AGREEMENT.

Timaru Herald, Volume CIII, Issue 15740, 26 August 1915, Page 2

AGREEMENT.

THE MAYOR. COUNCILLORS, AND BURGESSES OF THjS BOIIOUGH OF TIMARU, With MESSRS JOHN LEE SCOTT AND GEORGE SCOTT. Lor Supply of Electrical Energy ior oilieet una utner I'urjjoses in xiiuuru. AN AGREEMENT made tlie twentytlurd day ol March 190/", BETWEE-N TiiE JMAI Oil, AiNJJ BbliUEtttjES OF THE BOROUGH OF TJ.\IAU U in the Provincial District of Canterbury in the Colony of New Zealand, a Municipal Corporation incorporated under the provisions of " The Municipal Corporations Act, 1900 " (hereinafter called " The Corporation," which term unless there is something inconsistent in the context shall include its successors and assigns) of the one part, and JOHN LEE SCOTT and GEORGE SCOTT both of Christchurch in the said Provincial District, Electrical and General Engineers (hereinafter called " the Contractors " which term unless there is something inconsistent in the context shall bind them severally and jointly and shall include the survivor of them and their and his executors administrators and permitted assigns) of the other part. WHEREAS it is desirable that the said Borough should be supplied with electricity for lighting and power and the Contractors are willing to so supply the said Borough on the terms and conditions following NOW THIS AGREEMENT WITNESSETH and it is HEREBY pursuant to the provisions of " Tho Municipal Corporations Act, 1900," "The Electric Lines Act, 1854," and the several amendments thereof and all other powers the said Corporation in that behalf hereunto enabling AGREED by and between the Corporation and the Contractors as follows:

1. In the construction of this agreement each of the following words and expression shall unless repugnant ro the context have the meaning set opposi te the same ; "Council" shall mean the Council of the Borough of Timaru. "Contractors" shall mean and include the said John Lee Scott and George Scott and the survivor of them and their and his executors administrators and permitted assigns (the said John Lee Scott and George Scott being bound jointly and severally hereunder). "Consumer" shall mean any body or person supplied or entitled t-o be supplied ,with energy by the Contractors. "Borough" shall mean the Borough of Timaru and any extension thereof from time to time. "Works" shall mean the buildinomachinery dynamos generators engines boilers condensers transformers materials appliances appurtenances matters and things of whatever description required to supply electricity and to carry into effect the object of the Contractors under this Agreement. "Electricity" shall mean electricity electric current or any like agency generated at and by the principal works as aforesaid for lighting and other power pur-

poses. "Energy" means Electrical energy and for the purposes of this agreement electrical energy shall be deemed to be an agency within the meaning of electricity. "Installation" shall include all lands works mains lamps poles plant machinery and other applianco occupied erected or used by tho Contractors in Timaru in connection with the supply by them of energy to the Council. "Power" shall mean electrical power or tTie rate per unit of time at which energy is supplied. "Unit" shall mean the energy contained in a current of one thousand amperes flowing under an electro-motive force of one volt during ono hour. "Pressure" shall mean the difference of electrical potential between any two conductors through which a supply of energy is given or between any part of either conductor and the earth. "Electrical Office" shall mean an office of the Contractors situate within the Borough of Timaru at which all notices or other demands may be left or served "Mains" shall mean all electric lines wires or cables erected or constructed for the transmission or distribution or supplv of electric energy for lighting and all other purposes necessary. "Lamp" shall mean and include all street poles wires insulators lamps appliances and materials and all fittings and connections with the mains necessary for the purposes of tin's Contract. "Street and footpath 35 shall have tho meanings respectively assigned to the words "Streets and Footway " in and by Sec-

tions 209 and 210 of "Tho Municipal Corporations Act, 1900."

