IN ACCORDANCE WITH THE MANITOBA ENVIRONMENT ACT (C.C.S.M. c. E125)
THIS LICENCE IS ISSUED PURSUANT TO SECTION 10(1) TO:

THE CITY OF BRANDON; "the Licencee"

GENERAL TERMS AND CONDITIONS
This Section of the Licence contains requirements intended to provide guidance to the Licencee in implementing practices to ensure that the environment is maintained in such a manner as to sustain a high quality of life, including social and economic development, recreation and leisure for present and future Manitobans.
1. The Licencee shall, prior to the commencement of operation of the Development, receive the approval of the Director for final plans for the Development.

2. The Licencee shall ensure that the design, construction and operation of the municipal water supply is in accordance with Manitoba Regulations under the Public Health Act and all operating requirements as recommended by Manitoba Environment.

3. The Licencee shall ensure that, at all times commencing three years after the date of this Licence, at least one water treatment plant operator employed by the Licencee has successfully completed those modules relating to water treatment and water distribution in the Water and Waste Water Certificate Program offered by Red River Community College or equivalent.

4. The Licencee shall ensure that all used oil products and other regulated hazardous wastes generated by the machinery used in the construction and operation of the Development are collected and disposed of in accordance with applicable Manitoba Environment and legislation requirements.

5. The Licencee shall, prior to March 31, 1998, submit to the Director a discussion of water conservation measures in the City of Brandon. The discussion shall report on leak detection and water loss monitoring, metering, pricing, ongoing public awareness, measures to promote low water use devices and other measures which may be used to promote water conservation. The discussion shall also contain a schedule for the implementation of measures which are planned for adoption.
   SPECIFICATIONS, LIMITS, TERMS AND CONDITIONS

6. The Licencee shall notify the Park-West Region of Manitoba Environment not less than two weeks prior to beginning construction of the Development. The notification shall include the intended starting date of construction and the name of the contractor responsible for the construction.

7. The Licencee shall ensure that non-reusable demolition and construction debris from the Development is disposed of at a waste disposal ground operating under the authority of a permit issued under Manitoba Regulation 150/91 respecting Waste Disposal Grounds.

8. The Licencee shall ensure that fuel storage areas established for the construction and operation of the Development are located a minimum distance of 100 metres from any waterbody, and shall comply with the requirements of Manitoba Regulation 97/88R respecting Storage and Handling of Gasoline and Associated Products.

9. The Licencee shall conduct a plant effluent monitoring program as described in Clauses 10 to 13 for a period of two years commencing with the operation of the Development. The duration of the monitoring program may be varied by the Director if the results, in the opinion of the Director, indicate that a longer or shorter monitoring period is appropriate.

10. The Licencee shall, on a quarterly basis for the duration of the plant effluent monitoring program, collect grab samples at three locations approved by the Director. These locations shall be on the Assiniboine River above the effluent discharge point, in the effluent stream, and on the Assiniboine River below the effluent discharge point.

11. The Licencee shall transport the grab samples collected as required in Clause 10 to a certified laboratory approved by the Director for analysis. The samples shall be stored and transported in accordance with procedures specified by Manitoba Environment to ensure that the samples are suitable for analysis.

12. The Licencee shall, at a certified laboratory, have the samples required in Clause 10 analysed for the following parameters:
    
    1. pH;
       
    2. conductivity;
       
    3. total dissolved solids;
       
    4. total suspended solids;
       
    5. total alkalinity; and
       
    6. chlorine.

13. The Licencee shall, not more than 60 days after the results of each quarterly analysis are available, submit the results to the Director.

REVIEW AND REVOCATION
1. If, in the opinion of the Director, the Licencee has exceeded or is exceeding or has or is failing to meet the specifications, limits, terms, or conditions set out in this Licence, the Director may, temporarily or permanently, revoke this Licence.

2. If construction of the development has not commenced within three years of the date of this Licence, the Licence is revoked.

3. If, in the opinion of the Director, new evidence warrants a change in the specifications, limits, terms or conditions of this Licence, the Director may require the filing of a new proposal pursuant to Section 10 of The Environment Act.

Client File No.: 4262.00