Common use of Subsequent Acquisition Transaction Clause in Contracts

Subsequent Acquisition Transaction. After the Offeror takes up and pays for the Caza Shares under the Offer, the Offeror shall, subject to the terms and conditions of this Agreement, as soon as reasonably practicable (and in any event not more than 120 days after the date of completion of the Offer), use its commercially reasonable efforts to pursue and consummate a statutory arrangement, amalgamation, merger, reorganization, consolidation, recapitalization or other type of acquisition transaction or transactions to acquire the remaining Caza Shares (each a “Subsequent Acquisition Transaction”) for share consideration per Caza Share that is not less than the consideration paid pursuant to the Offer; provided, however, that if as of the final expiration of the Offer, the Offer has been accepted by holders of Caza Shares holding not fewer than 90% of the outstanding Caza Shares as at the Expiry Time, excluding Caza Shares held prior to the commencement of the Offer by the Offeror or any affiliate thereof, the Offeror shall, subject to the terms and conditions hereof, use its commercially reasonable efforts to complete as soon as reasonably practicable (and in any event, to initiate and complete within the time periods set forth in the Act) a Compulsory Acquisition with respect to the Caza Shares. If the Offeror takes up and pays for Caza Shares pursuant to the Offer, and thereby acquires at least two-thirds of the outstanding Caza Shares (on a diluted basis), Caza agrees to use all commercially reasonable efforts to assist the Offeror in effecting a Subsequent Acquisition Transaction carried out for share consideration per Caza Share that is not less than the consideration paid pursuant to the Offer. Nothing herein shall be construed to prevent the Offeror from acquiring, directly or indirectly, additional Caza Shares in the open market, by privately negotiated transactions, in another take-over bid, tender or exchange offer, or otherwise in accordance with Securities Laws (including by way of Compulsory Acquisition) following completion of the Offer.

Subsequent Acquisition Transaction. After the Offeror takes up and pays for the Caza Shares under the OfferIf, the Offeror shall, subject to the terms and conditions of this Agreement, as soon as reasonably practicable (and in any event not more than 120 days within four months after the date of completion of the Offer), use its commercially reasonable efforts to pursue and consummate a statutory arrangement, amalgamation, merger, reorganization, consolidation, recapitalization or other type of acquisition transaction or transactions to acquire the remaining Caza Shares (each a “Subsequent Acquisition Transaction”) for share consideration per Caza Share that is not less than the consideration paid pursuant to the Offer; provided, however, that if as of the final expiration of the Offer, the Offer has been accepted by holders of Caza Shares holding not fewer less than 90% of the outstanding Caza Shares (calculated on a fully-diluted basis (excluding the IFI Rights)) as at the Expiry Time, excluding Caza Shares held prior to on the commencement date of the Offer by the Offeror Offeror, or any affiliate thereofan “Affiliate” or an “Associate” (as those terms are defined in the Business Corporations Act (Yukon)) of the Offeror, the Offeror shall, subject to the terms and conditions hereofextent legally permissible, use its commercially reasonable efforts to complete as soon as reasonably practicable acquire the remainder of the Shares from those Shareholders who have not accepted the Offer by way of a statutory compulsory acquisition under the Business Corporations Act (and in any eventYukon) (a “Compulsory Acquisition”). If that statutory right of acquisition is not legally permissible, to initiate and complete within the time periods set forth or in the Act) a Compulsory Acquisition with respect to the Caza Shares. If event the Offeror takes up and pays for Caza Shares under the Offer representing at least 662/3% of the outstanding Shares (calculated on a fully-diluted basis (excluding the IFI Rights) as at the Expiry Time), the Offeror shall acquire the remaining Shares not tendered to the Offer by way of statutory arrangement (a “Subsequent Acquisition Transaction”) and the consideration per Share offered in connection with the Subsequent Acquisition Transaction shall be at least equivalent in value to the consideration per Share offered under the Offer. All Shares held by Shareholders resident in the United Kingdom and not acquired pursuant to the Offer, and thereby acquires at least two-thirds of the outstanding Caza Shares (on Offer shall be acquired in a diluted basis), Caza agrees to use all commercially reasonable efforts to assist the Offeror in effecting a Compulsory Acquisition or Subsequent Acquisition Transaction carried out for share consideration per Caza Share that is whether or not less than the consideration paid pursuant to Shareholders are “Qualified Investors” within the Offer. Nothing herein meaning of the United Kingdom Financial Services and Markets Xxx 0000 and the Offer shall be construed amended to prevent reflect the Offeror from acquiring, directly or indirectly, additional Caza Shares in the open market, by privately negotiated transactions, in another take-over bid, tender or exchange offer, or otherwise in accordance with Securities Laws (including by way of Compulsory Acquisition) following completion of the Offerforegoing.

