT operations or access to them; or

• (b) any activities on or to the RBT site,

the undertaker must submit to RBT the works details for the proposed works or activities and such further particulars as RBT may, not less than 28 days from the day on which the works details are submitted under this paragraph, reasonably require.

179

No—

• (a) works comprising any part of the authorised development which would have an effect on the RBT operations or access to them; or

• (b) activities on the RBT site,

are to be commenced until the works details in respect of those works or activities submitted under paragraph 177 have been approved by RBT.

180

Any approval of RBT required under paragraph 178 must not be unreasonably withheld or delayed but may be given subject to such reasonable requirements as RBT may require to be made for—

• (a) the continuing safety and operational viability of the RBT operations;

• (b) the avoidance of commercial losses to the RBT operations; and

• (c) the requirement for RBT to have reasonable access to the RBT site at all times.

181

Without limiting paragraph 179, it is not reasonable for RBT to give approval pursuant to paragraph 179 subject to requirements which restrict or interfere with the undertaker’s access to the wharf and roadways within the RBT site during an offloading procedure.

182

• (1) The authorised development and activities on the wharf and roadways within the RBT site must be carried out in accordance with the works details approved under paragraph 178 and any requirements imposed on the approval under paragraph 179.

• (2) Where there has been a reference to an arbitrator in accordance with paragraph 185 and the arbitrator gives approval for the works details, the authorised development and activities on the wharf and roadways within the RBT site must be carried out in accordance with the approval and conditions contained in the decision of the arbitrator under paragraph 185.

Co-operation

183

Insofar as the construction of any part of the authorised development or activities on the wharf and roadways within the RBT site, and the operation or maintenance of the RBT operations or access to them would have an effect on each other, the undertaker and RBT must—

• (a) co-operate with each other with a view to ensuring—

• (i) the co-ordination of activities and programming to allow the authorised development, the undertaker’s activities on the wharf and the roadways within the RBT site (including offloading procedures) and the RBT operations to continue;

• (ii) that reasonable access for the purposes of constructing the authorised development and the undertaker’s activities on the wharf and the roadways within the RBT site (including offloading procedures) is maintained for the undertaker, its employees, contractors and sub-contractors; and

• (iii) that operation of the RBT operations and access to the RBT site is maintained for RBT at all times; and

• (b) use reasonable endeavours to avoid any conflict arising from the carrying out of the RBT operations, the construction of the authorised development and the undertaker’s activities on the wharf and roadways within the RBT site (including offloading procedures).

184

The undertaker must pay to RBT—

• (a) a cost agreed with RBT for the daily use of the RBT site and RBT services in consequence of the construction of any works referred to in paragraph 177 and use of the RBT site by the undertaker; and

• (b) the reasonable costs and expenses incurred by RBT in connection with the approval of plans, inspection and approval of any works details.

Indemnity

185

• (1) Subject to sub-paragraphs (2) and (3) below, if by reason or in consequence of the construction of any of the works referred to in paragraph 177 or by the use of the RBT site by the undertaker any damage is caused to the RBT site (including the wharf, roadways, any RBT buildings, plant or machinery on the RBT site) or to the RBT operations, or there is any interruption in any service provided, or in the provision by RBT or denial of any services, or in any loss of service from apparatus that is affected by the authorised development the undertaker must—

• (a) bear and pay the cost reasonably incurred by RBT in making good such damage or restoring the provision by RBT of any services; and

• (b) make compensation to RBT for any other expenses, loss, damages, penalty or costs reasonably incurred by RBT (including, without limitation, all costs for the repair or replacement necessitated by physical damage), by reason or in consequence of any such damage or interruption or denial of any service provided by RBT.

• (2) Nothing in sub-paragraph (1) imposes any liability on the undertaker with respect to any damage or interruption to the extent that it is attributable to the act, neglect or default of RBT, its officers, employees, servants, contractors or agents.

• (3) RBT must give the undertaker reasonable notice of any claim or demand that has been made against it in respect of the matters in sub-paragraphs (1)(a) and (b) and no settlement or compromise of such a claim is to be made without the consent of the undertaker such consent not to be unreasonably withheld.

• (4) RBT must use its reasonable endeavours to mitigate in whole or in part and to minimise any costs, expenses, loss, demands, and penalties to which the indemnity under this paragraph 184 applies. If requested to do so by the undertaker, RBT must provide a reasonable explanation of how the claim has been minimised or details to substantiate any cost or compensation claimed pursuant to sub-paragraph (1). The undertaker shall only be liable under this paragraph 184 for claims reasonably incurred by RBT.

Arbitration

186

Any difference or dispute arising between the undertaker and RBT under this Part of this Schedule must, unless otherwise agreed in writing between the undertaker and RBT, be referred to and settled by arbitration in accordance with article 47 (arbitration).

PART 16 — FOR THE PROTECTION OF SABIC PETROCHEMICALS UK LIMITED

Benefit of protective provisions

187

The following provisions of this Schedule have effect for the benefit of SABIC, unless otherwise agreed between the undertaker and SABIC.

Interpretation

188

In this Schedule—

• “access roads” means the access roads within the Order limits giving access to pipelines or the protected crossing;

• “affected assets” means—apparatus which would be physically affected by the relevant works;the protected crossing where relevant works are to be carried out within 25 metres of the protected crossing; andin relation to the exercise of an identified power, any apparatus in the protected land which would be affected by the exercise of that power.

• “apparatus” means pipelines and cables owned or operated by SABIC within the Order limits and includes—any structure existing at the time when a particular action is to be taken under this Part in which apparatus is or is to be lodged or which will give access to apparatus;any coating or special wrapping of the apparatus; andall ancillary apparatus properly appurtenant to the pipelines, that would be treated as being associated with a pipe or systems of pipes under section 65(2) of the Pipe-Lines Act 1962[^f00057] as if the pipelines were a “pipe-line” in section 65(1) of that Act;

• “construction access plan” means a plan identifying how access will be maintained to apparatus the protected crossing and the North Tees Facilities during the proposed construction or maintenance work including—any restrictions on general access by SABIC, including the timing of restrictions;any alternative accesses or routes of access that may be available to the undertaker using the access roads;details of how the needs and requirements of SABIC (including their needs and requirements in relation to any major works that they have notified to the other operators of the protected land as at the date when the plan is published) have been taken into account in preparing the plan;details of how uninterrupted and unimpeded emergency access with or without vehicles will be provided at all times for SABIC; anddetails of how reasonable access with or without vehicles will be retained or an alternative provided for SABIC to inspect, repair, replace and maintain and ensure the continuing safety and operation or viability of the pipelines and the protected crossing;

• “construction or maintenance works” means any works to construct, maintain, or decommission the authorised development;

• “damage” includes all damage including in relation to a pipeline leakage and the weakening of the mechanical strength of a pipeline;

• “engineer” means an engineer appointed by SABIC for the purposes of this Order;

• “major works” means works by SABIC requiring the closure, diversion or regulation of any roads serving the North Tees Facilities;

• “North Tees Facilities” means the site at North Tees Works at which SABIC operates various facilities;

• “operator” means any person who is responsible for the construction, operation, use, maintenance or renewal of any pipeline;

• “owner” means—in relation to the pipeline corridor, any person—with an interest in a pipeline in the pipeline corridor;with rights in, on, under or over the pipeline corridor in respect of a pipeline; orwith a pipeline or proposed pipeline in, on, under or over the pipeline corridor;in relation to the access roads, any person—with an interest in the access roads; orwith private rights of way on or over the access roads;in relation to the protected crossing, any person—with an interest in the protected crossing;with rights in relation to the protected crossing; orwith pipelines in or comprising the protected crossing; andin relation to protected land means any person falling within paragraphs (a) to (c) above.

