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HomeMy WebLinkAbout2000-103 THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON BY-LAW NUMBER 2000-103 being a by-law to authorize the execution by the Municipality of Clarington of a Maintenance and Monitoring Agreement respecting the Westside Marsh WHEREAS at the meeting on June 26, 2000 Council approved the recommendations contained in Report Solic-#3-00; NOW THEREFORE THE COUNCIL OF THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON ENACTS AS FOLLOWS: 1. The Mayor and Clerk are hereby authorized on behalf of the Municipality of Clarington to execute the Maintenance and Monitoring Agreement between Blue Circle Canada Inc., the Central Lake Ontario Conservation Authority and the Municipality of Clarington, a copy of which is contained in Schedule 1 attached to and forming part of this By-law. BY-LAW read a first and second time this 26th day of June, 2000. BY-LAW read a third time and finally passed this 26th day of June, 2000. Diane Ha , M yor Pa ti L. rrie, DATE: 06/11/00 TIME: 02:15 PM TO: Dennis Herrero. a 869-0306 416-365-1876 PAGE: 004-013 ATTACIRIENT NO. 3 MAINTENANCE AND MONITORING AGREEMENT THIS AGREEMENT made this day of 2000, AMONG: BLUE CIRCLE CANADA INC. (hereinafter referred to as "BC") OF THE FIRST PART - and - CENTRAL LAKE ONTARIO CONSERVATION AUTHORITY (hereinafter referred to as "CLOCA") OF THE SECOND PART - and- THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON (hereinafter referred to as the "Municipality") OF THE THIRD PART WHEREAS pursuant to Principles of Understanding dated November 3, 1997 as amended ("Principles") between BC and the Municipality, BC is to construct and install at BC's cost, the Westside Creek Diversion Works and the Overflow Channel Works and is to implement the Fish Habitat,Mitigation and Compensation Measures set out in the Letter of Intent attached as Schedule "B" of the Principles, as such letter may be amended by-%(the "Measures"), which construction and installation is referred to herein as the "Works" in accordance with the Westside Creek Diversion Works Plan contained in Schedule "D"to the Principles and the Overflow Channel Works Plan contained in Schedule"E"to the Principles and the Measures contained in Schedule"B" to the Principles,copies of which are attached hereto as Schedules"A","B"and"C"respectively and are together referred to herein as the "Plans'; AND WHEREAS capitalized terms as used herein shall have the same meaning as contained in the Principles, unless otherwise indicated. NOW THEREFORE WITNESSETH that in consideration of the premises and covenants hereinafter expressed, and the sum of Two Dollars ($2.00)of lawful money of Canada, now paid by each party to the other(the receipt and sufficiency of which is by each of the parties hereto acknowledged) the parties hereto covenant and agree to and with each other, as follows: ..d irntatiahen CONSTRUCTION AND INSTA eTION. BC will,by not later than duri the spring of 2001 commence the construction and installation of the Works in accordance with the Plans,this Agreement and the Principles and will proceed to complete the Works in good faith and with reasonable expedition, all at the cost and expense of BC and in accordance with the Construction Schedule as provided in Schedule 'T'attached to the Principles,subject to Force Majeure and in a good workmanlike manner and in compliance with all applicable laws and regulations. To the extent there is any conflict between the terms of this Agreement and the Principles,then the terms of the Principles shall prevail. Tv Notwithstanding anything herein contain d to the JD 11,2000 410250-RED TUN SS 100 14:18 416-365-1876 PRGE.04 DATE: 06/11/00 TIME: 02:15 PM TO: Dennis Hefreron 2 868-0306 916-365-1876 PAGE: 005-013 _ 'Z _ contrary.to the extent there is any conflict between the terms of this Agreement and the requirements of Hydro One Networks Inc. (the successor to Ontario Hydro and for the purposes of this Agreement defined as "Hydro One"), in the easement and construction agreements between Hydro One and BC for the Westside Creek Diversion Area A(the "Hydro One Agreements"),then the terms of the Hydro One Agreements shall prevail. 