7.11  Operator

(a)  (Delegation): In accordance with clause 7.2(f), the State delegates the powers and authorities that are conferred upon the Operator by this Deed to the Operator.

(b)  (Replacement): The State may at any time and from time to time:

(i)  dissolve an Operator, change the name of an Operator, replace an Operator, appoint a new Operator, confer or impose new powers, duties or functions on an Operator, change or terminate any or all powers of an Operator, or terminate an Operator; or

(ii)  by itself or by its nominee, exercise or discharge any power, duty or function that is conferred or imposed on an Operator and will give notice to Project Co as soon as practicable if it does so.

(c)  (Project Co assistance): Upon receiving a notice pursuant to clause 7.11(b), Project Co must promptly provide such assistance as is reasonably required by the State to facilitate any changes or adjustments to accommodate the delivery of the Services as a result of the actions of the State under clause 7.11(b).

(d)  (Powers): The Operator:

(i)  may exercise the powers and authority that are conferred upon the Operator by this Deed;

(ii)  may exercise such other power or authority of the State under any Project Document to which the State is a party which is lawfully delegated to the Operator by the State and notified to Project Co (including any conditions applying to that delegated power); and

(iii)  acts as the agent for the State under any Project Document to which the State is a party, only to the extent:

A.  that the Operator is exercising the powers and authority conferred upon the Operator by this Deed; or

B.  notified to Project Co in accordance with clause 7.11(d)(ii).

(e)  (Operator Representative):

(i)  Project Co acknowledges and agrees that:

A.  the Operator has delegated the exercise of any power or authority of the Operator under this Deed to the Operator's Representative and may vary or terminate that delegation from time to time; and

B.  the Operator may at any time delegate the exercise of any power or authority of the Operator under this Deed to any person other than the Operator's Representative and may vary or terminate that delegation from time to time.

(ii)  The State will procure that the Operator promptly notifies Project Co of the identity of each delegate, the powers and authority delegated (including any conditions applying to the delegated power) and any termination or variation of any delegation.