"Month" means calendar month. ■2. The Contractors shall within Twelve calendar months from the twenty-third day of March 1907 at their own cost and expense in all things establish erect construct and equip within the Borough of Timaru on premises already agreed on by and between tho parties hereto a suitable station comprising all necessary dynamos generators engines boilers condensers transformers appliances materials and appurtenances for tho generation of electric current for all tho purposes contemplated by this Contract with an initial power of not less than seventy kilowatts and the Contractors shall have and are hereby granted the permission and authority of the Corporation for the Corporation and on its behalf for the purposes contemplated by these presents but at tho solo cost and expense and at tho risk of the Contractors to and shall instal distributing mains on the overhead system in all tho streets and public places within the Borough or any extensions thereof from time to time which the Corporation may require subject however to the provisions of Clauses 3 and 22 hereof such works to be used and maintained by the Contractors for supplying electric energy to the Corporation and to such private, consumers as the latter may require during the currency of this agreement and for no other purpose and the Contractors shall at all times during the continuance of this Agreement equip maintain and efficiently mauage the samo but the Corporation shall have the right to define tho position of all distributing mains provided however that the interests of the Contractors shall be in all respects reasonably safeguarded.

3. The Contractors shall erect and supply at their own cost and expense and during the currency of this Agreement maintain the street lights poles vires insulators lamps appliances and materials necessary for the purpose of lighting the streets of or other places in the Borough as are hereinafter provided for that is to say two hundred and ten glow lamps of thirty candle power each, twenty street lamps of five hundred candle power each, and five street arc lamps of one thousand candle power each at such points at or in any or all of the public streets places squares or Caroline Bay as the Council may direct. 4. All dynamos generators engines boilers condensers transformers street light poles wires insulators lauips appliances and materials required for any and all the purposes of the two preceding clauses shall be of the standard make and finish specified in the schedule hereto or of any improved quality as mentioned in Clause JS hereof. Every portion of the installation shall be constructed erected and maintained in accordance with the British Board of Trade Rules and Regulations from time to time in force save and except clause 19 of such Rules and Regulations issued in the year 1896 (for securing the safety of the public and for ensuring a proper and sufficient supply of electrical energy) made under the Electric Lighting Acts ISS2 and ISSB (Imperial) and every amendment thereof and otherwise so far as the same apply t-o the supply of electrical energy by Companies or Contractors to Local Authorities in England other than to Local Authorities in London and so far as the same are applicable to and not inconsistent with these presents and th© schedule hereto, and shall also comply with the rules of the New Zealand Fire Underwriters' Association and the law of New Zealand for the time being in force.

5. The Contractors shall supply from their generating station and distributing mains electrical energy for and to each of the lamps referred to in Clause 3 and for and to any additions to such number that may be required by the Council at any time for a.n average of 4 hours nightly, between sunset and eleven p.m., except on moonlight nights, but the Corporation shall have power to require the lighting of such lamps on five per cent, of other nights on which artificial light is required, although they may be considered moonlight, and provided also that the minimum number of hours of lighting to which the Corporations shall be entitled in every year shall not be less than 960. Such lighting shall be under the direction of the Council and the Corporation shall be entitled to an extension at any time of the average nightly supply of energy for all the above lamps at a pro rata increase in the price, such increase for an additional half hour nightly not to exceed £SO per annum. If in any year the maximum amount of energy to which the Council is entitled for the after mentioned payment of £750 is by reason of any act or default of the Contractors not used, the Council shall either be entitled to a proportionate rebate or to have the deficiency made up in the year next ensuing. 6. The Corporation shall pay to the Contractors for such public lighting a sum of £750 per annum by equal monthly payments of £62 10s on the twentieth day of each calendar month from the time when the whole of such public lights shall be completely equipped and supplied with the necessary energy, and will pay. a proportionate amount for any broken period but pending the completion of the installation of the whole of the lights the Corporation shall pa.y a pro rata for full equipped lights, which meanwhile are supplied with electrio energy and utilised for public lighting. 7. The Contractors shall within a reasonable time limit if required by the Council so to do supply, erect and maintain all such additional lamps that may be required for street or other lighting in the same or other streets or places, and the Corporation shall pay to the Contractors pro rata for the supply of energy therefor.