2. PERM115 AND AEPROVALS. Without restricting the generality of the foregoing,BC shall obtain at its cost, all required permits,approvals and consents as required by any applicable laws or regulations, and in carrying out the construction and installation shall comply with all applicable laws and regulations of any government or other competent authority relating to the Works. 3. INSPEC[ION. Subject to the terms of the Hydro One Agreements, all Works undertaken by BC shall be subject to inspection by CLOCA,or its nominee,during construction and installation;provided that except in the event of an emergency,prior notice of such inspections shall be given to BC and any such inspections shall not interfere with or delay the timing or sequencing of BC's construction activities. LoL the pumoses of this Agreement,an emergency shall be considered to be an event or mg event which m nCA'c cretion. x s iced re onably and in zQod aith,noses an immediate Qr1imWQminu1AaNnWPqLW th Wor c or to any n rcnn tJnnn completion of the Works. Blue Circle shall notify CLOCA and CLOCA shall perform a final inspection and notify Blue Circle in writi ng of any deficiencic discovered by such inspection. 4. F.NTIRF.AGREEMENT_4- This Agreement,the Schedules hereto,the Principles and the Hydro One Agreements comprise the whole of the understanding of the parties with respect to the Works and there are no other agreements,warranties,provisions or representations,oral,written or implied with respect to the Works. 5. TRANSFERS. (a) BC agrees upon any sale, transfer or assignment of the lands owned by BC which farm part of the Diversion Area B and Overflow Channel Lands A as described in Schedule "D" (the "BC Lands"),BC shall provide to CLOCA and the Municipality an agreement of the purchaser, transferee, or assignee to be bound by and comply with all of the terms of this Agreement to the same extent as may then be applicable in the future as if it had been named in this Agreement in the place and stead of BC. (b) CLOCA and the Municipality agree upon any sale, transfer or assignment of the lands or interest in the lands owned by them on which the Works are located.as described in Schedule "E" (the "Lands") to a party other than CLOCA or the Muni,CLOCA or the Municipality shall provide to BC an agreement of the purchaser,transferee or assignee to be bound by and comply with all of the terms of this Agreement to the same extent as may then be applicable in future as if it had been named in this Agreement in the place and stead of CLOCA or the Municipality. In the event that the Municinality exercises its option to acc ire from CLOCA the Lands or the Reconfigured Westside Marsh then the M icivality shall automatically and without the necessity_ gL env furrhrr agreement. cc Mme the ligation and h nW t d o x rcis th ri htc of Cf nCA and r his A r Pm t CLO .A shall no ion er h ntit l d to c, h ri h c In c h e. nt the Municipality shall have the right, at its sole option and subject to Cl CA's concurrence,to appoint CLOCA as its agent in the same mariner a e Municipality has done so for the Westside Creek Diversion Area A pursuant to section 10(a) e eof. 6. EFAULT.IND .MNITY AN IN eNCF. (r , i (a) If BC does not substantially complete the Works as herein provided,and within the times herein provided,subject to the terms of the Principles,the Measures,the Hydro One Agreements, Force Majeure and the other provisions hereof, CLOCA upon thirty(30) days'prior written notice to BC setting out in detail the alleged defaults of BC and BC's failure within such notice period to propose a construction timetable for the completion which has regard to the time restraints set out in the Principles, the Measures and the Hydro One Agreements and which is acceptable to CLOCA, acting reasonably,and the failure of BC to complete the Works within the time set June 11,2000 410250-RED JUN 11 '00 14: 19 416-365-1876 PAGE.05 DATE: 06/11/00 TIME: 02:15 PH TO: Dennis Hef£eron P 868-0306 416-365-1876 PAGE: 006-013 - 3 - out in such revised construction timetable and so long as the alleged defaults by BC are not the subject of arbitration as set out in this Agreement, may complete the Works at the cost and expense of BC, which reasonable out of pocket cost and expense shall be immediately paid by BC to CLOCA upon accounts being rendered from time to time. If CLOCA does not exercise its rights under this section 6(a) to the satisfaction of the Municipallty. then