D.—3

4

granted to it in accordance with the said provisions, the legal estate being antevested to the date of selection when the company shall so require or direct, but so that each separate selection shall— unless with the consent of the Queen —be granted to the company in one grant only; and the whole of such lands earned by the company, or to which it shall have become entitled, shall be granted to the company within two years from the first day of January, one thousand eight hundred and ninety-three. 11. Save as provided by the last-preceding clause, the rights of the company to select and acquire lands shall absolutely cease and determine from the date hereof. 12. In consideration of the surrender by the company of such rights, the Queen shall pay to the company New Zealand Government 3-J-per-cent. debenture bonds in lieu of the present land-grant allocated to each section of line. These payments to be made at the head office of the company in London, and in sums equal to the amount of the monthly certificate of expenditure, and each payment to be made to the company within thirty days of the date of the certificate of the Engineer to the company. The bonds to be calculated at the current market price of the day of issue of each bond, and to be free from all deductions or taxation of any sort or kind whatsoever, and to form part of and subject to no other terms and conditions than the other public debt of the Colony of New Zealand. 13 If the Queen and the company shall not, within one year after the opening of the main line for traffic, enter into a contract for the construction of the Buller line, the powers of the company to construct the Buller line shall cease, and if the Queen shall hereafter construct that line the company shall afford the Queen reasonable and proper traffic facilities in their Beefton Station. 14. The Queen shall give to the company, and the company shall give to the Queen, mutual running-powers and terminal facilities over the respective lines of railway of the Queen and the company for carrying traffic on the line of the one party through or on to the line of the other party, and in particular shall give the company access to the ports of Lyttelton, Nelson, and Greymouth, and to the Government termini at such ports and at Christchurch; but neither party shall have the right to compete with the other party by carrying on the line of the other party traffic originating and terminating on such line. The terms and conditions under which such run-ning-powers and terminal facilities shall operate shall be set out in an agreement, or, if the parties cannot agree, the form and contents of such agreement shall be determined by arbitration, and while no agreement is in existence binding on the parties, then on terms to be prescribed by regulations to be made by the Governor. 15. All by-laws and regulations made for the conduct of traffic on the railway, and for the working and management thereof, shall from time to time be subject to approval by the Governor; and, subject thereto, the maximum tolls, fares, rates, and rents to be charged by the company for the carriage upon the said railway of passengers, produce, animals, goods, merchandise, articles, matters, and things, and for the storage of goods in any of the company's sheds or warehouses, shall not exceed the scale set forth in the schedule hereto attached, with 25 per centum added thereto. 16. The company shall be at liberty at any time to reduce the said tolls, fares, rates, and rents, or any of them. 17. The company shall not be chargeable with any rates, taxes, charges, or duties other than such as may be levied by the New Zealand Government direct; and any and all such rates, taxes, charges, and duties shall be assessed upon the income of the company, and not upon the capital value of its railways or property. 18. If the company shall not be able to construct and finish the main line within the period hereinbefore limited in that behalf, the Governor in Council may, by writing indorsed on these presents, if satisfied that the delay has not been caused by the wilful default or neglect of the company, extend the said period, or the period mentioned in clause 10 hereof, for such time as he shall deem reasonable, and any such extension may be made although the period to be extended has not yet expired, or may be made after such expiration. 19. The power of purchase conferred upon the Governor by " The Eailways Construction and Land Act, 1881," and " The East and West Coast (Middle Island) and Nelson Eailway and Eailways Construction Act, 1884," may be exercised at any time after the expiration of ten years from the completion of the main line. 20. In the event of the purchase of the main line or any portion of the railway by the Queen, or on her behalf, in accordance with the Acts relating thereto, the price to be paid for such purchase shall be the capital cost price to .the company, in addition the Queen to pay to the company interest during construction as provided in. clause 44 of the contract of 3rd August, 1888; such price to be payable at the company's head office in cash, or in New Zealand Government bonds bearing interest at the rate of £3 10s. per centum per annum, and forming a part of and subject to no other terms and conditions than the other public debt of the Colony of New Zealand. Clause 21 of existing contract re construction of water-races to be retained. 22. The company shall always be represented in New Zealand by a person or persons duly appointed under Part VIII. of " The Companies Act, 1882," empowered to sue and be sued on behalf of the company in the Courts of the colony, and to execute deeds and instruments, and generally to act for and on behalf of the company within the colony; and it shall not be competent for the company to sue the Queen, or any person on her behalf, in any Court elsewhere than in the Courts of the colony, nor shall any arbitration proceedings be commenced, carried on, or concluded elsewhere than in the said colony. If at any time the company shall not be so represented, it shall not, so long as not so represented, be entitled to any rights, powers, or privileges conferred by these presents, or any Other contract or Act relating to the said railway, and may be compelled, on application to the