• “pipeline corridor” means the land identified as the pipeline corridor on the Sembcorp Pipeline Corridor protective provisions supporting plans;

• “pipelines” means any apparatus owned or operated by SABIC located in the pipeline corridor or in or comprising the protected crossing at the time the pipeline survey is carried out or as may be added between the date of the pipeline survey and the commencement of the authorised development, providing that any such additions are notified to the undertaker as soon as reasonably practicable;

• “pipeline survey” means a survey of the pipeline corridor and the protected crossing to establish (if not known)—the precise location of the pipelines and the protected crossing;the specification of the pipelines and protected crossing including, where relevant, their composition, diameter, pressure and the products they are used to convey;any special requirements or conditions relating to the pipelines which differ from the requirements or conditions applying to standard pipelines of that type;

• “protected crossing” means the tunnel which carries pipelines under the River Tees known as Tunnel 2;

• “protected land” means such parts of the Order land as fall within—the access roads;the pipeline corridor; orthe protected crossing;

• “relevant work” means a work which may have an effect on the operation, maintenance, abandonment of or access to any pipeline or the protected crossing;

• “SABIC” means SABIC UK Petrochemicals Limited whose registered office is at Wilton Centre, Wilton, Redcar, Cleveland, TS10 4RF;

• “Sembcorp Pipeline Corridor protective provisions supporting plan” means the plan which is certified as the Sembcorp Pipeline Corridor protective provisions supporting plan by the Secretary of State under article 45 (certification of plans etc.) for the purposes of this Order;

• “specified persons” means the Company Secretary , SABIC UK Petrochemicals Limited, Wilton Centre, Redcar, Cleveland, TS10 4RF in relation to SABIC UK Petrochemicals Limited, or such other person as they may notify to the undertaker in writing;

• “works details” means the following—a description of the proposed works together with plans and sections of the proposed works where such plans and sections are reasonably required to describe the works concerned or their location;details of methods and locations of any piling proposed to be undertaken under paragraph 195;details of methods of excavation and any zones of influence the undertaker has calculated under paragraph 196;details of methods and locations of any compaction of backfill proposed to be undertaken under paragraph 197;details of the location of any pipelines affected by the oversailing provisions in paragraph 198, including details of the proposed clearance;details of the method location and extent of any dredging, a technical assessment of the likely effect of the dredging on the protected crossing and any mitigation measures which are proposed to be put in place to prevent damage to the protected crossing;details of the undertaker and their principal contractors’ management of change procedures;details of the traffic management plan, which plan must include details of vehicle access routes for construction and operational traffic and which must assess the risk from vehicle movements and include safeguards to address identified risks;details of the lifting study during the construction phase, which must include a technical assessment of the protection of underground assets and which study must provide for individual lift plans;details of the lifting study during the operational phase, which must include a technical assessment of the protection of underground assets and which study must provide for individual lift plans;details of the emergency response plan as prepared in consultation with local emergency services and the pipeline operators; andany further particulars provided in accordance with paragraph 189(2).

Pipeline survey

189

• (1) Before commencing any part of the authorised development in the pipeline corridor or which may affect a protected crossing the undertaker must—

• (a) carry out and complete the pipeline survey; and

• (b) comply with paragraph 189(3) below.

• (2) The pipeline survey must be undertaken by an appropriately qualified person with at least 10 years’ experience of such surveys.

• (3) When the pipeline survey has been completed the undertaker must serve a copy of the pipeline survey on SABIC and invite SABIC to advise the undertaker within 28 days of receipt of the survey if SABIC considers that the pipeline survey is incomplete or inaccurate and if so in what respect following which the undertaker must finalise its pipeline survey.

Authorisation of works details affecting pipelines or protected crossing

190

• (1) Before commencing any part of a relevant work the undertaker must submit to SABIC the works details in respect of any affected asset and obtain a written acknowledgement of receipt of those works details from the specified persons in relation to the affected asset concerned.

• (2) The undertaker must as soon as reasonably practicable provide such further particulars as SABIC may, within 30 days (or such longer period as is agreed between the parties) from the receipt of the works details under sub-paragraph (1), reasonably require.

191

No part of a relevant work is to be commenced until one of the following conditions has been satisfied—

• (a) the works details supplied in respect of that relevant work under paragraph 189 have been authorised by SABIC; or

• (b) the works details supplied in respect of that relevant work under paragraph 189 have been authorised by an arbitrator under paragraph 192(3); or

• (c) authorisation is deemed to have been given in accordance with paragraph 192(1).

192

• (1) Any authorisation by SABIC required under paragraph 190(a) must not be unreasonably withheld but may be given subject to such reasonable conditions as SABIC may require to be made for—

• (a) the continuing safety and operation or viability of the affected asset; and

• (b) the requirement for SABIC to have—

• (i) uninterrupted and unimpeded emergency access with or without vehicles to the affected asset at all times; and

• (ii) reasonable access with or without vehicles to inspect, repair, replace and maintain and ensure the continuing safety and operation or viability of the affected asset.

• (2) The authorised development must be carried out in accordance with the works details authorised under paragraph 190 and any conditions imposed on the authorisation under paragraph 192(1).

• (3) Where there has been a reference to arbitration in accordance with paragraph 211 and the arbitrator gives authorisation, the authorised development must be carried out in accordance with the authorisation and conditions contained in the award of the arbitrator under paragraph 192(3).

193

• (1) In the event that—

• (a) no response has been received to the submission of the works details under paragraph 189 within 45 days of the undertaker obtaining a written acknowledgment of receipt from a specified person under paragraph 189(1)and no further particulars have been requested under paragraph 189(2); or

• (b) authorisation has not been given within 30 days of the undertaker obtaining a written acknowledgment of receipt from a specified person of the further particulars supplied under paragraph 189(2),

Notice of works

194

The undertaker must provide to SABIC a minimum of 28 days’ notice prior to commencing any relevant work in order that an engineer can be made available to observe the relevant works and, when required, advise on the necessary safety precautions.

Further provisions about works

195

No explosives are to be used within the protected land.

196

• (1) All piling within 1.5 metres of the centreline of a pipeline must be non-percussive.

• (2) Where piling is required within 50 metres of the centreline of a pipeline or which could have an effect on the operation or maintenance of a pipeline or access to a pipeline, details of the proposed method for and location of the piling must be provided to SABIC for approval in accordance with paragraph 189.

197

• (1) Where excavation of trenches (including excavation by dredging) adjacent to a pipeline affects its support, the pipeline must be supported in a manner approved by SABIC.

• (2) Where the undertaker proposes to carry out excavations which might affect above ground structures such as pipeline supports in the pipeline corridor, the undertaker must calculate the zone of influence of those excavations and provide those calculations to SABIC under paragraph 189.

198

• (1) Where a trench is excavated across or parallel to the line of a pipeline, the backfill must be adequately compacted to prevent any settlement which could subsequently cause damage to the pipeline.

• (2) Proposed methods and locations of compacting must be notified to SABIC in accordance with paragraph 189.

• (3) Compaction testing must be carried out once back filling is completed to establish whether the backfill has been adequately compacted as referred to in sub-paragraph (1) and what further works may be necessary, and the results of such testing must be supplied to SABIC.

