44.4  Terms of Insurances

Project Co must ensure that each of the Insurances:

(a)  (insured persons): includes, as named insureds, all persons to whom the benefit of its cover is required to extend under this Deed as detailed in the Insurance Schedule;

(b)  (terms): contains terms that:

(i)  are acceptable to the State, such acceptance not to be unreasonably withheld; and

(ii)  to the extent applicable, are to the effect that the relevant insurer:

A.  does not require the State, any State Associate, any relevant Interface Party or any Indemnified IP Person to exhaust the indemnities given by Project Co or any Project Co Associate to them under any State Project Document, before the insurer will consider, accept or pay proceeds in respect of any claim under the Insurance;

B.  in the case of those Insurances where there is more than one Insured party (but excluding workers' compensation insurance or compulsory third party motor vehicle insurance), will not impute to any Insured any knowledge or intention or a state of mind possessed or allegedly possessed by any other Insured;

C.  in the case of Insurances under which the State or any State Associate are also Insureds, agrees that the interests of the Insured include the entire assets of the Project and waives any rights of subrogation which it may have against any Insured;

D.  in the case of liability Insurances, agrees to treat each Insured as a separate Insured as though a separate contract of insurance had been entered into with each of the Insureds, without increasing the applicable deductible or the overall limit of indemnity under the relevant Insurance; and

E.  except in relation to workers' compensation insurance and compulsory third party motor vehicle insurance, agrees that no reduction in limits or coverage affecting the Project or the Project Assets will be made during the period of insurance, except under the circumstances and to the extent permitted by the Insurance Contracts Act 1984 (Cth) or other applicable Law and with not less than 20 Business Days' prior notice to the State and Project Co;

(c)  (nature): is appropriate given the nature and objectives of the Project and the responsibilities and entitlements of the various Insureds in connection with this Deed;

(d)  (project specific): if stipulated in the Insurance Schedule, is effected on a project specific basis; and

(e)  (consistency): is consistent with the terms set out in the Insurance Schedule or, to the extent of any departure, has the State's written approval.