8. The Contractors shall supply to the Corporation energy for private consumers at the latter's premises at prices not exceeding one shilling per unit for lighting, and fourpence per unit for power, and the quantities on which the Corporation shall pay to the Contractors shall be the total reading of-the consumer's meters for lighting

or power, as the case may be, such reading to bo carried out by the Corporation, provided always that the Contractors may and in so far as the Corporation can legally grain, permission to the said Contractors in that behalf are hereby empowered to enter the residence or other premises of the consumer and verify such readings. 9. The Corporation shall be entitled to chargo consumers for the supply of such energy, at tho following rates:—Not exceeding Is per unit for lighting and 4d per unit for power. 10. The Corporation 6ha.1l pay to the Contractors the ascertained amount due for energy used by private consumers for cither lighting or power on. or before tho twentieth day of each calendar month, at the rates mentioned in the last preceding paragraph, a reasonable allowance being made for bad debts and other proper deductions and the Contractors shall allow therefor to the Corporation a discount equal to the net cost of collecting such amount.

11. Tho Contractors shall at all times maintain a continuous supply of electric energy for all consumers connected, and also for street and other public lighting. The pressure of tho supply snail bo continuous, and a steady voltage shall be maintained which must not under any conditions vary more than 4 per centum, either above or below the normal pressure, and the Pply shall at all times be equal to tho requirements of the Corporation, both for public and private consumption. 12. The maximum working current in any conductor shall not be sufficient to laise the temperature of the conductor, or any part thereof to such an extent as to materially alter tho physical condition or specific resistance of the insulating covering, or in any case to raise such temperature to a greater extent than 30 Fahrenheit. 13. The Corporation shall at all times have the right to require the Contractors to remedy any defects in public lighting or energy supplied to private consumers, and the Contractors shall be subject to the payment of £5 per diem 3s liquidated and ascertained damages for every day on which tho Contractors shall allow such defect to continue after a reasonable time has been allowed to the Contractors to remedy such defect after notification in writing by the Council so to do has been served °' n tliem. The Contractors shall within tho period mentioned therein comply with any written notice to repair or make good any defect as aforesaid, and in default of such compliance by the Contractors the Corporation may at the cost and expense in all things of the Contractors cause any such defects to bo supplied or made good in conformity with such notice, a.nd may recover the cost of so doing from the Contractors, in default of payment thereof. All renewals shall be of the quality, and be subject to the provisions of Clause 17 hereof. 14. Tho Contractors shall at their own expense connect consumers 1 prem- j ises which are within 60 feet of the distributing main. Consumers' premises which exceed that distance shall be connected by the Contractors, but the consumer shall pay to the Contractors the additional cost of such connection at fair and reasonable rates.

15. All connections to provide consumers sliall be made within seven days after, the Council shall have notified the Contractors of such connections being required failing which the Corporation may impose on the Contractors a- sum of £5 per diem as liquidated and ascertained damages for every da.y for each consumer's premises which it fails to efficiently connect, which penalty shall run from the expiry of such notice until the time when the connection shall be made and efficiently supplied with electric energy unless the Contractors can show that they were unable to procure the necessary labour or material to carry ou*i the work in the time specified, or for other satisfactory reasons. 16. The Contractors shall supply to each consumer and properly maintain and efficient recording Watt meter of the class specified in the- schedule hereto which said meter shall be under the control of the Council, and the Contractors nin.y charge each such consumer a reasonable rental for the same. The Contractors shall maintain the same in an efficient manner and all injury thereto by the consumers shall be made good by the Contractors at the expense of the consumers.

1/. The Contractors shall before putting in any portion of the installation or renewals supply the Council with a detailed specification of the same, giving sizes, type, class.- and make, and all particulars including the market value of the different items in connection with the installation, and obtain the approval of the Council in respect thereof. If the Council shall require them at any time so to do the Contractors shall supply to it detailed accounts showing the actual cost of the installation, or of any part or parts' thereof or of any additions thereto, including the cost per lamp per unit per hour for different kinds of street lamps, and shall also exhibit all invoices, vouchers and other documents which may be necessary in the opinion of the Corporation to vouch for the accuracy of such accounts, and such accounts shall (subject to the right of the Council to question them, and have their accuracy established in arbitration proceedings) be deemed to be the cost price of the installation. If it is considered necessaiy oi advisable the Council shall have the power t-o have the prices verified by an expert or valuator whom they may appoint, a.nd in case of any dispute as to prices, value or quality of material, every such question shall thereupon be decided by arbitration in the manner hereinafter provided for.