Subsequent Acquisition Transaction. After the Offeror takes up and pays for the Caza Shares under the OfferIf, the Offeror shall, subject to the terms and conditions of this Agreement, as soon as reasonably practicable (and in any event not more than within 120 days after the date of completion of the Offer), use its commercially reasonable efforts to pursue and consummate a statutory arrangement, amalgamation, merger, reorganization, consolidation, recapitalization or other type of acquisition transaction or transactions to acquire the remaining Caza Shares (each a “Subsequent Acquisition Transaction”) for share consideration per Caza Share that is not less than the consideration paid pursuant to the Offer; provided, however, that if as of the final expiration of the Offer, the Offer has been accepted by holders of Caza Shares holding not fewer less than 90% of the outstanding Caza Shares as at the Expiry Time, excluding Caza Shares held prior Barrick may, to the commencement extent possible, acquire (a "Compulsory Acquisition") the remainder of the Shares from those Shareholders who have not accepted the Offer by pursuant to Section 206 of the Offeror CBCA. If that statutory right of acquisition is not available or any affiliate thereofBarrick chooses not to avail itself of such statutory right of acquisition, the Offeror shall, subject to the terms and conditions hereof, Barrick will use its commercially reasonable efforts to complete as soon as reasonably practicable (and in any eventpursue other means of acquiring the remaining Shares not tendered to the Offer. Placer Dome agrees that, to initiate and complete within the time periods set forth in the Act) a Compulsory Acquisition with respect to the Caza Shares. If the Offeror event Barrick takes up and pays for Caza Shares pursuant to under the Offer, and thereby acquires Offer representing at least two-thirds a simple majority of the outstanding Caza Shares (calculated on a fully diluted basisbasis as at the Expiry Time), Caza agrees it will assist Barrick in connection with any proposed amalgamation, statutory arrangement, amendment to use all commercially reasonable efforts articles, consolidation, capital reorganization or other transaction involving Placer Dome and Barrick or a Barrick Subsidiary that Barrick may, in its sole discretion, undertake to assist pursue (a "Subsequent Acquisition Transaction") to acquire the Offeror remaining Shares, provided that the consideration per Share offered in effecting a connection with the Subsequent Acquisition Transaction carried out for share is at least equivalent in value to the consideration per Caza Share offered under the Offer and further provided that is not less than for this purpose, in calculating the value of the consideration paid pursuant to the Offer. Nothing herein offered in any Subsequent Acquisition Transaction, each Barrick Common Share shall be construed deemed to prevent the Offeror from acquiring, directly or indirectly, additional Caza Shares be at least equivalent in the open market, by privately negotiated transactions, in another take-over bid, tender or exchange offer, or otherwise in accordance with Securities Laws (including by way of Compulsory Acquisition) following completion of value to each Barrick Common Share offered under the Offer.