the Municinality may do so subiect to the terms hereof and subject to the Municipality terminating the a encv of CLOCA pursuant to section 10(a). (b) BC shall indemnify and hold harmless CLOCA and the Municipality from and against all losses,costs and expenses,claims,demands and actions for or on account of all damages, losses or injuries arising as a result of the construction and installation of the Works and the maintenance, repair and replacement where _ the Works(colle lively re fp�prt fn in fhic Aarapmpnf a Hr.a..,fe..a....e and mpmrc"l;provided that BC shall not be liable to CLOCA or the Municipality for any loss,costs,expenses,claims,demands and actions which may be suffered or sustained by CLOCA or the Municipality by reason of or arising in consequence of any act or omission by CLOCA or the Municipality respectively or any person in law for whom CLOCA or the Municipality respectively is responsible.In particular,but without limiting the generality of the foregoing, BC shall remove from title to any of the lands of CLOCA or the Municipality or on any of the Lands and the BC Lands on which the Works are located,any liens filed pursuant to the Construction LienAct of Ontario in connection with the Works within thirty(30)days of written notice of such lien being given to BC. (c) BC shall at all times have the right at its option and expense to dispute and contest in the name of CLOCA or the Municipality any third party claims for which it admits,in writing, that in the event such third party claim is held to be valid,BC is liable to indemnify CLOCA or the Municipality, as the case may be, under this section. CLOCA and the Municipality shall fully co-operate with BC and its counsel in any proceedings with respect to any such third party claim and BC shall pay the actual costs reasonably incurred by CLOCA and the Municipality. If BC does not admit it is liable to indemnify CLOCA or the Municipality under this section in respect of the claim, CLOCA or the Municipality may assert any defence to such third party claim as it deems reasonable in the circumstances without in any way reducing the liability of BC under this indemnification. (d) If BC exercises the option to defend a third party claim,then the following provisions shall apply: (i) CLOCA or the Municipality, as the case may be, shall be kept fully informed of all aspects of the conduct of the dispute and shall be provided with copies of all correspondence related thereto; (ii) the appointment of solicitors or other professional advisors shall be subject to the prior approval, in writing, of CLOCA or of the Municipality,as the case may be,in each case not to be unreasonably withheld or delayed. Without limiting the foregoing,CLOCA or the Municipality may engage its own counsel or other professional advisors, all reasonable expenses of whom are to be for the account of BC to review the conduct of such dispute and to advise CLOCA and the Municipality with respect to the same; (iii) BC shall not settle or compromise any third party claim or agree on any matter in the conduct of the dispute which may affect the liability of CLOCA or the Municipality to any person whatsoever without the prior written approval of CLOCA or the Municipality,such approval not to be unreasonably withheld or delayed and in any event, to be approved if BC assumes the liability of such settlement or compromise; (iv) BC shall be entitled to reasonable access to all relevant books and records of CLOCA and the Municipality and to their employees that are necessary for the purpose of defending such third party claim; June 11,2000 410250.RED JUN 11 '00 14:20 416-365-1876 PAGE.06 DATE: 06/11/00 TIME: 02:15 PH T0: Dennie Heff... @ 868-0306 416-365-1876 PAGE: 007-013 - 4- (v) If CLOCA or the Municipality, in each case acting reasonably, believes there is liability for such third party claim which may be in excess of any insurance then held by BC, or any contractor or licensee of BC for such third party claim or if CLOCA or the Municipality,in each case acting reasonably,believes that any insurer in respect of same may deny coverage, then CLOCA or the Municipality may at its option require BC to post such additional security as maybe reasonably required to secure the potential liability for such claim. (e) BC shall provide, at is expense, and keep