Bea Mountain Mining Corporation can extend the term for a maximum of 25 years if there is commercial value of the remaining deposit and after notifying the government 1 year in advance from the expiry of the termination date. Within 90 days after serving notice, Bea Mountain Mining Corporation should provide the government with a feasibility report describing the type and quantity of minerals that might exist in the contract area, the proposed production plan and a detailed description of the proposed mining and processing methods, tire design, cost and construction schedules for the proposed facilities and equipment, the financing arrangements contemplated, and the best of when the minerals will cease to exist.
Environmental impact assessment and management plan
Bea Mountain Mining Corporation must submit to the minister and the EPA, an environmental and social impact assessment and an environmental and social management plan, for approval, before the commencement of exploration and production. The plans should satisfy the procedures and requirements set out in the environment management plan, EIA procedural guidelines, international standards and all other applicable laws with respect to individuals, communities and towns that will be affected by mining and construction activities. Bea Mountain Mining Corporation should at minimum identify pre-existing environmental conditions and set forth detailed plans for the mitigation of environmental harm attributable to and the restoration of the environment to the extent affected by the implementation of mining exploration and production.
Bea Mountain Mining Corporation should take reasonable preventive, corrective and restorative measures to limit pollution or contamination of natural resources and the atmosphere as a result of its operations. It should undertake reasonable efforts as per international standards, to restore the terrain usable state for economically and socially desirable purposes. It should level the surface if leveling is not reasonable and contour, grade and terrace all exposed artificial gradients and declivities created as a result of operations. It should reopen natural watercourses and engage in reforestation activities in areas where operations have caused large-scale felling of trees. Bea Mountain Mining Corporation should from time to time submit plans to the government detailing actions for the protection, correction and restoration of the water, land and the atmosphere
Bea Mountain Mining Corporation and its associates are entitled to use and provide water in accordance with law regulating such use as required for operations. In case it purchases water from the government for its operations, it shall be charged at the lowest rates applicable to industrial users.
Bea Mountain Mining Corporation should have its books of account audited within 3 months or within the period approved by the minister of finance, after the close of each financial year by an independent auditor selected by Bea Mountain Mining Corporation. Bea Mountain Mining Corporation should furnish a copy of the annual financial statement to the government within 20 days after its receipt. The government has the right to freely discuss with the auditor the result of audits and certifications, and Bea Mountain Mining Corporation should cooperate with such discussions. If the government audits the books of accounts, it must give Bea Mountain Mining Corporation a copy of the audit report within 45 days of receipt. In case a review of records or books outside of Liberia is required, Bea Mountain Mining Corporation should cooperate to provide the government with copies of the information, books and records needed to complete the audit. If the government deems it necessary for any part of the audit to be performed outside of Liberia, the cost of associated travel will be borne by the government.
Bea Mountain Mining Corporation should pay taxes and duties as required under applicable under law or as provided under this Contract. This contract supersedes any provision under the revenue code. The taxes and duties under this contract are stabilized for 15 years from the effective date, after which the taxes and duties could be reduced should the government reduce the generally applicable taxes and duties below those granted to Bea Mountain Mining Corporation.
Bea Mountain Mining Corporation is liable to pay taxes on its net taxable income including capital gains. For 15 years from effective date, the income tax rate shall not exceed 25%. In computing taxable income, losses from the previous year to the extent not used to offset taxable income in the previous year, can be used as deductions from gross income. This should not exceed 5 years. All costs incurred and paid for by Bea Mountain Mining Corporation prior to the effective date shall be capitalized and amortized over 5 years from the effective date and can be deducted from gross income.
Within 180 days after the expiration of the final term of the exploration license, Bea Mountain Mining Corporation should notify the minister if 10% shares of its stock is offered to any other person. The license should be available for purchase by Liberian citizens at fair market value and upon reasonable terms and should remain open for 120 days.
Bea Mountain Mining Corporation should pay the government royalty at the percentage rate specified from the sale of minerals from the production area. For gold, silver and diamonds- 3%. For all other minerals - as agreed but cannot exceed 5%. The royalty will be determined on a net smelter return basis for gold, silver, and gross revenue basis for diamonds. The payment should be made within 30 days after the end of the month in which the minerals were shipped and in US$.
Bea Mountain Mining Corporation should contribute the following into a community development fund; US$ 100,000 for contrat year 1 and 2, US$ 150,000 for contract years 3 and 4, US$ 200,000 for contract years 5 to 10 and US$ 250,000 from contract year 11 until end of the original term. The funds are payable to the government on or before February 1st of each period when the payment is due.