• (4) Where it is shown by the testing under sub-paragraph (3) to be necessary, the undertaker must carry out further compaction under sub-paragraph (1) and sub-paragraphs (1), (2) and (3) continue to apply until such time as the backfill has been adequately compacted.

• (5) In the event that it is necessary to provide permanent support to a pipeline which has been exposed over the length of the excavation before backfilling and reinstatement is carried out, the undertaker must pay to SABIC a capitalised sum representing the increase of the costs (if any which may be expected to be reasonably incurred in maintaining, working and, when necessary, renewing any such alterations or additions.

• (6) In the event of a dispute as to—

• (a) whether or not backfill has been adequately compacted under sub-paragraphs (1) to (4); or

• (b) the amount of any payment under sub-paragraph (5),

199

• (1) A minimum clearance of 1500 millimetres must be maintained between any part of the authorised development and any affected asset (whether that part of the authorised development is parallel to or crosses the pipeline) unless otherwise agreed with SABIC.

• (2) No manholes or chambers are to be built over or round the pipelines.

Monitoring for damage to pipelines

200

• (1) When carrying out the relevant work the undertaker must monitor the relevant affected assets within the Order limits to establish whether damage has occurred.

• (2) Where any damage occurs to an affected asset as a result of the relevant work, the undertaker must immediately cease all work in the vicinity of the damage and must notify SABIC to enable repairs to be carried out to the reasonable satisfaction of SABIC.

• (3) If damage has occurred to an affected asset as a result of relevant work the undertaker will, at the request and election of SABIC—

• (a) afford SABIC all reasonable facilities to enable it to fully and properly repair and test the affected asset and pay to SABIC its costs incurred in doing so including the costs of testing the effectiveness of the repairs and any further works or testing shown by that testing to be reasonably necessary; or

• (b) fully and properly repair the affected asset as soon as reasonably practicable, in which case the repairs must be properly tested by the undertaker and be shown to the satisfaction of SABIC to have effectively repaired the affected asset before any backfilling takes place.

• (4) Where testing has taken place under sub-paragraph (3)(b), the undertaker must (except where SABIC agrees otherwise in writing) provide it with a copy of the results of such testing prior to any backfilling.

• (5) Following the completion of a relevant work if damage is found to have occurred to an affected asset as a result of the relevant work, sub-paragraphs (2) to (4) of this paragraph apply to that damage.

• (6) In the event that the undertaker does not carry out necessary remedial work in a timely manner then SABIC is entitled, but not obliged, to undertake the necessary remedial work and recover the cost of doing so from the undertaker.

201

• (1) If any damage occurs to a pipeline causing a leakage or escape from a pipeline, all work in the vicinity must cease and SABIC must be notified immediately.

• (2) Where there is leakage or escape of gas or any other substance, the undertaker must immediately—

• (a) remove all personnel from the immediate vicinity of the leak;

• (b) inform SABIC;

• (c) prevent any approach by the public, extinguish all naked flames and other sources of ignition for at least 350 metres from the leakage; and

• (d) assist emergency services as may be requested.

Compliance with requirements, etc. applying to the protected land

202

• (1) Subject to sub-paragraph (2), in undertaking any works in relation to the protected land or exercising any rights relating to or affecting owners of the protected land, the undertaker must comply with such conditions, requirements or regulations relating to health, safety, security and welfare as are operated in relation to access to or activities in the protected land.

• (2) The undertaker is not bound by any condition, requirement or regulation that is—

• (a) introduced after the date on which notice of the works was given under paragraph 193; or

• (b) determined by arbitration following a determination under paragraph 211 to unreasonably—

• (i) create significant engineering, technical or programming difficulties; or

• (ii) materially increase the cost of carrying out the works.

• (3) Sub-paragraph (2) does not apply if the condition, requirement or regulation was introduced by way of legislation, direction or policy of the government, a relevant government agency, a local authority (exercising its public functions) or the police.

Access for construction and maintenance

203

• (1) Before carrying out any construction or maintenance works affecting SABIC’s access rights over the access roads, the undertaker must prepare a draft construction access plan and consult on the draft construction access plan with SABIC.

• (2) The undertaker must take account of the responses to any consultation referred to in sub-paragraph (1) before approving the construction access plan.

204

• (1) In preparing a construction access plan under paragraph 202 the undertaker must—

• (a) establish the programme for SABIC’s major works in the pipeline corridor and the North Tees Facilities and plan the construction or maintenance works to prevent or (if such conflict cannot be reasonably prevented) to minimise any conflict between the construction or maintenance works and the programmed major works; and

• (b) establish where SABIC’s access to the protected land, or any pipeline or the North Tees Facilities has a reasonable expectation to exercise access rights over particular access roads in respect of which rights are proposed to be restricted or extinguished, establish the purpose of that expectation and provide an alternative or replacement means of access whereby that expectation can be met.

• (2) Where a reference is made to arbitration under paragraph 211 in relation to any disagreement about a construction access plan the arbitrator must have regard to—

• (a) whether major works were, at the date of the consultation already programmed to take place;

• (b) the extent to which the authorised development can be accommodated simultaneously with the programmed major works;

• (c) the usual practice in respect of conditions or requirements subject to which authorisation to close or divert the access roads is given by the owner of the access roads;

• (d) the undertaker’s programme in respect of the authorised development and the extent to which it is reasonable for it to carry out the authorised development at a different time;

• (e) the availability (or non-availability) of other times during which the authorised development could be carried out;

• (f) the programme in respect of the major works and the extent to which it is reasonable for SABIC to carry out the major works at a different time; and

• (g) the financial consequences of the decision on the undertaker and on SABIC.

• (3) In this paragraph, “programmed”, in relation to works, means works in respect of which the owner of the access roads has been notified of the specific dates between which the works are programmed to be carried out provided that the period covered by such dates must be length of time the works are programmed to be carried out and not a period within part of which the works are to be carried out.

205

• (1) No works affecting access rights over the access roads are to commence until 30 days after a copy of the approved construction access plan is served on SABIC.

• (2) Where SABIC or the undertaker refers the construction access plan to arbitration for determination under paragraph 211, no works affecting access rights over the access roads may commence until that determination has been provided.

• (3) In carrying out construction or maintenance works the undertaker must at all times comply with the construction access plan.

Insurance

206

• (1) Before carrying out any part of the authorised development affecting SABIC, the undertaker (or any contractor carrying out such works on behalf of the undertaker) must put in place a policy of insurance with a reputable insurer with the terms, cover and level of cover as may be agreed in writing between the undertaker and SABIC, and evidence of that insurance must be provided on request to SABIC.

• (2) Not less than 30 days before carrying out any part of the authorised development on the protected land or before proposing to change the terms of the insurance policy, the undertaker must notify SABIC of details of the terms or cover of the insurance policy that it proposes to put in place, including the proposed level of the cover to be provided.

• (3) The undertaker (or any contractor carrying out such works on behalf of the undertaker) must maintain insurance in relation to the authorised development affecting SABIC during the construction, operation, maintenance, repair and decommissioning of the authorised development in the terms and at the level of cover as may be agreed in writing between the undertaker and SABIC.

207

• (1) If SABIC has a dispute about the proposed insurance (including the terms or level of cover) to be provided under paragraph 205—

• (a) SABIC may refer the matter to arbitration under paragraph 211; and

• (b) the undertaker may put in place an insurance policy it considers to be appropriate and continue with the authorised development at its own risk whilst the determination under paragraph 211 is complete, following which the undertaker must adjust the insurance policy if necessary to accord with the determination.

