Common use of Implementation Oversight Committee Clause in Contracts

Implementation Oversight Committee. (a) As soon as practicable after the date of this Agreement, Rio Tinto and BHP Billiton must establish an Implementation Oversight Committee made up of the designated future Owners’ Council Representatives. (b) The role of the Implementation Oversight Committee will, subject to antitrust Law, be to: (i) oversee the implementation of the WA Iron Ore JV, including directing the Implementation Management Committee and subject to paragraph (c) approving (with or without variations) recommendations, proposals or draft documents submitted by the Implementation Management Committee under clause 3.6(b) and matters referred to in clause 3.5(b)(iii); and (ii) identify and agree any decisions to be taken by the Owners’ Council immediately following Completion (in addition to the adoption of the Owners’ Council Completion Resolutions), including the adoption of the Revised Accounting Policy as the Accounting Policy pursuant to clause 3.13 of the Joint Venture Agreement, subject only to such amendments to the Revised Accounting Policy as the Implementation Oversight Committee or the Owners’ Council agree are necessary to ensure that the Revised Accounting Policy complies with clause 3.5(c). (c) All decisions of the Implementation Oversight Committee must be unanimous. The representatives of the BHP Billiton Group on the Implementation Oversight Committee will collectively have one vote * * * 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 and the representatives of the Rio Tinto Group on the Implementation Oversight Committee will collectively have one vote.

Implementation Oversight Committee. (a) As soon as practicable after the date of this Agreement, Rio Tinto and BHP Billiton must establish an Implementation Oversight Committee made up of the designated future Owners’ Council Representatives. (b) The role of the Implementation Oversight Committee will, subject to antitrust Law, be to: (i) oversee the implementation of the WA Iron Ore JV, including directing the Implementation Management Committee and subject to paragraph (c) approving (with or without variations) recommendations, proposals or draft documents submitted by the Implementation Management Committee under clause 3.6(b) and matters referred to in clause 3.5(b)(iii); and (ii) identify and agree any decisions to be taken by the Owners’ Council immediately following Completion (in addition to the adoption of the Owners’ Council Completion Resolutions), including the adoption of the Revised Accounting Policy as the Accounting Policy pursuant to clause 3.13 of the Joint Venture Agreement, subject only to such amendments to the Revised Accounting Policy as the Implementation Oversight Committee or the Owners’ Council agree are necessary to ensure that the Revised Accounting Policy complies with clause 3.5(c). (c) All decisions of the Implementation Oversight Committee must be unanimous. The representatives of the BHP Billiton Group on the Implementation Oversight Committee will collectively have one vote 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 will collectively have one vote and the representatives of the Rio Tinto Group on the Implementation Oversight Committee will collectively have one vote.