Employment practices of Bea Mountain Mining Corporation should conform to labor practices and other applicable laws. Bea Mountain Mining Corporation cannot hire individuals who are not citizens of Liberia for unskilled labor positions. It should employ and give preference to employment of qualified citizens of Liberia for financial, accounting, technical, administrative, supervisory, managerial, executive and other skilled positions when they are available. There should be a progressive implementation of an employment schedule with the aim that citizens of Liberia will hold at least 30% of all management positions including 30% of its ten most senior positions within 8 years of the initial grant of the mining license. At least 70% of all management positions including 70% of ten most senior positions in Bea Mountain Mining Corporation should be Liberian citizens within fifteen years of the grant date of the mining license.
When purchasing goods and services related to operations, Bea Mountain Mining Corporation must instruct its contractors to procure goods and materials by giving preference to those produced by Liberian citizens residing in Liberia or from public entities incorporated in Liberia. In case where it cannot demonstrate that it is not reasonable and economically practicable to do so, such a requirement does not exist. Bea Mountain Mining Corporation should submit to the minister a plan for procurement of local goods and services by its contractors identifying the potential for local suppliers, contractors and service providers to service the project, identifying key interventions to grow the minerals input industrial sector, and setting out a project local purchase plan with clear milestones identified in terms of an increasing percentage of local purchases of goods and services.
Within 180 days, Bea Mountain Mining Corporation should provide the ministry with a project linkages plan for the periods prior and after the commencement of mine construction. The plan should set out a local project purchase plan with clear milestones identifying an increasing percentage of local purchases of good and services and providing for bidding preferences for local suppliers, contractors and service providers.
Bea Mountain Mining Corporation should establish a capacity development program to provide undergraduate and graduate training abroad for its Liberian staff and qualified Liberians in order to train them for financial, accounting, supervisory, managerial, executive positions and other skilled positions. It should also establish vocational training facilities, provide on-the-job training and utilize whatever other measures are necessary and reasonable to build capacity and transfer knowledge and skills to Liberian employees to enable them to work in skilled trades and to supervise other tradesmen and laborers. Bea Mountain Mining Corporation agrees to hire and train Liberian geologists, including funding their CRIRSCO accreditation as and when they qualify.
The parties agree that this contract will be periodically reviewed once every five years from the commencement of production for the purpose of good faith discussions and if any modifications to the contract are necessary due to substantial changes in circumstances which may have occurred during the previous five years.
Bea Mountain Mining Corporation should maintain and manage the security of its assets in the production area and in the immediate vicinity where it maintains property and assets, directly or by way of contract with a security services provider. Maintenance should be in accordance with laws, rules and regulations set by the ministry of justice relating to security forces. Security forces should not bear arms and are subject to the authority of Liberian national police. In case there is a necessity to have armed guards, Bea Mountain Mining Corporation should make a written request to the government. The government should provide armed guards at the cost of Bea Mountain Mining Corporation.
As of the effective date, the exploration minimum expenditures have been deemed to be met. If Bea Mountain Mining Corporation adds any additional area to the contract area, it should incur at least US$ 1.40 per acre of additional area in connection with exploration costs and expenses.
Any dispute between the government and Bea Mountain Mining Corporation in relation to this contract, its validity, interpretation, termination, enforceability or breach of this contract, for which resolution by submission to an independent expert is not provided in this should be settled by arbitration, pursuant to the rules of UNCITRAL. The arbitral tribunal should consist of 1 arbitrator to be appointed by the government and 1 arbitrator to be appointed by Bea Mountain Mining Corporation and one 1 arbitrator appointed jointly by the first two arbitrators and cannot be a citizen of a country to which either party belongs and should not have an interest in the matter in dispute. The arbitration proceedings should beheld in Monrovia, Liberia or London, United Kingdom, and shall be conducted in the English language.
All information exchanged between Bea Mountain Mining Corporation and the government under this contract is considered and treated as confidential information. The parties cannot divulge confidential information to any other person without prior written consent of the other party, which consent should not be unreasonably withheld. This provisions does not apply to information available in the public domain or information exchnged by the parties which Bea Mountain Mining Corporation is required to reveal to any other person as per law.
This contract should be interpreted in accordance with the laws, rules, principles of international law as applicable, particularly with respect to investments by one country in another country. In the event of a conflict of rights under this contract with any other law, this contract will supersede other laws.
Taxes and duties under this contract will be stabilized for a period of 15 years from the effective date after which the government should reduce the applicable taxes and duties.