Costs

208

• (1) The undertaker must repay to SABIC all reasonable fees, costs, charges and expenses reasonably incurred by SABIC in relation to these protective provisions in respect of—

• (a) authorisation of survey details submitted by the undertaker under paragraph 188(3), authorisation of works details submitted by the undertaker under paragraph 189 and the imposition of conditions under paragraph 191;

• (b) the engagement of an engineer and their observation of the authorised works affecting the pipelines and the provision of safety advice under paragraph 193;

• (c) responding to the consultation on piling under paragraph 195;

• (d) considering the effectiveness of any compacting which has taken place under paragraph 197, including considering and evaluating compacting testing results and the details of further compaction works under that paragraph;

• (e) the repair and testing of a pipeline or protected crossing under paragraph 199;

• (f) considering and responding to consultation in relation to the construction access plan under paragraph 202 and providing details of their programme for major works to the undertaker under paragraph 203; and

• (g) considering the adequacy of the terms and level of cover of any insurance policy proposed or put in place by the undertaker under paragraph 205,

including the reasonable costs incurred by SABIC in engaging and retaining such external experts, consultants and contractors as may be reasonably necessary to allow SABIC to carry out its functions under these protective provisions.

• (2) Subject to sub-paragraphs (3) and (4), if by reason or in consequence of the construction of any of the works referred to in paragraph 189, any damage is caused to the affected assets or property of SABIC, or there is any interruption in any service provided, or in the supply of any goods, by SABIC, the undertaker must—

• (a) bear and pay the cost reasonably incurred by SABIC in making good such damage or restoring the supply; and

• (b) make reasonable compensation to SABIC for any other expenses, loss, damages, penalty or costs incurred by SABIC, by reason or in consequence of any such damage or interruption.

• (3) Nothing in sub-paragraphs (1) or (2) imposes any liability on the undertaker with respect to any damage or interruption to the extent that it is attributable to the act, neglect or default of SABIC, its officers, employees, servants, contractors or agents.

• (4) SABIC must give the undertaker reasonable notice of any claim or demand under sub-paragraph (2) and no settlement or compromise of such a claim or demand is to be made without the prior consent of the undertaker which, if it withholds such consent, has the sole conduct of any settlement or compromise or of any proceedings necessary to resist the claim or demand.

• (5) SABIC must, on receipt of a request from the undertaker, from time to time provide the undertaker free of charge with written estimates of the costs, charges, expenses and other liabilities for which the undertaker is or will become liable under this Part and with such information as may reasonably enable the undertaker to assess the reasonableness of any such estimate or claim made or to be made under this Part.

• (6) In the assessment of any sums payable to SABIC under this Part there must not be taken into account any increase in the sums claimed that is attributable to any action taken by, or any agreement entered into by, SABIC if that action or agreement was not reasonably necessary and was taken or entered into with a view to obtaining the payment of those sums by the undertaker under this Part or increasing the sums so payable.

• (7) SABIC must use its reasonable endeavours to mitigate in whole or in part and to minimise any costs, expenses, loss, demands, and penalties to which the indemnity under this paragraph applies. If requested to do so by the undertaker, SABIC must provide an explanation of how the claim has been minimised or details to substantiate any cost or compensation claimed pursuant to sub-paragraph (2). The undertaker shall only be liable under this paragraph for claims reasonably incurred by SABIC.

Further protection in relation to the exercise of powers under the Order

209

The undertaker must give written notice to SABIC of the terms and level of cover of any guarantee or alternative form of security put in place under article 48 (funding for compulsory acquisition compensation) and any such notice must be given no later than 28 days before any such guarantee or alternative form of security is put in place specifying the date when the guarantee or alternative form of security comes into force.

210

The undertaker, must when requested to do so by SABIC, provide it with a complete set of the documents submitted to and certified by the Secretary of State in accordance with article 45 (certification of plans etc.) in electronic form.

211

Prior to the commencement of the authorised development the undertaker must prepare an emergency response plan following consultation with the local emergency services and provide a copy of that plan to SABIC.

Arbitration

212

Any difference or dispute arising between the undertaker and SABIC under this Part of this Schedule must, unless otherwise agreed in writing between the undertaker and SABIC, be referred to and settled by arbitration in accordance with article 47 (arbitration).

PART 17 — FOR THE PROTECTION OF THE SEMBCORP PROTECTION CORRIDOR

Extent of this Part

213

• (1) The provisions of this Part have effect for the benefit of owners and operators in the Sembcorp Protection Corridor, owners and operators in the Wilton Complex and Sembcorp unless otherwise agreed in writing between the undertaker and Sembcorp.

• (2) Except to the extent as may be otherwise agreed in writing between the undertaker and Sembcorp, where the benefit of this Order is transferred or granted to another person under article 8 (consent to transfer benefit of this Order)—

• (a) any agreement of the type mentioned in sub-paragraph (1) has effect as if it had been made between Sembcorp and the transferee or grantee (as the case may be); and

• (b) written notice of the transfer or grant must be given to Sembcorp on or before the date of that transfer or grant.

• (3) Sub-paragraph (2) applies to any agreement—

• (a) which states that it is “entered into for the purposes of the Sembcorp Protective Provisions”; and

• (b) whether entered into before or after the making of this Order.

• (4) Article 44 (procedure in relation to certain approvals) paragraphs (4) and (5) do not apply to any consent, agreement or approval required or contemplated by any of the provisions of this Part.

Interpretation of this Part

214

In this Part of this Schedule—

• “alternative apparatus” means alternative apparatus adequate to serve the owner of the apparatus in question in a manner no less efficient than previously;

• “apparatus” means mains, pipes, cables, sewers, drains, ditches, watercourses or other apparatus and includes any structure in which apparatus is or is to be lodged or which gives or will give access to apparatus;

• “in”, in a context referring to apparatus or alternative apparatus in land, includes a reference to apparatus or alternative apparatus under, over or on land;

• “operator” means any person who is responsible for the construction, operation, use, inspection, adjustment, alteration, repair, maintenance, renewal, removal or replacement of any apparatus or alternative apparatus in the Sembcorp Protection Corridor or has rights to the use of such apparatus or alternative apparatus, but who is not an owner in relation to the Sembcorp Protection Corridor or the Wilton Complex and is not a third party owner or operator;

• “owner” means—in relation to the Sembcorp Protection Corridor, any person—with an interest in the Sembcorp Protection Corridor;with rights in, on, under or over the Sembcorp Protection Corridor; orwith apparatus in, on or under the Sembcorp Protection Corridor; orin relation to the Wilton Complex, any owner (as defined in article 2(1) of this Order) or occupier in the Wilton Complex;but who is not a third party owner or operator;

• “Sembcorp” means Sembcorp Utilities (UK) Limited, with Company Registration Number 04636301, whose registered office is at Sembcorp UK Headquarters, Wilton International, Middlesbrough, Cleveland, TS90 8WS and any successor in title or function to the Sembcorp operations in, under or over the Sembcorp Protection Corridor;

• “the Sembcorp operations” means—the activities and functions carried on by Sembcorp in the Sembcorp Protection Corridor (including in relation to any access routes and laydown spaces associated with them or it);the number 2 river tunnel between Bran Sands and North Tees crossing the Order limits under the River Tees (together with associated headhouses) operated by Sembcorp; andother pipes and apparatus (including access routes and laydown spaces associated with such pipes and apparatus) operated—by Sembcorp; orby any owner or operator within the Sembcorp Protection Corridor; orfor the benefit or on behalf of any owner or operator in the Wilton Complex;

• “Sembcorp Protection Corridor” means the area edged black and shaded yellow on the Sembcorp Protection Corridor protective provisions supporting plans;

• “Sembcorp Protection Corridor protective provisions supporting plans” means the plans which are certified as the Sembcorp Protection Corridor protective provisions supporting plans by the Secretary of State under article 45 (certification of plans etc) for the purposes of this Order;

• “third party owner or operator” means an owner or operator of apparatus the subject of the third party protective provisions;

• “third party protective provisions” means the protective provisions in Parts 1 to 16 or 18 to 28 of this Schedule;

• “Wilton Complex” means the industrial and manufacturing plant shown edged blue on the Sembcorp Protection Corridor protective provisions supporting plans; and

• “works details” means—plans and sections;details of the proposed method of working and timing of execution of works;details of vehicle access routes for construction and operational traffic; andany further particulars provided in response to a request under paragraph 214.