18. All further accessions, renewals or additions of plant or material for tlie purposes of this agreement shall be i subject to the approval of the Council j and be equal in quality to the standard ! mentioned in the preceding Clause 41 •hereof, or of aJiy improved quality of j plant for the time being obtainable (if 1 required by the Council to remove or Teplace plant which it considers inferior or obsolete) provided that if such j plant of improved quality shall be- of enhanced value or its supply be detrimental to the pecuniary interests of the Contractors, the Contractors shall within a reasonable time be entitled to

be paid by the Corporation, the additional expense of obtaining the same, and if no arrangement shall be come to between the parties hereto as to the cost all questions in dispute shall be determined by arbitration in the manner hereinafter mentioned.

| 19. The Contractors shall and they agree at their own expense to provide, construct and erect all further accessions and additions to the plant that may be necessary as soon as the existing plant shall have become loaded to the extent of *75 per centum of its capacity, but before doing so they shall supply the Corporation with a specification of same, and a list of prices, and obtain approval thereof by the Council in the manner provided by Clause 17 hereof. 20. The Corporation or its Engineer shall have the right to reject unapproved or unsuitable material and appliances, or to condemn bad workmanship, and may remove and rectify the same at the Contractors' ex peruse subject however to the right of either party hereto to have any matter in difference referred to arbitration in manner hereinafter provided. 21. The Contractors must in all cases apply to the Council for permission before any excavation, breaking-up, or other interference with streets or public places, or the like is commenced, and no thoroughfare must be stopped or impeded without the consent of the Council. The Council shall subject to reasonable conditions (to be decided by the Council) being imposed give such permission in proper cases within a reasonable time after written application is made to it for the purpose without prejudice to the indemnity of the Corporation under "Clause 24 hereof the Corporation,,, agrees to indemnify and save"hfiririi&S;'the Contractors (if so long as they shall. well and diligently comply with &e-Con-ditions as:r'_ ! aforesaid imposed upon them by tlie Corporation jtake - all reasonable precautions, and not" be guilty of negligence) from and against such action suit or other proceedings by any jperstfri or persons ion account of the alleged illegality of the ex car ration, breaking-up, or other interference with the said streets or public places by the Contractors under such consent as aforesaid.

22. The Contractors sliall within a reasonable time lay suitable and sufficient distributing mains for the purpose of a general supply of electrical energy throughout such streets of the Borough as the Council shall by notice in writing to the Contractors direct. The Council shall have power to require the Contractors at their .own expense to run mains and make all proper connections and other necessary works in. any street or streets where a reasonable demand for energy is likely to be required, the said mains to bo run within a reasonable time after the; Contractors shall have received instructions from the Council.

23. All poles., transformers, wires, insulators, street boxes, or other appliances shall be erected in positions which shall be approved of by the Council, and they shall be erected in such a manner that they shall be complete in themselves, but on no : consideration shall any Government pole or other appliances be used without the consent, of. tho Council and the Government; Nor wires crossing streets, private streets, rights of way and public places, shall be at less angle of inclination with the street than sixty degrees. If the Contractors shall erect any wires, or other appliances which shall not comply with the j requirements of the Telephone, Telegraph, or Public Works Department, it shall forthwith remedy all such defects at its own cost and expense in all things. 24. In -the execution of the works referred to in this agreement the Contractors shall cause as little detriment and inconvenience and do as little damage as possible, and shall, and they thereby -agree at their own. expense to reinstate and, make good all roads, streets, ways, footpaths 1 andv places broken up or excavated, or otherwise interfered with for any of- the purposes of this -agreement, and the Contractors also agree with the Corporation to pay to it full compensation for all damage so done. The Contractors shall and do by these presents agree and covenant to save harmless and fully indemnify the Corporation from and against all actions, suits and proceedings that may b& brought against it in respect of any of the aforesaid operations by the Contractors in breach of the powers and authorities granted to tliem by t-lie Corporation, or in breach of the conditions imposed upon them by and under Clause 21 hereof, or the result of negligence or want of reasonable precautions by the Contractors or their employees, or any person or Corpora- j tion acting under their authority. -25. The Contractors shall not permit any part of any circuit to be connected with earth except so far as may be ■ necessary for carrying out the provisions of the British Board of Trade Rules and Regulations, unless the connection is for the time being approved by the Corporation with the rence of the Postmaster-General, and is made in accordance with the conditions (if any) of that approval. . 26. The Council shadl at tho request., and expense of the Contractors give and! afford to them reasonable facilities for extending their works and erecting or constructing new mains and connections during the currency of this agreement ' so far as the Council can lawfully give permission to" the Contractors to extend their operations outside the Borough, provided however that such extension shall not in any way interfere with the satisfactory supply of energy within the ' Borough or render such supply less efficient than if the extensions had not : . been made, and the Corporation shall not incur any responsibility in respect of such extensions, or be bound to take them over or make any allowance in respect of same or the thereby . increased cost of the generating and other plant when purchasing or otherwise.