Subsequent Acquisition Transaction. After the Offeror takes up and pays for the Caza Shares under the OfferIf, the Offeror shall, subject to the terms and conditions of this Agreement, as soon as reasonably practicable (and in any event not more than within 120 days after the date of completion of the Offer), use its commercially reasonable efforts to pursue and consummate a statutory arrangement, amalgamation, merger, reorganization, consolidation, recapitalization or other type of acquisition transaction or transactions to acquire the remaining Caza Shares (each a “Subsequent Acquisition Transaction”) for share consideration per Caza Share that is not less than the consideration paid pursuant to the Offer; provided, however, that if as of the final expiration of the Offer, the Offer has been accepted by holders of Caza Shares holding not fewer less than 90% of the outstanding Caza Common Shares as at the Expiry Time, excluding Caza Common Shares held prior to by the commencement Offeror, or an “Affiliate” or an “Associate” (as those terms are defined in the Securities Act (Ontario)) of the Offer by Offeror, the Offeror or any affiliate thereofthe Acquisition Company may at its option acquire (a “Compulsory Acquisition”) the remainder of the Common Shares from those Shareholders who have not accepted the Offer pursuant to Section 188 of the Business Corporations Act (Ontario) (the “OBCA”). If that statutory right of acquisition is not available, or the Offeror does not exercise such right, the Offeror shall, subject intends to pursue other means of acquiring the remaining Common Shares not tendered to the terms and conditions hereofOffer, use its commercially reasonable efforts although the Offeror shall not be under any obligation to complete as soon as reasonably practicable (and in any eventdo so. The Company agrees that, to initiate and complete within the time periods set forth in the Act) a Compulsory Acquisition with respect to the Caza Shares. If event the Offeror takes up and pays for Caza Common Shares pursuant under the Offer representing at least a simple majority of the outstanding Common Shares (calculated on a Fully-Diluted Basis as at the Expiry Time), it will assist the Offeror in connection with any proposed amalgamation, statutory arrangement, amendment to articles, consolidation, capital reorganization or other transaction involving the Company and the Offeror or an Affiliate of the Offeror that the Offeror may, in its sole discretion, undertake to pursue (a “Subsequent Acquisition Transaction”) to acquire the remaining Common Shares and to achieve an amalgamation of the Company and the Offeror, provided that the consideration per Common Share offered in connection with the Subsequent Acquisition Transaction is at least equivalent in value to the consideration per Common Share offered under the Offer, and thereby acquires further provided that for this purpose, in calculating the value of the consideration offered in any Subsequent Acquisition Transaction, each Offeror’s Share shall be deemed to be at least two-thirds of the outstanding Caza Shares (on a diluted basis), Caza agrees equivalent in value to use all commercially reasonable efforts to assist the Offeror in effecting a Subsequent Acquisition Transaction carried out for share consideration per Caza each Offeror’s Share that is not less than the consideration paid pursuant to the Offer. Nothing herein shall be construed to prevent the Offeror from acquiring, directly or indirectly, additional Caza Shares in the open market, by privately negotiated transactions, in another take-over bid, tender or exchange offer, or otherwise in accordance with Securities Laws (including by way of Compulsory Acquisition) following completion of offered under the Offer.

Subsequent Acquisition Transaction. After the Offeror takes up and pays for the Caza Shares under the OfferIf, the Offeror shall, subject to the terms and conditions of this Agreement, as soon as reasonably practicable (and in any event not more than within 120 days after the date of completion of the Offer), use its commercially reasonable efforts to pursue and consummate a statutory arrangement, amalgamation, merger, reorganization, consolidation, recapitalization or other type of acquisition transaction or transactions to acquire the remaining Caza Shares (each a “Subsequent Acquisition Transaction”) for share consideration per Caza Share that is not less than the consideration paid pursuant to the Offer; provided, however, that if as of the final expiration of the Offer, the Offer has been accepted by holders of Caza Shares holding not fewer less than 90% of the outstanding Caza Shares as at the Expiry TimeMiranda Shares, excluding Caza the Miranda Shares held prior by the Acquiror or an “affiliate” or an “associate” (as those terms are defined in the QBCA) of the Acquiror on the date of the Offer, the Acquiror presently intends, to the commencement extent possible, to acquire the remainder of the Miranda Shares from those holders who have not accepted the Offer by pursuant to Section 398 of the Offeror or any affiliate thereof, the Offeror shall, subject to the terms and conditions hereof, use its commercially reasonable efforts to complete as soon as reasonably practicable QBCA (and in any event, to initiate and complete within the time periods set forth in the Act) a “Compulsory Acquisition with respect to the Caza SharesAcquisition”). If the Offeror statutory right of Compulsory Acquisition is not available, but the Acquiror takes up and pays for Caza for, or otherwise acquires, directly or indirectly at least 66 2/3% of the Miranda Shares pursuant to the terms of the Offer, and thereby acquires at least two-thirds of the outstanding Caza Shares (on a diluted basis), Caza Acquiror agrees to use all commercially reasonable efforts to acquire, and Miranda agrees to use commercially reasonable efforts to assist the Offeror Acquiror in effecting acquiring, the balance of the Miranda Shares as soon as practicable and in any event within a period of 120 days following Take-Up by way of amalgamation, statutory arrangement, capital reorganization or other transaction proposed by the Acquiror, involving Miranda and Belden or an affiliate of Xxxxxx (a “Subsequent Acquisition Transaction carried out for share Transaction”), provided that the consideration per Caza Miranda Share that is not less than at least equal in value to the consideration paid pursuant to by the Acquiror under the Offer, and in no event will the Acquiror be required to offer consideration per Miranda Share greater than the Offer Price. Nothing herein The provisions of this Section 2.8 shall be construed to prevent survive the Offeror from acquiring, directly or indirectly, additional Caza Shares in the open market, by privately negotiated transactions, in another take-over bid, tender or exchange offer, or otherwise in accordance with Securities Laws (including by way termination of Compulsory Acquisition) following completion of the Offerthis Agreement.