Separate approvals by third party owners or operators

215

• (1) If the approval of a third party owner or operator is required, sought or obtained under the third party protective provisions on any matter to which this Part of this Schedule relates, this does not remove any obligation on the undertaker to seek consent from Sembcorp pursuant to this Part in respect of that matter.

• (2) Where the undertaker seeks consent for works details from a third party owner or operator pursuant to the third party protective provisions that also require consent from Sembcorp under this Part, the undertaker must provide Sembcorp with—

• (a) the same information provided to the third party owner or operator at the same time; and

• (b) a copy of any approval from the third party owner or operator given pursuant to the third party protective provisions

Removal of apparatus

216

• (1) If, in exercise of the powers conferred by this Order, the undertaker acquires any estate, interest or right in any land in which any apparatus is placed, the apparatus must not be removed, and any right to maintain the apparatus in the land must not be extinguished, until alternative apparatus has been constructed and is in operation and equivalent rights for the alternative apparatus have been granted to Sembcorp and, where relevant, the owner or operator of the apparatus.

• (2) If, for the purpose of executing any works in, on or under any land purchased, held, appropriated or used under this Order, the undertaker requires the removal of any apparatus placed in the land, it must give to the owner or operator in question and Sembcorp written notice of the requirement, together with a plan and section of the work proposed, and of the proposed position of the alternative apparatus to be provided or constructed; and in that case the undertaker must afford to the owner or operator and Sembcorp the necessary facilities and rights for the construction, adjustment, alteration, use, repair, maintenance, renewal, inspection, removal and replacement of alternative apparatus in other land of the undertaker and subsequently for the maintenance of the apparatus.

• (3) Any alternative apparatus to be constructed in land of the undertaker under this Part must be constructed in such manner and in such line or situation as may be agreed between Sembcorp and the undertaker or in default of agreement settled by an arbitrator appointed under paragraph 226.

• (4) The owner or operator in question must, after the alternative apparatus to be provided or constructed has been agreed or determined by an arbitrator under paragraph 226, and after the grant to the owner or operator of any such facilities and rights as are referred to in sub-paragraph (2) and after the expiration of any applicable notice period in respect of the works under the Pipelines Safety Regulations 1996, proceed without unnecessary delay to construct and bring into operation the alternative apparatus and subsequently to remove any apparatus required by the undertaker to be removed under this Part subject to any reasonable directions given to or requirements imposed on that owner or operator by Sembcorp.

• (5) Notwithstanding sub-paragraph (4), if the undertaker gives notice in writing to the owner or operator in question and Sembcorp that it desires itself to execute any work, or part of any work, in connection with the construction or removal of apparatus in any land of the undertaker, that work, instead of being executed by the owner or operator, must be executed by the undertaker without unnecessary delay to an appropriate standard and in a safe manner.

• (6) If works are executed by the undertaker in accordance with sub-paragraph (5), the owner or operator of the apparatus and Sembcorp must be notified of the timing of the works and afforded facilities to watch, monitor and inspect the execution of the works.

• (7) Nothing in sub-paragraph (5) authorises the undertaker to execute the placing, installation, bedding, packing, removal, connection or disconnection of any apparatus, or execute any filling around the apparatus (where the apparatus is laid in a trench) within 3,000 millimetres of the apparatus, without the written agreement of Sembcorp, such agreement not to be unreasonably withheld.

Alternative apparatus

217

• (1) Where, in accordance with this Part, the undertaker affords to an owner or operator and Sembcorp facilities and rights for the construction and maintenance in land of the undertaker of alternative apparatus in substitution for apparatus to be removed, those facilities and rights must be granted on such terms and conditions as may be agreed between the undertaker and Sembcorp or in default of agreement determined by arbitration under paragraph 226, such terms to be no less favourable as a whole than the terms and conditions which applied to the apparatus to be removed.

• (2) In settling the terms and conditions in respect of alternative apparatus to be constructed in or along the authorised development, the arbitrator must—

• (a) give effect to all reasonable requirements of the undertaker for ensuring the safety and efficient operation of the authorised development and for securing any subsequent alterations or adaptations of the alternative apparatus that may be required to prevent interference with any proposed works of the undertaker; and

• (b) so far as it may be reasonable and practicable to do so in the circumstances of the particular case, give effect to the terms and conditions, if any, applicable to the apparatus constructed in or along the authorised development for which the alternative apparatus is to be substituted.

• (3) If the facilities and rights to be afforded by the undertaker in respect of any alternative apparatus, and the terms and conditions subject to which those facilities and rights are to be granted, are in the opinion of the arbitrator materially worse than the rights enjoyed by them in respect of the apparatus to be removed, the arbitrator must make such provision for the payment of compensation by the undertaker to the owner or operator and Sembcorp as appears to the arbitrator to be reasonable, having regard to all the circumstances of the particular case.

Consent under this Part in connection with Sembcorp operations

218

Before commencing any part of the authorised development which would or may have an effect on the operation or maintenance of the Sembcorp operations or access to them, and in all cases where such works are within 3,000 millimetres of the Sembcorp Protection Corridor, the undertaker must submit to Sembcorp the works details for the proposed works and such further particulars as Sembcorp may, within 30 days from the day on which the works details are submitted under this paragraph, reasonably require.

219

The works referred to in paragraph 217 must not be commenced until the works details in respect of those works submitted under that paragraph have been approved by Sembcorp.

220

Any approval of Sembcorp required under paragraph 218 must not be unreasonably withheld or delayed but may be given subject to such reasonable requirements as Sembcorp may require to be made for—

• (a) the continuing safety and operational viability of the Sembcorp operations; and

• (b) the requirement for Sembcorp to have reasonable access to the Sembcorp operations at all times.

221

• (1) The authorised development must be carried out in accordance with the works details approved under paragraph 218 and any requirements imposed on the approval under paragraph 219.

• (2) Where there has been a reference to an arbitrator in accordance with paragraph 226 and the arbitrator gives approval for the works details, the authorised development must be carried out in accordance with the approval and conditions contained in the decision of the arbitrator under paragraph 226.

Insurance

222

• (1) Before carrying out any works forming part of the authorised development on any part of the Sembcorp Protection Corridor, the undertaker (or any contractor carrying out such works on behalf of the undertaker) must put in place a policy of insurance with a reputable insurer for a sum not less than such level as may be agreed in writing between the undertaker and Sembcorp, and evidence of that insurance must be provided to Sembcorp on request.

