for the operation of the Development being an asphalt cement terminal and asphalt emulsion blending facility located at pt SW ¼ Section 16 Township 11 Range 4, parcel "A" Plan 39996 WLTO, off Day Street in the Rural Municipality of Springfield, in accordance with the Proposal under The Environment Act dated November 23, 2001, and the additional information received on January 24, 2002 and subject to the following specifications, limits, terms and conditions:

In this Licence,

"accredited laboratory" means facilities accredited by the Standard Council of Canada (SCC), or facilities accredited by another accrediting agency recognized by Manitoba Conservation to be equivalent to the SCC, or facilities which can demonstrate to Manitoba Conservation, upon request, that quality assurance/quality control (QA/QC) procedures are in place equivalent to accreditation based on the Canadian Standard Can/CSA-Z753, extension of the international standard ISO 9000, Guide 25;

"affected area" means a geographical area, excluding the property of the Development;

"approved" means approved by the Director in writing;

"Director" means an employee so designated pursuant to The Environment Act;

"noise nuisance" means a continuous or repeated noise in an affected area, which is offensive, obnoxious, troublesome, annoying, unpleasant, or disagreeable to a person:

1. residing in an affected area;
2. working in an affected area; or
3. present at a location in an affected area which is normally open to the members of the public;

if the noise

4. is the subject of at least 5 written complaints, received by the Director in a form satisfactory to the Director, and within a 90 day period, from 5 different persons falling within clauses a), b), or c), who do not live in the same household; or
5. is the subject of at least one written complaint, received by the Director in a form satisfactory to the Director, from a person falling within clauses a), b) or c), and the Director is of the opinion that if the noise had occurred in a more densely populated area there would have been at least 5 written complaints received within a 90-day period, from 5 different persons who do not live in the same household;

"odour nuisance" means a continuous or repeated odour, smell or aroma, in an affected area, which is offensive, obnoxious, troublesome, annoying, unpleasant, or disagreeable to a person:

1. residing in an affected area;
2. working in an affected area; or
3. present at a location in an affected area which is normally open to the members of the public;

if the odour, smell or aroma

4. is the subject of at least 5 written complaints, received by the Director in a form satisfactory to the Director, and within a 90 day period, from 5 different persons falling within clauses a), b), or c), who do not live in the same household; or
5. is the subject of at least one written complaint, received by the Director in a form satisfactory to the Director, from a person falling within clauses a), b), or c), and the Director is of the opinion that if the unwanted odour, smell of aroma had occurred in a more densely populated area there would have been at least 5 written complaints received within a 90 day period from 5 different persons who do not live in the same household;

"opacity" means the degree to which emissions reduce the transmission of light and obscure the view of an object in the background;

"particulate matter" means any finely divided liquid or solid matter other than water droplets;

"particulate residue" means that part or portion of an atmospheric emission which is deposited onto a surface; and

"wastewater" means any liquid containing a pollutant as defined in The Environment Act, associated with or resulting from the development. Uncontaminated rain water is not wastewater.

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 implement a high standard of equipment maintenance and good housekeeping and operational practices with respect to the Development, at all times.
   
   
2. The Licencee shall, upon the request of the Director and in addition to any of the limits, terms or conditions specified in this Licence:

1. sample, monitor, analyze and/or investigate specific areas of concern regarding any segment, component or aspect of pollutant storage, containment, treatment, handling, disposal or emission systems, for such pollutants or ambient quality, aquatic toxicity, leachate characteristics and discharge or emission rates, for such duration and at such frequencies as may be specified;
2. determine the environmental impact associated with the release of any pollutants from the Development; or
3. provide the Director, within such time as may be specified, with such reports, drawings, specifications, analytical data, descriptions of sampling and analytical procedures being used, bioassay data, flow rate measurements and such other information as may from time to time be requested.

3. The Licencee shall, unless otherwise specified in this Licence:

1. carry out all sampling of, and preservation and analyses on, water, soil or air samples in accordance with methodologies approved by the Director;
2. ensure that all analytical determinations are undertaken by an accredited laboratory; and
3. report the results to the Director within 60 days of the samples being taken.

4. The Licencee shall provide to the Director, upon request, all information required under this Licence, in writing and in such form and content (including number of copies), as may be specified by the Director.
   
   
5. The Licencee shall ensure that the perimeter of the Development is fenced.

Respecting Construction Activities

6. The Licencee shall ensure that there is no burial of any construction waste at the Development.
   
   
7. The Licencee shall ensure that there is no burning of any construction waste at the Development.
   
   
8. The Licencee shall ensure that any construction waste is recycled and reused wherever possible, or disposed of at a waste disposal ground operating either under a permit issued pursuant to Manitoba Regulation 150/91 Waste Disposal Grounds Regulation or a Licence issued pursuant to The Environment Act.
   
   
9. The Licencee shall implement measures to prevent or minimize the entrainment of particulate matter in the air during construction of the Development.
   