27. Any Engineer, Agent or Inspector, whom the Corporation may for that purpose appoint, shall have .free right of access to inspect, test or- examine any part of the installation, or of the work conneq±e<i thereiyith during the progress -of the •work', "or; at .any other time while tlie r • installation is erected or in use.

23. All mains, street lights, poles, wires, insulators, lamps, appliances and materials in the streets or public plates in the Borough shall he erected or constructed by tho Contractors on behalf of and under the control of the Corporation, and shall without prejudice, and in all respects subject- to the rights of ihc Contractors under Clause 32 hereof when erc-ted of constructed become the property of the Corporation, aud nothing in this agreement shall be construed as giving to or resting in the Contractors the property in or any interest in the same, or in the streets or public places in which they shall be erected or constructed, but. tho said mains, street lights, poles, wires, insulators, lamps, appliances and materials, in the streets or public places in the Borough shall nevertheless be valued and included in the purchase money to be paid to the Contractors as hereinafter mentioned.

29. The Contractors shall not assign, sublet, mortgage, charge, encumber or make over their contract or undertaking with the Corporation as expressed in this Agreement, or any part thereof, or any concession herein contained, or the benefit of this agreement, or any interest therein, or suffer any alienation thereof whether voluntarily or involuntarily to any person or persons. Company or Corporations, without the previous consent in writing of the Corporation, provided that such consent shall not be arbitrarily, capriciously or unreasonably withheld, nor shall the Contractors enter into any combinationj arrangement as to prices or terms, or union of interests, total or partial, with any person, Company or Corporation which would be calculated to keep up tho prices of any matter or thing connected with the works or otherwise affect the interest of the Corporation or of other consumers, nor shall the Contractors acquire the undertaking of any other Company or person supplying energy for lighting or power within the Borough, or any interests iherein, or in any part thereof.

30. And the Contractors hereby covenant and ;igiee with the said Corporation that they will not apply for or promote or be concerned or interested directly or indirectly in applying for or promoting any Bill in the General Assembly of Xew Zealand for any purpose contrary to the provisions herein contained, or to the interests of the said Corporation hereunder without first having obtained the written consent- of the Corporation to such course.

31. In the event of the Contractors hiding or neglecting or refu>ing to perform observe or fulfil tlio agreements, stipulations and conditions herein contained or implied," and on its part to be performed, observed or fulfilled, or any ol them, the Council or any officer of the 'Council acting for it in respect of any of the matters to which these presents relate may give notice to the Contractors specifying the act matter or tiling which they shall have failed neglected or refused to do. and rcciuiring them to do the same within such time as the Corporation or such officer, as aforesaid shall think fit to allow being a, reasonable time, and if sueli notice is not satisfactorily complied with within such specified time this agreement and all the rights of the Contractors hereunder shall upon notice in that behalf given by the Council to the Contractors bo deemed to be and rmall be determined, but without prejudice to any claim or demand which either of the parties hereto may have against the other of them in respect of any antecedent breach of this agreement. Any swell notice shall be in writing, and may be given to the Contractors by serving the same upon the Contractors at the electrical office or at the principal works or by posting the same in a registered letter addressed to the Contractors at Cliristchnrch. In the event of the Council exercising the powers hereinbefore in this present clause contained or determining these presents the Corporation shall be entitled to enter into and upon and take possession of the buildings,, plant, property and works of the Contractors, aud at the option of the Corporation either to remove and dispose of the same at the risk and expense of the contractors accounting to them for the nett proceeds after making all lawful deductions or to carry on such works for such period as it shall think fit without ' being accountable to the Contractors in respect of the carrying on of such ■works or responsible therefor except as to the nett profits and income actually icceived by the Corporation in respect thereof or to require the Contractors'to assign and make over to the. Corporation all their right title and. interest in the said buildings, plant and property and works on being paid the actual value of the same at the time of such determination of agreement, the amount to be so paid to be fixed in case of dispute by arbitration y in manner and on the principles hereinafter provided, provided always that notwithstanding the exercise of any of the powers contained in this present clause the Corporation shall be entitled to claim and recover from the Contractors the .amount of damage sustained by the Corporation by reason of all defaults v hich shall have been made by the Contractors in carrying out the provisions of this agreement, and which shall not liave been waived or made good, provided always that if there shall be any difference or dispute between the Contractors and the said Corporation as to whether or not the Contractors have failed, neglected, or refused to perform, observe or fulfill the agieements, stipulations and conditions herein contained or implied, and on their part to he observed, perfonned, or fulfilled, or any of them, such difference or dispute shall be referred to aibitration pursuant to the provisions of Clause 40 hereof, and no notice to be given by the Corporation tinder this present clause shall for the purpose of determining this agreement be deemed to commence to run until notice of the finding of the Arbitrators or their umpire that the said Contractors have failed, neglected, or refused to perform, observe or fulfil the said agreements, stipulations or conditions, or any of them, shall have been given to the 6aid Contractors. 32. Should the Contractors at any time after the end of five years from