• (2) Not less than 90 days before carrying out any works forming part of the authorised development on any part of the Sembcorp Protection Corridor or before proposing to change the terms of the insurance policy, the undertaker must notify Sembcorp of details of the terms or cover of the insurance policy that it proposes to put in place including the proposed level of the cover to be provided.

• (3) The undertaker (or any contractor carrying out such works on behalf of the undertaker) must maintain insurance in relation to works or the use of the authorised development affecting the Sembcorp Protection Corridor during the operation of the authorised development at such level as may be agreed in writing between the undertaker and Sembcorp.

• (4) Any dispute between the undertaker and Sembcorp regarding the terms, cover or insured level of the insurance policy shall be resolved in accordance with paragraph 226.

Expenses

223

• (1) Subject to the provisions of this paragraph, the undertaker must pay to the owner or operator in question and Sembcorp (as the case may be) the reasonable expenses incurred by them under this Part in connection with—

• (a) the inspection, removal and relaying or replacing, alteration or protection of any apparatus or the construction of any new apparatus or alternative apparatus under any provision of this Part;

• (b) the cutting off of any apparatus from any other apparatus, or the making safe of any redundant apparatus in consequence of the exercise by the undertaker of any power under this Order;

• (c) the survey of any land, apparatus or works, the watching, inspection, superintendence and monitoring of works or the installation or removal of any temporary works in consequence of the exercise by the undertaker of any power under this Order;

• (d) the design, project management, supervision and implementation of works;

• (e) the negotiation and grant of necessary rights for the construction, adjustment, alteration, use, repair, maintenance, renewal, inspection, removal and replacement of alternative apparatus;

• (f) monitoring the effectiveness of any requirements referred to in paragraph 219and the installation of any additional protective measures reasonably required in order to deal with any deficiency in the expected level of protection afforded by those requirements; and

• (g) any other work or thing reasonably required in consequence of the exercise by the undertaker of any power under this Order or by the service by the undertaker of any notice, plan, section or description,

within a reasonable time of being notified by the person in question that it has incurred such expenses, such notification to be provided by the owner or operator or Sembcorp (as the case may be).

• (2) Where reasonable and practicable, the person to whom the payment is to be made under this paragraph must notify the undertaker of any anticipated expense as outlined in sub-paragraph (1) and provide an estimate of such costs prior to incurring such expense.

• (3) In advance of any payment under sub-paragraph (1) above being made and where reasonably requested by the undertaker, the person to whom the payment is to be made under this paragraph must provide to the undertaker such reasonable evidence of the costs incurred as the undertaker may reasonably request.

• (4) There must be deducted from any sum payable under sub-paragraph (1) the value of any apparatus removed under this Part, that value being calculated after removal.

• (5) If in accordance with this Part—

• (a) apparatus of better type, of greater capacity or of greater dimensions is placed in substitution for existing apparatus of worse type, of smaller capacity or of smaller dimensions; or

• (b) apparatus (whether existing apparatus or apparatus substituted for existing apparatus) is placed at a depth greater than the depth at which the existing apparatus was,

and the placing of apparatus of that type or capacity or of those dimensions or the placing of apparatus at that depth, as the case may be, is not agreed by the undertaker or, in default of agreement, is not determined by an arbitrator under paragraph 226 to be necessary, then, if such placing involves cost in the construction of works under this Part exceeding that which would have been involved if the apparatus placed had been of the existing type, capacity or dimensions, or at the existing depth, as the case may be, the amount which apart from this sub-paragraph would be payable to the owner or operator in question by virtue of sub-paragraph (1) must be reduced by the amount of that excess.

• (6) In determining whether the placing of apparatus of a type or capacity or of particular dimensions or the placing of apparatus at a particular depth, as the case may be, are necessary under sub-paragraph (5), regard must be had to current health and safety requirements, current design standards, relevant good practice and process design specification.

• (7) For the purposes of sub-paragraph (5)—

• (a) an extension of apparatus to a length greater than the length of existing apparatus must not be treated as a placing of apparatus of greater dimensions than those of the existing apparatus; and

• (b) where the provision of a joint in a cable is agreed, or is determined to be necessary, the consequential provision of a jointing chamber or of a manhole must be treated as if it also had been agreed or had been so determined.

• (8) An amount which apart from this sub-paragraph would be payable to a person in respect of works by virtue of sub-paragraph (1) must, if it confers a financial benefit on that person by deferment of the time for renewal of the apparatus in the ordinary course of that person’s business practice, be reduced by the amount that represents that benefit.

Indemnity

224

• (1) Subject to sub-paragraphs (2) and (3), if by reason or in consequence of the construction of the authorised development, including without limitation any of the works referred to in paragraph 215 (other than apparatus, the repair of which is not reasonably necessary in view of its intended removal for the purposes of those works), or any subsidence resulting from any of these works, any damage is caused to the Sembcorp operations or property of an owner or operator or Sembcorp, or there is any interruption in any service provided, or in the supply of any goods, to or by an owner or operator or Sembcorp, or Sembcorp becomes liable to pay any amount to any third party, the undertaker must—

• (a) bear and pay the cost reasonably incurred by the owner or operator in question or Sembcorp (as the case may be) in making good such damage or restoring the service, supply and/or operations; and

• (b) make reasonable compensation to the owner or operator in question or Sembcorp or to any other person whose supply or operations are affected by the damage or interruption (as the case may be, and in all cases excluding third party owners or operators) for any other expenses, loss, damages, penalty or costs incurred by that person, by reason or in consequence of any such damage or interruption.

• (2) Nothing in sub-paragraph (1) imposes any liability on the undertaker with respect to any damage or interruption to the extent that it is attributable to the act, neglect or default of the person (or its officers, employees, servants, contractors or agents) who would but for this sub-paragraph be the beneficiary of the indemnification provisions in the said sub-paragraph (1).

• (3) The person to whom the liability is owed under sub-paragraph (1) must give the undertaker reasonable notice of any such claim or demand and no settlement or compromise is to be made without the consent of the undertaker which, if it withholds such consent, has the sole conduct of any settlement or compromise or of any proceedings necessary to resist the claim or demand.

• (4) The person to whom the liability is owed under sub-paragraph (1) must use its reasonable endeavours to mitigate in whole or in part and to minimise any costs, expenses, loss, demands, and penalties to which the indemnity under this paragraph 223 applies where it is within its reasonable ability and control so to do. If requested to do so by the undertaker, the person must provide an explanation of how the claim has been minimised or details to substantiate any cost or compensation claimed pursuant to sub-paragraph (1). The undertaker shall only be liable under this paragraph 223 for claims reasonably incurred by the owner or operator in question or by Sembcorp (as the case may be).

Participation in community groups

225

• (1) Before undertaking any works or exercising any powers in this Order relating to or affecting the Sembcorp operations or the Sembcorp Protection Corridor, the undertaker must participate in any relevant consultation groups established or co-ordinated by Sembcorp.

• (2) Before undertaking any construction works affecting the Sembcorp operations or the Sembcorp Protection Corridor, where any of these might reasonably be expected to give rise to significantly perceptible effects beyond the Order limits in terms of—

• (a) construction noise and vibration management;

• (b) air quality, including dust emissions;

• (c) waste management;

• (d) traffic management and materials storage on site;

• (e) surface water and groundwater management; or

• (f) artificial light emissions,

the undertaker must participate in any relevant community environmental liaison group that may be established or co-ordinated by Sembcorp with local residents.

