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 the following events must occur in sequential order and BHP Billiton mustthe parties agree to take all such steps and do all such things as are necessary on their respective parts to ensure that: (a) executethe Vendors deliver to the Purchaser: (i) possession and control of the Assets including duly executed transfers required to vest any of the Assets in the Purchaser; (ii) certificates or other evidence of title to the Assets; (iii) any required consents to the transfer of the Assets or VB12 Patents; (iv) the Records, deliver except that the Vendor may keep copies of any Records required to be maintained pursuant to any statutory or regulatory requirement; and, where relevant, complete (v) any other document that will be reasonably necessary to give full effect to the Completion Documents (other than any previously executed agreement and delivered under clause 2.1(g)) (and cause any Rio Tinto Group entity or BHP Billiton Group entity named as a party the assignment of the Assets 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 Purchaser; (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, beingPurchaser: (i) any expansion capital project pays to the Vendors (or as they direct in respect of a Relevant Period Iron Ore Asset that is not listed in Schedule 4 which is in execution at writing) the time of Completion (an Additional Capital Project), including a copy portion of the completed Feasibility Study relating Purchase Consideration in accordance with clause 3.2(a); (ii) procures the issue of the Shares to the Vendors (or as the they direct in writing) in accordance with clause 3.2(b); (iii) procures the issue of the Warrants to the Vendors (or as they direct in writing) in accordance with clause 3.2(c); (iv) delivers to the Vendors a duly executed counterpart of the Assignment Deed; (v) delivers to the Vendors written notice addressed to Dibbs Barker Gosling from AccessUSX xx Xingham Dana LLP, counsel to XxxxxxXXX, that project (together withCompletion has occurred and that funds held by Dibbs Barker Gosling on behalf of XxxxxxUSA may be paid to, subject to antitrust Lawor as directed by, the financial model, study reports Vendors as the Purchase Consideration payable at Completion; and (c) the parties and supporting information that were generated by GroPep will exchange and date fully executed counterpart copies of the Proposing Party in connection with Assignment Deed and 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 CommissionLicence Agreement; (d) discharge all of its other obligations arising to be performed by them on Completion under any Transaction Documentother clause of this agreement are performed; (e) procure that: (i) each any act or other document or thing reasonably necessary to give full effect to this agreement and the sale and assignment of the Rio Tinto Owner and Assets by the BHP Billiton Owner subscribes for Debentures; and (ii) each of Vendor is done or executed as 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 Resolutionscase may be.