in force insurance of the type commonly called "comprehensive general liability insurance", which insurance will be with insurers acceptable to CLOCA and the Municipality, both acting reasonably, (provided that if the insurers are acceptable to Hydro One, CLOCA and the Municipality shall accept such insurers) and shall include coverage for personal injury (including death), property damage and consequential damage all on a "per occurrence" basis with respect to all operations carried on upon the lands on which the Works are located or with respect to the Works by any party to this Agreement with limits for any one occurrence or or claim of not less than Five Million Dollars ($5,000,000.00). Such insurance shall name CLOCA and the Municipality as an insured and contain a cross-liability clause,such insurance at the option of BC may form part of BC's blanket insurance policy and shall provide and the insurer shall agree that such policy may not be cancelled or its coverage reduced without thirty (30) days'prior written notice to CLOCA and the Municipality. BC shall keep on deposit with CLOCA and the Municipality a certificate of such portion of any blanket insurance policy and all renewals thereof and all endorsements thereof sufficient to show at all renewals thereof and all endorsements thereof sufficient to show at all times the current status of such insurance as required under this section and without limiting the generality of the foregoing,BC shall furnish CLOCA and the Municipality proof of the renewal or replacement of every such policy at least one month prior to the expiry of such policy. If and whenever BC fails to comply with the foregoing,CLOCA or the Municipality upon at least fifteen(15)days'prior notice or such shorter period as is available prior to the expiry of the insurance policy may affect such insurance for the benefit of CLOCA, the Municipality and BC jointly and if CLOCA or the Municipality does so,any premiums paid by it shall be recoverable from BC on demand. (f) BC shall provide to CLOCA a complete set of as-built drawings for the Works immediately following completion of the Works,but in any event,not later than one hundred and eighty(180) days following substantial completion thereof. (g) Subject to the terms of the Hydro One Agreements, the Works,when constructed, shall be the property of the party on whose property the Works are located. 7. MmNuNANcp AND TERAaNATm (a) CLOCA and the Municipality acknowledge that BC has continuing liability under the Hydro One Agreements respecting the maintenance and repairs of the Westside Creek Diversion Work on the Westside Creek Diversion Area A and has a continuing material interest in protecting the BC Lands and its adjacent lands from flooding and other damage which may result if the Works are not properly maintained and repaired. CLOCA and the Municipality agree that BC shall be entitled to maintain and repair the Works in the manner provided by this Agreement and CLOCA and the Municipality shall permit BC and its employees, agents and contractors to have access to the Works and the Lands for such purposes. BC shall maintain the Works in a good and substantial state of repair at all times and shall comply with all applicable laws and regulations of any government or other competent authority relating to the Works. (b) CLOCA and anyone acting pursuant to its authority at their own risk and except in the event of an emergency upon reasonable prior written notice to BC, may at any time enter on the Lands and inspect the Works and, subject to CLOCA first complying with section 7(c) hereof, perform the June 11,2000 410250.RED TUN 11 '00 14:21 416-365-1876 PAGE.07 DATE: 06/11/00 TIME: 02:15 PM T0: Damie Hefferon Q 868-0306 416-365-1876 PAGE: 008-013 5 - maintenance and renairs of the Work , in order to keep the Works in a goad and substantial state of repair to perform the functions for which the Works were designed. Notwithstanding the foregoing,on taking or permitting any of the actions contemplated by this section 7(b),CLOCA shall not,beyond the extent reasonably required, disrupt, damage or otherwise interfere with the operations of BC, and acknowledges and agrees that to the extent maintenance and repairs to the Works are required, CLOCA shall be entitled to make same so long as it first complies with