• (3) The undertaker must co-operate with Sembcorp to respond promptly to any complaints raised in relation to the construction or operation of the authorised development or the traffic associated with the authorised development.

• (4) The undertaker’s obligations in sub-paragraphs (1) and (2) are subject to Sembcorp providing reasonable notice to them of the existence of a relevant consultation group or a relevant community environmental liaison group and reasonable notice of the arrangements for meetings of those groups.

Notice of start and completion of commissioning

226

• (1) Notice of the intended start of commissioning of the authorised development must be given to Sembcorp no later than fourteen days prior to the date that commissioning is started.

• (2) Notice of the intended date of final commissioning of each of Work Nos. 1 and 6 must be given to Sembcorp no later than fourteen days prior to the date of final commissioning.

Arbitration

227

Any difference or dispute arising between the undertaker and an owner or operator or Sembcorp (as the case may be) under this Part of this Schedule must, unless otherwise agreed in writing between the undertaker and that person, be referred to and settled by arbitration in accordance with article 47 (arbitration).

Additional Agreement

228

For the protection of Sembcorp, the Sembcorp Operations, the Sembcorp Protection Corridor and the Wilton Complex, the undertaker and Sembcorp have entered into an agreement dated 9 December 2022 containing provisions for the protection and benefit of Sembcorp, the Sembcorp Operations, the Sembcorp Protection Corridor and the Wilton Complex in relation to the exercise operation and use of the authorised development by the undertaker in addition to and which differ from the provisions for the protection of the Sembcorp Protection Corridor set out in this Part.

PART 18 — FOR THE PROTECTION OF ANGLO AMERICAN

Interpretation

229

For the protection of Anglo American the following provisions have effect, unless otherwise agreed in writing between the Parties.

230

The following definitions apply in this Part of this Schedule—

• “AA Easements” means the Deed of Grant entered into by Redcar Bulk Terminal Limited and York Potash Processing & Ports Limited dated 6 July 2018 and the Deed of Grant entered into by Redcar Bulk Terminal Limited, York Potash Limited and York Potash Processing & Ports Limited dated 26 June 2019;

• “Anglo American Specified Works” means so much of the Woodsmith Project as is within the Shared Area;

• “Anglo American” means the parties with the benefit of the York Potash Order (being Anglo American Woodsmith Limited and Anglo American Crop Nutrients Limited) and Anglo American Woodsmith (Teesside) Limited;

• “Anglo American Apparatus” means the pipeline, cables, structures which are or are to be owned, occupied or maintained by Anglo American within the Shared Area;

• “EA Permit” means the environmental permit for the landfill site at Bran Sands given permit number EPR/FB3601GS (formerly Waste Management Licence EAWML60092);

• “expert” means a person appointed pursuant to paragraph 241(b);

• “NWL Facility” means the Northumbrian Water Limited Bran Sands Wastewater Treatment Plant;

• “NZT Apparatus” means the pipeline, cables, structures to be owned, occupied or maintained by the undertaker within the Shared Area;

• “Parties” means the undertaker and Anglo American;

• “Plans” includes sections, drawings, specifications design data, software, soil reports, calculations, descriptions (including descriptions of methods of construction), staging proposals, programmes and details of the extent, timing and duration of any proposed occupation of the shared area;

• “Property Documents” means any leases, licences or other documents by virtue of which Anglo American has an interest in, on or over land;

• “Respective Projects” means the authorised development and the Woodsmith Project;

• “Secretary of State” means the Secretary of State for Energy Security and Net Zero or any successor in function;

• “Shared Area” means the land coloured blue on the Shared Area Plan;

• “Shared Area 1” means the land comprising plots 222 and 223 on the land plans;

• “Shared Area 2” means the land comprising plots 252, 252a, 253, 253a, 255, 263, 278, 280, 281, 284, 285, 286, 294, 301, 302, 303, 314, 315, 316, 317, 318, 319, 320, 321, 322, 324, 325, 328, 329, 330, 331, 332, 333, 343 and 541 on the land plans;

• “Shared Area 3” means the land comprising plots 332, 343, 345 and 347 on the land plans;

• “Shared Area 4” means the land comprising plots 384, 397, 395, 401 and 405 on the land plans;

• “Shared Area 5” means the land comprising plots 417, 418, 427, 432, 436, 439, 543, 545, 546, 547 and 548 on the land plans;

• “Shared Area 6” means the land comprising plots 540a and 540d on the land plans;

• “Shared Area Plan” means the plan which is certified as the Net Zero Teesside Anglo American Shared Area Plan by the Secretary of State under article 45 (certification of plans etc.) for the purposes of this Order;

• “Specified Works” means so much of the authorised development as is within the Shared Area;

• “STDC Agreement” means a Deed of Licence and Option entered into between South Tees Development Corporation, York Potash Processing and Ports Limited and Sirius Minerals PLC dated 9 January 2019;

• “Woodsmith Project” means the construction, operation, or maintenance of development authorised by the York Potash Order or by any planning permission or development consent order issued whether before or after the date of this Order as part of the Woodsmith Project such development comprising—an underground mine at Sneatonthorpe for the mining of polyhalite;a Mineral Transport System being a tunnel from the mine to Teesside;a Material Handling Facility at Wilton International, Teesside; andHarbour Facilities at Teesside including an overland conveyor between the Material Handling Facility and the Redcar Bulk Terminal and the harbour authorised by the York Potash Order and planning permissions; and

• “York Potash Order” means the York Potash Harbour Facilities Order 2016.

Consent to works in the shared area

231

• (1) Where the consent or agreement of Anglo American is required under the provisions of this Part of this Schedule the undertaker must give at least 21 days written notice to Anglo American of the request for such consent or agreement and in such notice must specify the works or matter for which consent or agreement is to be requested and the Plans that will be provided with the request which must identify—

• (a) the land that will or may be affected;

• (b) which Works Nos. from the Order any powers sought to be used or works to be carried out relate to;

• (c) which of the entities which make up the undertaker is to carry out the works and the identity of the contractors carrying out the work on behalf of that entity;

• (d) the proposed programme for the power to be used or works to be carried out; and

• (e) the named point of contact for the undertaker for discussions in relation to the information supplied and the consenting process.

• (2) Anglo American must notify the undertaker within 14 days of the receipt of the written notice under sub-paragraph (1) of—

• (a) any information it reasonably requires to be provided in addition to that proposed to be supplied by the undertaker under sub-paragraph (1);

• (b) any particular circumstances with regard to the construction or operation of the Woodsmith Project it requires to be taken into account;

• (c) the named point of contact for Anglo American for discussions in relation to the information supplied and the consenting process; and

• (d) the specific person who will be responsible for confirming or refusing the consent or agreement.

• (3) Any request for consent under paragraphs 232(1), 233(1) and 233(2) must be accompanied by the information referred to in sub-paragraph (1) as amended or expanded in response to sub-paragraph (2).

• (4) Subject to sub-paragraph (5), where conditions are included in any consent granted by Anglo American pursuant to this Part of this Schedule, the undertaker must comply with the conditions if it chooses to implement or rely on the consent, unless the conditions are waived or varied in writing by Anglo American.