the execution of this agreement ascertain that they are suffering a loss in the carrying on oC sucli installation they shall hare the. right subject to arbitration as herein provided to remove all pla.nt erected by them subject however to the right of the Corporation to demand and receive from them not less than six months previous notice in writing of such the intention of the Contractors. 33. The Contractors shall make a yearly or half yearly audit, and shall within 21 days after such audit furnish the Corporation with an account of their transactions for such period and in the event of any difference arising as to any matter or thing contained in such account or if any other difference or dispute shall arise, between the parties hereto as to any matter or thing provided for or arising out of this agreement, arbitrators to bo appointed as hereinafter mentioned their umpire (if any) and the legal advisers and representatives of tile parties shall have access to the books, vouchers and reports of the Contractors, and may if they consider it necessary or expedient so to do employ accountants for the purpose of more efficiently investigating such accounts, and the several matters and things therein contained. 34. If the average profits of the Contractors under this agreement shall exceed a sum of £lO per centum per annum on the capital invested in the installation the Corporation shall have the right to call upon the Contractors to make a reduction in the price which they are charging to the Corporation for public and private lighting and energy. If the parties hereto fail to agree all questions in dispute shall be settled by arbitration in manner hereinafter provided. So. So long as this agreement remain in force, and so long as the Contractors efficiently perforin their part thereof the Corporation shall not (a) allow its streets or public places to be lighted by any other means than are provided in this agreement, nor (b) become interested in any other means of producing energy heat or light by electricity or gas. 3G. 'I ho Corporation shall have the right to purchase the installation within the Borough upon the following terms:—(a) At any time after the installation has been completed upon payment of the cost price thereof (save and except the power house and site") together with any losses whicb -may have been made upon the working account thereof and an additional sum equal to ten per centum on such cost price, and together with such sum for the power house and site as may be agreed upon between the Corporation and the Contractors or as may be determined in the event of difference by arbitration as hereinafter provided, (b). at the expiry of five years after such installation has been completed on payment of cost- price thereof (save and except as to the power house and site) plus a sum equal to ten per centum of such cost price and together also with such sum for the power house .and site as may bo agreed upon between the Corporation and the Contractors, or as may be determined in the event of difference by arbitration as hereinafter provided, (c) at the expiry of ten years after such installation has been comio , V per centumof such cost price thereof (save and • except as to the power house and site) plus a sum equal to 7.1 per centum of such cost price and together also with such sum for the power house and site as may be agreed upon between the Corporation and the Contractors, or as may be determined in the event of difference by arbitration as hereunder provided, (d) at the expiry of 21 years after such installation has been completed at a sum to be decided on by valuation by arbitrators to i be appointed in manner hereinafter appearing, (e) and it is hereby agreed and declared by and between the parties hereto that in assessing -cost'' and "'valuation'' nothing shall be allowed to the Contractors for goodwill, allowance for compulsory purchase, prospective profits,, severance, or other similar consideration, and that "cost price' - shall not include renewals and repairs. i

