Common use of Obligations at Completion Clause in Contracts

Obligations at Completion. At Completion each of Rio Tinto and BHP Billiton must: (a) execute, deliver and, where relevant, complete the Completion Documents (other than any previously executed and delivered under clause 2.1(g)) (and cause any Rio Tinto Group entity or BHP Billiton Group entity named as a party to a Completion Document to execute, deliver and, where relevant, complete it (as applicable) (other than any previously executed and delivered under clause 2.1(g)); (b) procure that BHP Billiton Minerals Pty Ltd and Hamersley Holdings Limited cause the Manager to execute, deliver and, where relevant, complete the Completion Documents to which it is a party; (c) as Proposing Party, provide a notice (the Capital Projects Notice) to the other (the Receiving Party) specifying any New Capital Expansion Project, being: (i) any expansion capital project in respect of a Relevant Period Iron Ore Asset that is not listed in Schedule 4 which is in execution at the time of Completion (an Additional Capital Project), including a copy of the completed Feasibility Study relating to that project (together with, subject to antitrust Law, the financial model, study reports and supporting information that were generated by the Proposing Party in connection with the Feasibility Study); or Implementation Agreement * * *Pursuant to a request for confidential treatment filed with the Securities and Exchange Commission, confidential portions of this exhibit have been omitted and filed separately with the Securities and Exchange Commission (d) discharge all of its other obligations arising on Completion under any Transaction Document; (e) procure that: (i) each of the Rio Tinto Owner and the BHP Billiton Owner subscribes for Debentures; and (ii) each of the BHP Billiton Issuer and the Rio Tinto Issuer issues Debentures, in accordance with clauses 7.1 to 7.3 (inclusive); and (f) establish the Owners’ Council pursuant to clause 3.1 of the Joint Venture Agreement and ensure that a duly convened Owners’ Council meeting is held at which a quorum is present for the purposes of passing the Owners’ Council Completion Resolutions.

Obligations at Completion. At Completion each of Rio Tinto and BHP Billiton must: (a) execute, deliver and, where relevant, complete the Completion Documents (other than any previously executed and delivered under clause 2.1(g)) (and cause any Rio Tinto Group entity or BHP Billiton Group entity named as a party to a Completion Document to execute, deliver and, where relevant, complete it (as applicable) (other than any previously executed and delivered under clause 2.1(g)); (b) procure that BHP Billiton Minerals Pty Ltd and Hamersley Holdings Limited cause the Manager to execute, deliver and, where relevant, complete the Completion Documents to which it is a party; (c) as Proposing Party, provide a notice (the Capital Projects Notice) to the other (the Receiving Party) specifying any New Capital Expansion Project, being: (i) any expansion capital project in respect of a Relevant Period Iron Ore Asset that is not listed in Schedule 4 which is in execution at the time of Completion (an Additional Capital Project), including a copy of the completed Feasibility Study relating to that project (together with, subject to antitrust Law, the financial model, study reports and supporting information that were generated by the Proposing Party in connection with the Feasibility Study); or Implementation Agreement * * *Pursuant to a request for confidential treatment filed with the Securities and Exchange Commission, confidential portions of this exhibit have been omitted and filed separately with the Securities and Exchange Commissionor (d) discharge all of its other obligations arising on Completion under any Transaction Document; (e) procure that: (i) each of the Rio Tinto Owner and the BHP Billiton Owner subscribes for Debentures; and (ii) each of the BHP Billiton Issuer and the Rio Tinto Issuer issues Debentures, in accordance with clauses 7.1 to 7.3 (inclusive); and (f) establish the Owners’ Council pursuant to clause 3.1 of the Joint Venture Agreement and ensure that a duly convened Owners’ Council meeting is held at which a quorum is present for the purposes of passing the Owners’ Council Completion Resolutions.

Obligations at Completion. At Completion each of Rio Tinto and BHP Billiton must8.1 On Completion, the Vendors must deliver to Goldbelt: (a1) execute, deliver and, where relevant, complete the Completion Documents RWA Share Transfer Form duly executed by AGF; (2) the A▇▇▇▇▇ ▇▇▇▇▇ Share Transfer Form duly executed by O▇▇▇▇ ▇▇▇▇▇▇; (3) the L▇▇▇▇▇▇▇ ▇▇▇▇▇ Share Transfer Form duly executed by R▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇; (4) the RWA Debt Deed of Assignment duly executed by Resolute; (5) resignations in writing of each Resigning Officer; (6) any other than any previously executed and document delivered under clause 2.1(g)) (and cause any Rio Tinto Group entity or BHP Billiton Group entity named as a party to a Completion Document to execute, deliver and, where relevant, complete it (as applicable) (other than any previously executed and delivered under clause 2.1(g)the Vendors in accordance with section 6.1(8); (b7) procure that BHP Billiton Minerals Pty Ltd all corporate records and Hamersley Holdings Limited cause books of account of RWA and RWASA in the Manager to executepossession, deliver and, where relevant, complete custody or control of AGF in accordance with the Completion Documents to which it is a partyRecords Delivery Notice; (c) as Proposing Party8) any common seals of RWA and RWASA in the possession, provide a notice (the Capital Projects Notice) to the other (the Receiving Party) specifying any New Capital Expansion Project, being: (i) any expansion capital project custody or control of AGF in respect of a Relevant Period Iron Ore Asset that is not listed in Schedule 4 which is in execution at the time of Completion (an Additional Capital Project), including a copy of the completed Feasibility Study relating to that project (together with, subject to antitrust Law, the financial model, study reports and supporting information that were generated by the Proposing Party in connection accordance with the Feasibility Study); or Implementation Agreement * * *Pursuant to a request for confidential treatment filed with the Securities and Exchange Commission, confidential portions of this exhibit have been omitted and filed separately with the Securities and Exchange Commission (d) discharge all of its other obligations arising on Completion under any Transaction DocumentCommon Seals Delivery Notice; (e9) procure that:share certificates representing all the outstanding shares of RWA and RWASA duly endorsed for transfer to Goldbelt; (i10) each such other documents as Goldbelt may reasonably request including satisfactory evidence of title to the Rio Tinto Owner and the BHP Billiton Owner subscribes for Debenturesproperty of Goldbelt; (11) all Mining Information; and (ii12) each delivery of such other documents as Goldbelt may reasonably request. 8.2 On Completion, Goldbelt must deliver to the BHP Billiton Issuer and Vendors: (1) a bank draft or certified cheque payable to AGF in the Rio Tinto Issuer issues Debentures, in accordance with clauses 7.1 to 7.3 (inclusive)amount of US$1,500,000; and (f2) establish certificates representing the Owners’ Council Goldbelt Shares and Goldbelt Warrants to which Resolute is entitled pursuant to clause 3.1 Section 5 based on the number and price of the Joint Venture Agreement Placement Shares and ensure Placement Warrants issued prior to or concurrently with Completion; (3) such documents as may be reasonably necessary to evidence that a duly convened Owners’ Council meeting the Goldbelt Shares and the Goldbelt Warrants have been issued to, and are registered in the name of AGF; and (4) delivery of such other documents as the Vendors may reasonably request. 8.3 The obligations of the parties in respect of Completion are interdependent and all actions at Completion will be deemed to take place simultaneously. 8.4 On completion of each Placement, Goldbelt must deliver to the Vendors certificates representing the number of remaining Goldbelt Shares and Goldbelt Warrants to which Resolute is held at which a quorum is present for the purposes of passing the Owners’ Council Completion Resolutionsentitled in accordance with Section 5.