section 7(c)and gives prior written notice thereof to BC and obtains the prior written consent of BC to such maintenance and repairs,such consent not to be unreasonably withheld.The reasonable out of pocket cost of such maintenance and repairs shall be borne by BC. (c) CLOCA, before carrying out any of the maintenance and repairs as referred to in section 7(b) hereof, shall give written notice to BC specifying the maintenance and repairs required and the date by which the maintenance and repairs is am to be conducted, which, except in the case of emergency and subject to Force Majeure, shall be not less than thirty (30) days or such longer period of time as may be reasonably required from the date of the notice and if the maintenance and repair is repairs are not carried out within such period of time and if BC has not referred the matter to arbitration pursuant to section 8 hereof, CLOCA may perform in a reasonable manner in the manner reouimd by th Hvdro On .A r em n c,such obligation for the account of BC- provided that in the event of a perceived emergency and without prejudice to BC's rights under section 8 hereof,CLOCA shall be entitled to cure such default immediately and shall provide such previous notice as is reasonably possible to BC prior to so doing,but failure to provide such notice shall not impair CLOCA's right to cure such default in the event of a perceived emergency. (d) In the event that CLOCA remedies the default of BC pursuant to section 7(b) and section 7(c),BC shall be responsible for reimbursing CLOCA for all out of pocket costs, expenses and damages reasonably incurred by CLOCA arising from such default upon submission of a detailed invoice from CLOCA. If BC either fails to carry out such maintenance and repairs within the time period set out in the notice or fails to reimburse CLOCA for all costs, expenses and damages incurred, then CLOCA,after consultation with the Municipality,shall be entitled(without prejudice to its other rights)to terminate this Agreement upon thirty(30)business days'notice to BC provided that contemporaneously with such notice to BC,CLOCA shall also provide a copy of such termination notice to the Municipality. CLOCA shall,upon expiration of the said thirty(30) day period and subject to the following be entitled to take possession of the Works,exclude from the Works and the Lands any parties claiming an interest under this Agreement and subject to any governmental orders, laws or regulations, maintain and repair the Works at the expense of BC for all out of pocket expenses reasonably incurred by CLOCA. This right of termination is subject to the qualification that if prior to such termination becoming effective, BC has served CLOCA with notice of arbitration with respect to the repairs and maintenance or the costs thereof,such termination shall not be effective unless and until the arbitrators have determined that CLOCA is entitled to terminate this Agreement.Without limiting any other remedies of BC,the right of the termination is further subject to the qualification that the right of CLOCA to terminate shall not be exercisable until BC has had a reasonable opportunity after completion of the arbitration to cure the default. r4rbitratirm 8^8• ARBITRATION. Without limiting the right of CLOCA to require the remedy of any perceived default prior to either the commencement or the conclusion of the arbitration process provided for herein,any dispute which arises between the parties hereto concerning any matter in connection with this Agreement shall be determined by arbitration by either party giving written notice to the other of such dispute, setting out the issues in dispute with sufficient particularity to permit the other party to adequately respond thereto, and such arbitration shall be pursuant to the Arbitration Act (Ontario), as amended, from time to time or pursuant to any legislation substituted therefor and subject to the following provisions: (a) there shall be three arbitrators appointed in the manner following, that is to say: June 11,2000 410250.RF,D JUN 11 '00 14:21 416-365-1876 PAGE.oe DATE: 06/11/00 TINS: 02:15 PH TO: Dennis He££eron P 868-0306 416-365-1876 PAGE: 009-013 - 6 - (i) either party may appoint an arbitrator and on doing so shall forthwith give notice in writing thereof to the other party; (ii) the