37. Should the Corporation not. purclinse the said works at the end of the said term of 21 years the Contractors shall have the right to continue the currency of this agreement on the same or similar terms as aro herein set out for a further period of ten years, at' the end of which the rights of the Con-. tractors hereunder shall cease and de-1 termilie, and all poles, lamps, wires.. I street works, house connections, and other matters and things (except as hereinafter mentioned) forming part of or connected with the installation ex-' cept as hereinafter mentioned shall be and remain the property of the Corpor- j ation without payment, hut the powerj station, machinery and plant therein, and tlie land on which the power station is erected shall remain the pro-! perty of the Contractors, provided. I always that any poles, lamps, wire, ! street works, and any additional plant installed or erected by the Contractors after the expiration of the said period of twenty-one years shall he taken over by the Corporation at the expiration of this agreement at a. valu- 1 ation to he carried out as hereinbefore : provided, but only such as are installed or erected with the Corpora- ! tion's consent in writing and in accord- I ance with Clauses 18 and 23 hereof, pi ovided however that the Corporation shall have the right to purchase such power station, machinery, plant, and land, at a valuation, such valuation to be made by arbitrators to bo appointed in manner hereinafter provided. j 38. Ihe C ontr.'ietors shall be subject to tlie operation, of all by-laws which are now and may hereafter be brought into operation in the said Borough, . provided that such by-laws are not in- < consistent with, and do not render in- | operative or invalid, or otherwise prejudicially aifect the interests of the Gonti actors under the covenants, J powers and provisions contained in, these presents or interfere with the full' operation of this agreement. j

39. Tlie said Contractors, aoid all persons claiming under them shall and will jointly and severally abide by, perform and keep all and every tlio provisions, conditions, stipulations and agreements hereinbefore contained, and in case of breach of any one or more of the same provisions, conditions, stipulations and agreements shall submit to tlie penal- j

ties expressed or implied herein. 40. If at. any time hereafter any dis- } pnte, doubt or question, shall arise be- , tween the Corporation and the Contractors touching the construction, meaning or effect of these presents, or any clause or thing herein contained, or the rights or liabilities of the several parties hereto' mulcr these presents or otherwise in relation to the premises or the price to be paid by the Council to the Contractors for the purchase of the said installation or any part thereof, or in case any estimate, valuation, or statement shall require to be made or given tinder the provisions hereinbefore contained, every such dispute, doubt, or question, estimate, valuation, or statement. shall be referred to the arbitral tion of two indifferent persons, one to be appointed by each party hereto, and in case sucli arbitrators shall not agree then to an umpire to be appointed by them in writing before entering upon the business of such reference or valuation, and every such reference or valuation shall be deemed a submission to arbitration within the meaning of "The Arbitration Act, ISSO." The Arbitrators or umpire acting under any of the provisions of this agreement shall in all cases set forth in their award or umpirage the facts proved before them on which their decision is based, and the reasons forming the grounds of their decision.

41. In every case where power to fix or determine any matter, or to do any act or thing, or to require any act; or thing to be done by the Contractors is by this Agreement given to the Council or Corporation, or any officer thereof, then and in every such case the control so given shall he binding, and the Contractors shall not except in the case provided for by Ciause 31 hereof bo entitled to require a reference to arbitration as to whether or not the acts or matters in respect of which such control is so given should or should not be done, but if the Council, Corporation, or Officer, acts unjustly or unreasonably so as to cause loss to the Contractors, the Contractors shall be entitled to compensaion, to be determined by arbitration in manner hereinbefore mentioned. The Corporation shall be entitled to compensation for any breach by the Contractors of this agreement (to be determined by arbitration as aforesaid) in addition to the penalties hereby imposed or authorised to ho imposed.