   
10. The Licencee shall implement measures as outlined in the document Environmental Code of Good Practice for General Construction (EPS 1-EC-80-1) to prevent or minimize the entrainment of particulate matter in any runoff during construction of the Development.

Respecting Asphalt Emulsion Production

11. The Licencee shall ensure that whenever products are being transferred to or from a vehicle, or to or from a storage tank, or to or from drums, the transfer is supervised by trained personnel at all times and in such a manner that the flow of products can be immediately shut off, if necessary.
    
    
12. The Licencee shall grade, dike or curb all areas where products are stored, loaded, blended, transferred or otherwise handled in a manner and using materials approved by the Director, such that all product spillage and contaminated run-off water from these areas is contained within the Development.
    
    
13. The Licencee shall create and maintain a current duplicate inventory of all products stored at the Development, with one copy stored at the premises of the Development, and the other copy stored at a location off-site from the Development.

Respecting Tanks/Storage

14. The Licencee shall ensure that all storage vessels and spill containment systems are visually inspected for leakage on a weekly schedule, and shall keep a log book of all inspections on site for inspection by an Environment Officer.
    
    
15. The Licencee shall ensure that all storage vessels meet the standards specified in the Environment Act Proposal dated November 23, 2001.
    
    
16. The Licencee shall ensure that all fuel oil storage vessels are registered with Manitoba Conservation and are in compliance with Manitoba Regulation 188/2001 Storage and Handling of Petroleum Products and Allied Products Regulation.

Respecting Water Emissions

17. The Licencee shall ensure that the Development is adequately diked and that collector sumps are installed to collect surface runoff. The Licencee shall contact the Red River Regional Office in Winnipeg for approval to discharge the liquid in the collector sumps to the Rural Municipality of Springfield ditch system.
    
    
18. The Licencee shall ensure that all wastewater generated as a result of any activity at the development is collected for use as process water in the manufacture of asphalt emulsion.
    
    
19. The Licencee shall direct all sanitary wastes to a holding tank properly designed to contain sanitary wastes and shall ensure that the sanitary waste is hauled to an approved wastewater treatment facility.

Respecting Spills

20. The Licencee shall contain on the Development:

1. any on-site spill;
2. wastewater generated from any response action due to a spill; and
3. contaminated water resulting from the extinguishing of any fire.

21. The Licencee shall contain and clean up immediately any spill to prevent soil, surface water or ground water contamination.
    
    
22. The Licencee shall immediately report all spills or release of contaminants as required under Manitoba Regulation 439/87 Environmental Accident Reporting Regulation to the 24 hour emergency response line of the Department in Winnipeg at (204) 944-4888, and ensure that all necessary actions are immediately taken to contain the release, leak, or spill, to manage the impacted environment, and to restore the environment to the satisfaction of an Environment Officer or the Director.
    
    
23. The Licencee shall ensure that all spills in excess of 5 litres, but less than 100 litres, at the Development are reported within one working day to the Red River Region Office in Winnipeg at (204) 945-7100.

Respecting Financial Assurance/Insurance

24. The Licencee shall, at least 30 days prior to the operation of the Development:

1. provide the Director with written proof of Environmental Impairment Liability Insurance providing coverage for the operations associated with the Development. The minimum limit for this insurance shall be $1,000,000 per occurrence or claim; or
2. provide the Director with:

1. an irrevocable Letter of Credit from a licenced Canadian financial institution for the minimum amount of $1,000,000, if no "sudden and accidental" pollution liability insurance is provided for the Development; or
2. an irrevocable Letter of Credit from a licenced Canadian financial institution for the minimum amount of $500,000, if "sudden and accidental" pollution liability insurance is provided for the Development through the Commercial General Policy, subject to a minimum limit of $2,000,000 per occurrence or claim for this pollution liability coverage.

25. The Licencee shall, at least 30 days prior to operation of the Development, provide the Director with proof of Commercial General Liability Insurance for the Development and its operations providing coverage for third party bodily injury (including death) and accidental property damage subject to a minimum limit of $5,000,000 per occurrence.
    
    
26. The Licencee shall, at least 30 days prior to the operation of the Development, provide the Director with proof of Automobile Liability Insurance for all vehicles involved in the transport of product to and/or from the Development, providing minimum limits of $1,000,000 per occurrence.
    
    
27. The Licencee shall ensure that the terms and conditions of the required insurance coverages and/or Letters of Credit shall be satisfactory to the Director. All financial assurance shall be maintained for the duration of this Licence, and in the case of claims-made insurance coverages, for a minimum of 12 months following the expiry of this Licence. Renewal certificates shall be provided to the Director annually, unless the financial assurance document states in writing that it is an ongoing obligation.

Respecting Monitoring

28. The Licencee shall, within 60 days of a written request from the Director, submit a proposal for the approval of the Director for a monitoring program, including monitoring of fugitive emissions or ambient air quality for the following parameters:

1. particulate matter; and
2. any other parameters the Director may request.