Subsequent Acquisition Transaction. After the Offeror takes up and pays for the Caza Shares under the OfferIf, the Offeror shall, subject to the terms and conditions of this Agreement, as soon as reasonably practicable (and in any event not more than within 120 days after the date of completion of the Offer), use its commercially reasonable efforts to pursue and consummate a statutory arrangement, amalgamation, merger, reorganization, consolidation, recapitalization or other type of acquisition transaction or transactions to acquire the remaining Caza Shares (each a “Subsequent Acquisition Transaction”) for share consideration per Caza Share that is not less than the consideration paid pursuant to the Offer; provided, however, that if as of the final expiration of the Offer, the Offer has been accepted by holders of Caza Shares holding not fewer less than 90% of the outstanding Caza Common Shares as at the Expiry Time, excluding Caza Common Shares held prior to by or on behalf of Offeror or an “associate” or “affiliate” (as those terms are defined in the commencement CBCA) of Offeror at the date of the Offer by the Offeror or any affiliate thereofOffer, the Offeror shall, subject to the terms and conditions hereofextent possible, acquire (a “Compulsory Acquisition”) the remainder of the Common Shares from those Shareholders who have not accepted the Offer pursuant to section 206 of the CBCA. If that statutory right of acquisition is not available or Offeror chooses not to avail itself of such statutory right of acquisition, Offeror will use its commercially reasonable efforts to complete as soon as reasonably practicable (and in any event, to initiate and complete within pursue other means of acquiring the time periods set forth in the Act) a Compulsory Acquisition with respect remaining Common Shares not tendered to the Caza SharesOffer, provided that the consideration per Common Share offered in connection with such other means of acquiring such Common Shares shall be at least equivalent in value to the consideration per Common Share offered under the Offer. If the Offeror takes up and pays for Caza Common Shares pursuant to under the Offer, and thereby acquires Offer representing at least two-thirds a simple majority of the outstanding Caza Common Shares (calculated on a fully-diluted basis)basis as at the Expiry Time) Offeror will use reasonable efforts, Caza agrees and Alcan will assist Offeror, in order to use all commercially reasonable efforts acquire sufficient Common Shares to assist the successfully complete an amalgamation, statutory arrangement, amendment to articles, consolidation, capital reorganization or other transaction involving Alcan, Rio Tinto, Offeror in effecting or one or more Rio Tinto Subsidiaries or Subsidiaries of Offeror (a “Subsequent Acquisition Transaction”) and, for greater certainty, when Offeror has acquired sufficient Common Shares to do so, it shall complete a Subsequent Acquisition Transaction carried out for share to acquire the remaining Common Shares, provided that the consideration per Caza Common Share that is offered in connection with the Subsequent Acquisition Transaction shall be not less than the consideration paid pursuant to the Offer. Nothing herein shall be construed to prevent the Offeror from acquiring, directly or indirectly, additional Caza Shares in the open market, by privately negotiated transactions, in another take-over bid, tender or exchange offer, or otherwise in accordance with Securities Laws (including by way of Compulsory Acquisition) following completion of per Common Share offered under the Offer.