42. "Where notice is required to be "iron by or on bpffalf of the Council or Corporation hereunder such notice may be given or signed by the Town Clerk, or any otlier Officer acting tinder the express or implied authority of the Council. In Witness whereof the parties hereto have executed these presents the day and year first hereinbefore ■written. THE SCHEDULE REFERRED TO. STEAM PLANT. Horizontal Cross Compound Condensing Steam Engine. High Pressure Cylinder, 14-inch diameter; Low Pressure Cylinder, 24-inch diameter, Stroke 24-inch, Girder Frame type and fitted direct, coupled jet condenser, High Speed Governor, and turned fly wheel for belting direct to 110 KilowattGenerator. Bellis and Morcom High Speed twoCrank Compound Steam Engine, Cylinders ' S-inch and 13-inch diameter with extended bed plate for coupling to 75 Kilowatt Generator, together with condenser for same. Two multitubular steel boilers, 14 ft. 0 in. by 5 ft. 6 in. diameter, together with the necessary furnace fittings and high pressure mountings suitable for a working pressure of 1601bs. per square inch, and each capable of steaming the largest of the above mentioned steam engines. Duplex Steam Feed Pump Steam Cylinders, 4-J-inch diameter, and water cylinders 2i-inch diameter, stroke 4-ineh. Complete piping lay-out including Feed "Water, Steam and Exhaust pipes condenser. Injection and overflow pipes with all necessary valves and fittings. Condensing water pumping plant consisting- of motor driven pump with the necessary piping valves and fittings, drains, etc. ELECTRICAL GENERATING PLANT. 110 Kilowatt Direct Current Genera-' tor 440/460 A olts, compound wound, j Manufactured by the General Electric ; Company of America, and Field : Rheostat for same. | 75 Kilowatt Direct Current Genera- ! tor, 440/460, compound wound, with outboard bearing for mounting on extended bod plate of Bellis and Morcom Engine with Field Rheostat for same, manufactured by the British Thompson Houston Company. ! One 3d Kilowatt, 440 volt, shunt wound direct current, direct connected balancer, set mounted on cast iron sub base, and two field Rheostats for same. I Switch Board of black enamel slate, ! 6 panels complete, with supports, connections, etc., consisting of two generating panels with automatic circuit breaker, astatic volt meter and ammeter I'ield discharge switch and main generator switch. One balancer panel with , double scale ammeter volt meter two ' way plug balancer, starting switch, j controlling switch and neutral switch. ' Three feeder panels fitted with six two i hundred amp triple pole, switches and cartridge fuses. RECORDING WATT METERS., , 'Lheso shall be erected, maintained, and tested, in accordance with the British Board of Trade Rules as applicable to the London County Council, and the scale of charges for testing to be applied with ail additional allowance to cover all contingent charges. The meters to be of the Thompson Aron or other standard type. The Contractors reserve to themselves the right to fix the position of fnv meters in accordance with the local rules and requirements. The meters must be placed in a visible and easily accessible position, and as near as possible to the entrance of the service mains. Upon an application being received in writing by the Council from a consumer in connection with the -accuracy or otherwise of their meter or meters copy of such application shall he forwarded to the Contractors who on receipt of the said application shall inspect thcAmetor, and if it is deemed necessary te&t same.

In the case of any dispute as to the accuracy of any meter or test thereof same shall be settled by the meter being forwarded to the engineering Labors tory of the Canterbury College, or such like independent institution, and the decision of the Professor or Professors in charge of such Department shall be accepted as final. The charges in connection with any meters tests which have been asked for by the consumers shall be as follows: — If the meter is proved to be accurate within o per centum the Council acting on behalf of the Consumer shall be: responsible for all costs, but if the error exceeds 5 per centum then the Contractors shall be responsible. DISTRIBUTION SYSTEM., Iron bark poles 29ft. Oin., 12in. by lliil. Totara poles, 25ft. Sin., by Sin. All poles for arc lamps being turned iron bark poles. 550 watt series Arc lamps power circuit- type edgewise wound. 250 watt series Arc lamps power circuit type edgewise wound. Brackets for attaching to poles for carrying arc lamps. Brackets for attaching to poles for carrying incandescent lamps fitted with reflectors. Incandescent Lamps, 30 candle power. Incandescent ordinary type. Incandescent with Tantalum Filament. Cables and Wires. JOHN L. SCOTT. Signed, Sealed and Delivered by the said JOHN LEE SCOTT, in" tjie presence of J. AY. STRINGER, Solicitor, Christchurch. GEORGE SCOTT. Signed, Sealed and Delivered by the said GEORGE SCOTT, in the presence of J. W. STRINGER, Solicitor, Christchurch.