29. The Licencee shall complete the monitoring program submitted pursuant to Clause 28 of this Licence in accordance with the approved proposal.
    
    
30. The Licencee shall submit to the Director within 90 days of receipt of the analytical results of the monitoring performed pursuant to Clause 28 of this Licence, a report that discusses the monitoring and results. This report shall address any potential health or environmental impacts beyond the boundaries of the Development that might be caused by the emissions studied.

Respecting Emission Control Equipment

31. The Licencee shall maintain and operate all emission control equipment to the specifications and recommendations of the manufacturer.
    
    
32. The Licencee shall maintain a log book for all maintenance activities and all downtimes of all emission control devices. The log book shall be kept at the Development and shall be available upon request for inspection by an Environment Officer. The log shall record, at minimum, the following:

1. identification of the unit and the processes it serves;
2. time/date of log entry;
3. nature of event;
4. time and duration of event;
5. action taken;
6. the accumulated downtime for these events for each calendar year; and
7. signature of employee/manager.

33. The Licencee shall not operate any processes with emissions, which are normally treated by the emission control equipment, if the emission control equipment is not properly maintained or is not operating to the specifications of the manufacturer.

Respecting Air Emissions

34. The Licencee shall not emit total reduced sulphur determined as hydrogen sulphide, total hydrocarbons, suspended particulate, or sulphur dioxide from the Development such that the ambient concentration of these emissions in air is in excess of:

1. 15 micrograms per cubic meter (one-hour average) for hydrogen sulphide at any time when measured at any point beyond the property line of the Development;
2. 5 micrograms per cubic meter (24-hour average) for hydrogen sulphide at any time when measured at any point beyond the property line of the Development;
3. 160 micrograms per cubic meter (3-hour average) for total hydrocarbons at any time when measured at any point beyond the property line of the Development;
4. 120 micrograms per cubic meter (24-hour average) for suspended particulate at any time when measured at any point beyond the property line of the Development;
5. 900 micrograms per cubic meter (one-hour average) for sulphur dioxide at any time when measured at any point beyond the property line of the Development; or
6. 300 micrograms per cubic meter (24-hour average) for sulphur dioxide at any time when measured at any point beyond the property line of the Development.

35. The Licencee shall not emit from the Development particulate matter in any air emission that:

1. exhibits a visible plume with an opacity of greater than 5 percent at any point beyond the property line of the Development; or
2. results in the deposition of visible particulate residue at any time beyond the property line of the Development.

36. The Licencee shall install the vapour recovery system described in the Environment Act Proposal dated November 23, 2001 prior to any transfer of asphalt cement from a storage tank to a tanker truck at the Development.
    
    
37. The Licencee shall not transfer any asphalt cement from a storage tank to a tanker truck at the Development unless the vapour recovery system is being operated.
    
    
38. The Licencee shall inform the Director at any time that the vapour recovery system is inoperable due to breakdown or any other cause and shall cease transfer of asphalt cement from a storage tank to a tanker truck at the Development unless otherwise given permission by the Director in writing.
    
    
39. The Licencee shall not cause or permit a noise nuisance to be created as a result of the construction, operation, or alteration of the Development, and shall take such steps as the Director may require to eliminate or mitigate a noise nuisance.
    
    
40. The Licencee shall not cause or permit an odour nuisance to be created as a result of the construction, operation, or alteration of the Development, and shall take such steps as the Director may require to eliminate or mitigate an odour nuisance.

Respecting Dangerous Goods and Hazardous Wastes

41. The Licencee shall store, handle and dispose of all dangerous goods and hazardous wastes used or generated at the Development in accordance with the provisions of The Manitoba Dangerous Goods Handling and Transportation Act (C.C.S.M. c. D12).
    
    
42. The Licencee shall not receive at the Development any hazardous waste from any generator off site of the Development.

Respecting Alteration/Closure

43. The Licencee shall obtain approval from the Director for any proposed alterations to the Development before proceeding with the alterations.
    
    
44. The Licencee shall, in the event that the Development is to be permanently closed as an asphalt cement terminal and asphalt emulsion blending facility, or is offered for sale, conduct an investigation, at the Licencee's cost, to the satisfaction of the Director, to identify any contamination which may have resulted from the operation of the Development.
    
    
45. The Licencee shall, where the investigation referred to in Clause 44 of this Licence shows that contamination of the environment has occurred, submit a remediation proposal to the Director and, upon approval of this proposal by the Director, the required remediation shall be carried out by the Licencee, at the Licencee's cost.

Respecting Emergency Planning

46. The Licencee shall submit to the Director for approval, at least 30 days prior to the operation of the Development, a contingency plan, in accordance with the Manitoba Industrial Accidents Council (MIAC) Industrial Emergency Response Planning Guide, outlining procedures to be used in the event of a leak, spill, fire, or other hazardous condition at the Development.

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, 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.

"original signed by"
Larry Strachan, P. Eng.
Director
Environment Act