51.4  Restrictions on Project Co

(a)  (Restrictions): Project Co must not:

(i)  conduct any business other than the Project and the performance of its obligations and the exercise of its rights under the Project Documents;

(ii)  acquire or hold any property or incur any liability other than for the purposes of the Project;

(iii)  enter into contracts with, or assume or permit to subsist any liability in favour of, other Consortium Members, the Equity Investors, the Subcontractors or any Associates of any Consortium Member, Equity Investor or Subcontractor, other than as anticipated by the Project Documents; or

(iv)  engage in or become a member of any Tax consolidation arrangement contemplated by the Income Tax Assessment Act 1997 (Cth) or GST grouping arrangement contemplated by the GST Law,

without the State's written consent.

(b)  (Consent): The State must not unreasonably withhold its consent under clause 51.4(a)(iii) if the relevant transaction is on arm's length commercial terms.