Summary of contract

• Negotiation, representation, and other relevant context

  Agreement between the Chiefdom Council of Guara Chiefdom (Chiefdom Council) as the Lessors and Tropical Farms Plantation Limited as the Lessee. The Chiefdom Council is represented by the regent chief, the chiefdom speaker, and the section chief of Joru section (Preamble). The Chiefdom Council agrees to lease for 50 years, a parcel of land measuring 1344.77 acres to Tropical Farms Plantation for farming, agriculture and other ancillary purposes as well as agri-processing and logistics (Arts. 1, 2). The Chiefdom Council confirms that they are legally entitled to enter into this agreement and that they took independent legal advice (Art. 3). Tropical Farms agrees to pay solicitor’s fees incurred in the preparation of this agreement (Art. 2). The Chiefdom Council shall procure all consents necessary to enable Tropical Farms to carry out its operations on he demised land and shall not permit to be done anything which may be or become an inconvenience to Tropical Farms. The agreement is renewable for 21 years, provided that the rent for the option periods shall be negotiated and agreed subject to standard commercial terms (Art. 3) The rent will be reviewed every seven years (Art. 4).

• Governance, implementation, dispute resolution

  Tropical Farms Plantation will permit the Chiefdom Council, to inspect the demised land once per year. This agreement cannot be assigned without the prior consent of the Chiefdom Council and written approval of the Provincial Secretary provided that such consent shall not be unreasonably withheld. However, Tropical Farms Plantation does not need the Lessor’s consent to assign the agreement to its subsidiaries or parent companies (Arts. 2). It is the responsibility of the Chiefdom Council to publicize throughout the region as and when it shall deem fit all payments made by Tropical Farms or any development projects relating to its corporate social responsibility. The Chiefdom Council shall indemnify Tropical Farms in respect of all claims related to the distribution of rent or other money paid by Tropical Farms (Art. 3). If Tropical Farms Plantation is in arrears for 3 months or more, the Chiefdom Council may re-enter the demised land provided that Tropical Farms Plantation has had a reasonable period, in any case not less than 3 months, to remedy or rectify the breach. Tropical Farms has the option to suspend or terminate in whole or part this agreement in case of flood, civil disturbance or similar casualty. Any dispute in connection with this agreement may be referred to arbitration, which is subject to the Arbitration Act of Sierra Leone (Art. 4). Tropical Farms agrees to observe all native laws and customs which the Senior District Officer/Provincial Secretary requires Tropical Farms to observe (Art. 2(c)).

• Fiscal obligations: content

  The rent for the 1344.77 acres of land is Le 250,000 per year, for the entire 50 year term (Art. 1).

• Community development obligations: Local content

  Tropical Farms Plantation commits itself to employ local persons in preference to expatriates applying for the same vacancy provided that any such local person holds the required qualifications, experience, and know how (Art. 5). Tropical Farms commits to endeavour to train employees in a range of skills related to agricultural work, supporting the pursuit of academic qualifications where relevant (Art. 5). Tropical Farms Plantation will have the sole discretion to appoint such persons it deems necessary to carry out its projects (Art. 2).

• Community development obligations: Infrastructure and social services

  Tropical Farms Plantation commits itself to endeavour to assist in providing and supporting the primary and secondary education for local students living in the locality of the land under commercial development. Tropical Farms Plantation commits to endeavour to provide healthcare, housing, sanitation and water to all persons residing in the locality of the land under commercial development (Art. 5).

• Environmental and social protection

  Tropical Farms commits to adhering to all relevant national and international regulations relating to environmental protection using environmentally friendly practices consistent with Tropical Farm’s published social and environmental policies (Art. 5). If it is necessary to move small settlements for the project, Tropical Farms Plantation will consult with the Chiefdom Council and will assist in re-housing any displaced family in appropriate facilities within the locality. Tropical Farms Plantation will, in consultation with the Lessors identify and demarcate traditional reserves and sacred grounds (Art. 2).

• Other noteworthy clauses

  In the event that the law is changed to allow non-natives to own land in the Provinces, the Chiefdom Council shall offer for sale the land leased in this agreement to Tropical Farms who shall have the first right of refusal (Art. 4(d)).