party in receipt of a notice of the appointment of an arbitrator as aforesaid shall, unless it has already done so, within fifteen (15) business days from date of receiving the notice to appoint an arbitrator and give notice thereof to the other party; (iii) if either party does not appoint an arbitrator within the time limited under the preceding subparagraph(ii), the other party may apply to a Judge of the Supreme Court of Ontario to appoint an arbitrator on behalf of and at the expense of the party so in default; (iv) the arbitrators appointed by or for the parties hereto shall appoint a third arbitrator and,if they fail to do so within seven(7)days after the last of them was appointed, either party at is its own cost and on notice to the other may apply to a Judge of the Supreme Court of Ontario to appoint a third arbitrator (b) the arbitrator or arbitrators shall have the power to obtain the assistance, advice or opinion of such engineer,architect,surveyor,appraiser,valuer or other expert as he or they may think fit and shall have the discretion to act upon any assistance,advice or opinion so obtained; (c) the arbitrators shall in their discretion determine which and to what extent each party shall bear the costs and expenses of the arbitration; (d) each of the parties will do all acts and things and execute all deeds and instruments necessary to give effect to any award made upon any such arbitration; (e) the decision of the arbitrator or arbitrators shall be in writing and shall be binding upon the parties hereto; (f) the Municipality, at its option, shall be entitled to make representations at any arbitration and CLOCA agrees to consult with the Municipality on the selection of the arbitrator to be selected by CLOCA. 9. NF.ROF TF. MINATION This Agreement shall not be terminated by any party except as provided herein or except by mutual consent. 10. MUNICIPALITY'SAPPO[NTMENToFCLO CA. �' (a) The Municipality is to obtain a transfer of the easement from Hydro One Networks Inc. to BC for the Westside Creek Diversion Area A upon completion of the Westside Creek Diversion Works located thereon and with respect only to such portion of the Works and the Lands,has become party to this Agreement and to such extent, shall be entitled to the benefits of and be bound by the provisions of this Agreement. Until such time as both CLOCA and BC are notified in writing of any change, the Municipality hereby designates CLOCA as its agent on its behalf and with its authority for ensuring that the maintenance and repairs of such part of the Works on the Westside Creek Diversion Area A is=performed.The Municipality and BC confirm that pursuant to section 22(b) of the Principles, the covenants, provisions and terms in the Principles(save for title)shall not merge on the Closing Date and that to the extent there is any conflict between the terms of this Agreement and the Principles, then the terms of the Principles shall prevail; (b) If the Municipality terminates CLOCA's designation pursuant to section 10(a)hereof, then the Municipality shall have the same rights as CLOCA as set out in section 7 and section 8 with respect to the portion of the Works located on the Westside Creek Diversion Area A. (c) BC and CLOCA acknowledge and agree that the Municipality has authority to enter into this Agreement, that every provision is authorized by the law and is fully enforceable by the parties hereto, and that this Agreement is made by the Municipality in reliance on the acknowledgment and agreement of CLOCA and BC as aforesaid. June 11,2000 410250.RED JUN S1 '00 14:22 416-365-1876 PRGE.09 DATE: 06111/00 TIME: 02:15 PM T0: Dennie Ref Eeron @ 868-0306 416-365-1876 PAGE: 010-013 - 7- Get clal 11. GENERA 6 All communications which may be or are required to be given by any party to the other herein, shall (in the absence of any specific provision to the contrary)be in writing and delivered or sent by prepaid registered mail or telecopier to the parties at their following respective addresses: For BC: 400 Waverly Road South Bowmanville, ON LI C 3K3 Attention: Plant Manager Facsimile No: (905) 623-4695 With a copy to the attention of: Blue Circle America Inc. Two Parkway Centre 1100- 188 Parkway Place Marietta, Georgia 30067 U.S.A. Attention: Vice President and General Counsel Facsimile No: (770) 499-2830 