The Mukaya Payam Cooperative must use its commercially reasonable best efforts to identify the land for Nile Trading & Development, who must then use its commercially reasonable best efforts to carry out a land survey and compare the results with other available maps prepared by the United Nations and/or archived in the United Kingdom. After this the cooperative and Nile Trading & Development are to agree on the land being leased, and a legal description is to be annexed to the contract and made a part of the contract.
Environmental impact assessment and management plan
Nile Trading & Development agrees that the substantial majority of the land within the leased land from which trees are harvested is to be subject to a reforestation or agricultural cultivation programme
Nile Trading & Development will pay all taxes due to central and local governments in Southern Sudan. The Mukaya Payam Cooperative will assist Nile Trading & Development in seeking exemptions from taxes and/or duties on capital investments made in Southern Sudan, on the importation of capital equipment and other tax abatements that Nile Trading & Development may deem necessary or appropriate to permit it to implement its permitted activities.
The Mukaya Payam Cooperative is to assist Nile Trading & Development in seeking exemptions from taxes and/or duties on capital investments made in Southern Sudan, on the importation of capital equipment and other tax abatements that Nile Trading & Development may deem necessary or appropriate to permit it to implement its permitted activities
Any profits generated by Nile Trading & Development in respect of the leased land are to be divided as follows: initially, and through 2012, 60% to Nile Trading & Development and 40% to the Mukaya Payam Cooperative; from 2013-2017, 58% to Nile Trading & Development and 42% to the Mukaya Payam Cooperative; from 2018-2022, 56% to Nile Trading & Development and 44% to the Mukaya Payam Cooperative; from 2023-2027, 54% to Nile Trading & Development and 46% to the Mukaya Payam Cooperative; from 2028-2032, 52% to Nile Trading & Development and 48% to the Mukaya Payam Cooperative; and from 2033 through the remainder of the term of the contract, 50% to Nile Trading & Development and 50% to the Mukaya Payam Cooperative
Nile Trading & Development is to use its commercially reasonable best efforts to enhance the lifestyles of the communities within or adjacent to the leased land in which it conducts its activities. Nile Trading & Development is to use its commercially reasonable best efforts to assist in the provision by the Government of Southern Sudan of social and educational services for the benefit of the communities, with Nile Trading & Development providing (or causing its sublessees and/or sublicensees to provide) training and apprenticeships to local employees in the business activities it undertakes with the leased land.
Nile Trading & Development is to use its commercially reasonable best efforts to assist in the provision by the Government of Southern Sudan of social and educational services for the benefit of the communities, with Nile Trading & Development providing (or causing its sublessees and/or sublicensees to provide) training and apprenticeships to local employees in the business activities it undertakes with the leased land
Nile Trading & Development agrees that the substantial majority of the land within the leased land from which trees are harvested are to be subject to a reforestation or agricultural cultivation programme
Nile Trading & Development has the right to develop, produce and exploit the timber and forestry resources, including harvesting current tree growth, planting and harvesting megafolia-paulownia palm oil trees and other hardwood trees and to develop wood-based industries. Nile Trading & Development has the right to cultivate the jetropha plant and palm oil trees. Nile Trading & Development may undertake any other activity permitted by the laws of Southern Sudan on the leased land, including to explore, develop, mine and exploit petroleum, natural gas and other hydrocarbon resources and other minerals. Nile Trading & Development may engage in power generation activities on the leased land.
All disputes, differences, controversies or claims arising out of or in connection with the contract are to be finally settled under the Rules of Conciliation and Arbitration of the International Chamber of Commerce ('ICC') by a single arbitrator appointed by agreement of the parties, or in accordance with the ICC rules. Arbitration proceedings may be commenced by any party by notice to the other party. Expenses are to be borne by the respective parties, unless determined otherwise by the arbitrator. The venue for arbitration will be London, England or any other venue mutually agreed to by the parties. The arbitration is to be conducted in English. Any right of appeal to any court on the merits of the dispute is excluded.
Nile Trading & Development has the right to sublease any part or all of the leased land or sublicense any right to undertake activities on the leased land to third parties. Nile Trading & Development has the right to assign the Lease to any affiliated entity, provided it gives written notice.
The contract and its associated rights and obligations is governed by and construed in accordance with the domestic substantive law of Southern Sudan, without giving effect to any choice or conflict of law provision or rule that would cause the application of the laws of any other jurisdiction. In the absence of any applicable substantive law of Southern Sudan, the governing law will be the domestic substantive laws of England and Wales.