• (5) Wherever in this Part of this Schedule provision is made with respect to the agreement approval or consent of Anglo American, that approval or consent must be in writing and subject to such reasonable terms and conditions as Anglo American may require including conditions requiring protective works to be carried out, but must not be unreasonably refused or delayed and for the purposes of these provisions it will be deemed to be reasonable for any consent to be refused if it would—

• (a) compromise the safety and operational viability of the Woodsmith Project;

• (b) prevent the ability of Anglo American to have uninterrupted access to the Woodsmith Project;

• (c) cause a breach of the obligations under, or conditions attached to, the EA Permit or render compliance with the obligations under, or conditions attached to, the EA Permit—

• (i) more difficult; and/or

• (ii) more expensive;

• (d) make regulatory compliance more difficult or expensive; and/or

• (e) cause a breach of, or prevent compliance with, any obligations to other parties contained in any Property Documents,

provided that before Anglo American can validly refuse consent for any of the reasons set out in sub-paragraphs (a) to (e) it must first give the undertaker seven days’ notice of such intention and consider any representations made in respect of such refusal by the undertaker to Anglo American within that seven day period.

• (6) The seven day period referred to in the proviso to sub-paragraph (5) must be added to the period of time within which any request for agreement, approval or consent is required to be responded to pursuant to the provisions of this Part of this Schedule.

• (7) In the event that—

• (a) the undertaker considers that Anglo American has unreasonably withheld its authorisation or agreement under paragraph 232(1), 233(1), and/or 233(2); or

• (b) the undertaker considers that Anglo American has given its authorisation under paragraph 232(1), 233(1), and/or 233(2) subject to unreasonable conditions,

the undertaker may refer the matter to dispute resolution under paragraph 241.

• (8) Any notice under sub-paragraph (1) and any request for approval or consent under the provisions of this Part of this Schedule must be sent to Anglo American by recorded delivery and addressed to—

• (a) the Head of Legal and the Head of Environment Permitting and Sustainable Development at Anglo American Crop Nutrients Limited at Resolution House, Lake View, Scarborough YO11 3ZB; and

• (b) the Company Secretary, Anglo American Crop Nutrients Limited at the registered office for the time being of that company.

• (9) In the event that Anglo American does not respond in writing to a request for approval or consent or agreement within 28 days of its receipt of the postal request then the undertaker may serve upon Anglo American written notice requiring Anglo American to give their decision within a further 28 days beginning with the date upon which Anglo American received written notice from the undertaker and, subject to compliance with sub-paragraph (10), if by the expiry of the further 28 day period Anglo American has failed to notify the undertaker of its decision Anglo American is deemed to have given its consent, approval or agreement without any terms or conditions.

• (10) Any further notice given by the undertaker under sub-paragraph (9) must include a written statement that the provisions of sub-paragraph (9) apply to the relevant approval or consent or agreement.

Co-operation

232

Insofar as the Anglo American Specified Works are or may be undertaken concurrently with the Specified Works within the Shared Area, the undertaker must—

• (a) co-operate with Anglo American with a view to ensuring—

• (i) the co-ordination of programming of all activities and the carrying out of works within the Shared Area; and

• (ii) that access for the purposes of the construction and operation of the Woodsmith Project is maintained for Anglo American and its ... employees, contractors and sub-contractors; and

• (b) use reasonable endeavours to avoid any conflict arising from the carrying out of the Respective Projects.

Regulation of works within the shared area

233

• (1) The undertaker must not carry out the Specified Works without the prior written consent of Anglo American obtained pursuant to, and in accordance with, the provisions of paragraph 230.

• (2) Where under paragraph 230(5) Anglo American requires any protective works to be carried out either by themselves or by the undertaker (whether of a temporary or permanent nature) such protective works must be carried out to the reasonable satisfaction of Anglo American.

• (3) Nothing in paragraph 230 or this paragraph 232 precludes the undertaker from submitting at any time or from time to time, but in no case less than 48 days before commencing the execution of any Specified Work, new Plans in respect of that Specified Work in substitution of the Plans previously submitted, and the provisions of this paragraph and paragraph 230 shall apply to the new Plans.

• (4) Where there has been a reference to an expert in accordance with paragraph 240(b) and the expert in determining the dispute gives approval for the works concerned, the Specified Works must be carried out in accordance with that approval and any conditions applied by the decision of the expert under paragraph 242.

• (5) The undertaker must give to Anglo American not less than 28 days’ written notice of its intention to commence the construction of any of the Specified Works and, not more than 14 days after completion of their construction, must give Anglo American written notice of the completion.

• (6) The undertaker is not required to comply with sub-paragraphs (1) to (5) above in a case of emergency, (being actions required directly to prevent possible death or injury) but in that case it must give to Anglo American notice as soon as is reasonably practicable and a plan, section and description of those works as soon as reasonably practicable subsequently and thereafter must comply with paragraphs 230 and this paragraph 232 in so far as is reasonably practicable in the circumstances.

• (7) The undertaker must at all reasonable times during construction of the Specified Works allow Anglo American and its officers, employees, servants, contractors, and agents access to the Specified Works and all reasonable facilities for inspection of the Specified Works.

• (8) After the purpose of any temporary works has been accomplished, the undertaker must with all reasonable dispatch, or after a reasonable period of notice in writing from Anglo American requiring the undertaker to do so, remove the temporary works in, on, under, over, or within the Shared Area.

• (9) If the undertaker fails to remove the temporary works within a reasonable period of receipt of a notice pursuant to sub-paragraph (8) above, Anglo American may remove the temporary works and may recover the reasonable costs of doing so from the undertaker.

• (10) The undertaker must not exercise the powers conferred by the Order or undertake the Specified Works to prevent or interfere with the access by Anglo American to the Anglo American Specified Works unless first agreed in writing by Anglo American.

• (11) If in consequence of the exercise of the powers conferred by the Order or the carrying out of the Specified Works the access to any of the Anglo American Specified Works is materially obstructed, the undertaker must provide such alternative means of access to the Anglo American Specified Works as will enable Anglo American to construct, maintain or use the Woodsmith Project no less effectively than was possible before the obstruction.

• (12) To ensure its compliance with this paragraph 232, the undertaker must before carrying out any of the Specified Works request up-to-date written confirmation from Anglo American of the location of any part of its then existing or proposed Anglo American Specified Works.

Regulation of powers over the shared area

234

• (1) The undertaker must not exercise the powers granted under the Order so as to hinder or prevent the construction, operation or maintenance of the Anglo American Specified Works without the prior written consent of Anglo American.

• (2) The undertaker must not exercise the powers under any of the articles of the Order specified in sub-paragraph (3) below over or in respect of the Shared Area otherwise than with the prior written consent of Anglo American.

• (3) The articles referred to in sub-paragraph (2) above are—

• (a) article 10 (power to alter layout etc. of streets);

• (b) article 11 (street works);

• (c) article 12 (construction and maintenance of new or altered means of access);

• (d) article 13 (temporary stopping up of streets, public rights of way and access land);

• (e) article 14 (access to works);

• (f) article 16 (traffic regulation);

• (g) article 17 (discharge of water);

• (h) article 18 (felling or lopping of trees and removal of hedgerows);

• (i) article 19 (protective work to buildings);

• (j) article 20 (authority to survey and investigate the land);

• (k) article 22 (compulsory acquisition of land);

• (l) article 23 (power to override easements and other rights);

• (m) article 25 (compulsory acquisition of rights etc.);

• (n) article 26 (private rights);

• (o) article 28 (acquisition of subsoil and airspace only);

• (p) article 30 (rights under or over streets);

• (q) article 31 (temporary use of land for carrying out the authorised development);

• (r) article 32 (temporary use of land for maintaining the authorised development); and

• (s) article 33 (statutory undertakers).