For CLOCA: Central Lake Ontario Conservation Authority 100 Whiting Avenue Oshawa, ON L1H 3I3 Facsimile No: (905) 579-0994 For the Municipality: The Corporation of the Municipality of Clarington 40 Temperance Street Bowmanville, ON L1C 3A6 Attention: Chief Administrative Officers Facsimile No: (905) 623-5717 and if such communication is sent by prepaid or registered mail, it shall,subject to the following sentence,be conclusively deemed to have been received on the third business day following the mailing thereof and,if delivered or telecopied,it shall be conclusively deemed to have been received at the time of delivery or transmission. Notwithstanding the foregoing provisions with respect to mailing, in the event that it may be reasonably anticipated that, due to any strike, lock-out or similar event involving an interruption in postal service,any payment or communication will not be received by the addressee by no later than the third business day following the mailing thereof,then the mailing of any such payment or communication as aforesaid shall not be an effective means of sending the same but rather any payment or communication must then be sent by an alternative means of transportation which it may reasonably be anticipated will cause the payment or communication to be received reasonably expeditiously by the addressee. Either party may from time to time change its address hereinbefore set forth by notice to the other of them in accordance with this Section. For the purposes of this Agreement,a "business day" shall include every day except a Saturday, Sunday or statutory holiday. 12. i.ewc of ONTAR1n, This Agreement shall be interpreted and governed by the laws of the Province of Ontario. 13. TIME oFT .F..Cs . Time shall be of the essence of this Agreement;provided that there shall be reasonable extensions of time to perform any obligation hereunder arising from events of Force Majeure as defined in the Principles. 14. SUCCESSORS AND ASSIGNS This Agreement will enure to the benefit of and be binding upon the parties hereto and their respective successors and assigns. This Agreement may only be assigned by BC to a purchaser,transferee or assignee of the J=e 11,2000 410250.RED JUN 11 '00 14:23 416-365-1976 PAGE. 10 JA':E: Cc;11/00 %ME: J2:1� PM S0; Denme Hefferon d 868-0306 416-365-1876 PAGE: 011-013 _ g _ BC Lands. This Agreement may only be assigned by CLOCA to a purchaser, transferee or assignee of the Lands and by the Municipality to a purchaser,transferee or assignee of the easement forming part of the Hydro One Agreements, 15. FURTHER ASSURAN ES. Each party shall do and execute all things, deeds, documents, acknowledgements, agreements and otherwise as may be reasonably required to carry out the purpose and intent of this Agreement. HEADINGS. The headings of convenience and reference and Aoe m nd tth m n f r ne.v lifm or construe the contents of any nrovision of this Agreement IN WITNESS WHEREOF the parties hereto have executed this Agreement as of this day of , 2000. BLUE CIRCLE CANADA INC. Per: Name: Title: Per: Name: Title: I/We have authority to bind the Corporation. CENTRAL LAKE ONTARIO CONSERVATION AUTHORITY Per: Name: Title: Per: Name: Title: I/We have authority to bind the Corporation. THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON Per: Name: Title: Per: Name: Title: I/We have authority to bind the Corporation. hme 11,2000 410250.RED JUN 11 '00 14:23 416-365-1876 PRGE. 11 DATE: 06/11/00 TIME: 02:15 PM TO: Donnie Hefferon @ 866-0306 416-365-1876 PAGE: 012-013 - 9 - ------------------ COMPARISON OF HEADERS ------------------ -HEADER 1- - 2- ------------------ COMPARISON OF FOOTERS------------------ -FOOTER 1- May 29,June 11, 2000 410250.2 410250.3 June 11,2000 410250.RED JUN 11 '00 14:23 416-365-1876 PAGE. 12 DATE: 06/11/00 TIME: 02:15 PM T0: Denni Hefferon Q 868-0306 416-365-1876 PAGE: 013-013 - 10 - This redlined draft,generated by CompareRite-The Instant Redliner,shows the di fferences between original document : I:\APPS\DOCSOPEN\W&F�ROSENMAW\0410250.02 and revised document: I:\APPS\DOCSOPEN\W&F\ROSENMAW\0410250.03 CompareRite found 32 change(s) in the text CompareRite found 2 change(s) in the notes Deletions appear as struck-through text Additions appear as double underlined text June 11,2000 4102SO.RED JUN 11 '00 14:23 416-365-1876 PRGE.13