Sustainability Framework Clause Samples

Sustainability Framework. (A) The Seller and each MineCo shall: (1) use all reasonable endeavours to perform or procure the performance of all Mining Operations and activities pertaining to or in respect of the Project in accordance with the IFC Performance Standards by not later than the second anniversary of the Closing Date; (2) on and from the second anniversary of the Closing Date, to the extent such performance is not fully in accordance with the IFC Performance Standards, use all reasonable endeavours to continue to perform all development and Mining Operations and activities pertaining to or in respect of the Project in accordance with the IFC Performance Standards (or, if the IFC Performance Standards cease, such other international mining industry recognised standards applicable to environmental and social matters); (3) procure that within three months after the date of this Agreement, the Independent Consultant develops, and then they implement, an Environmental and Social Action Plan (giving reasonable consideration to any prompt comments received from the Independent Consultant (Purchaser)) (i) designed to maximise the ProjectCo’s compliance with IFC Performance Standards by the second anniversary of the Closing Date and thereafter and (ii) be in accordance with Good Industry Practice; and (4) procure that the Independent Consultant conducts and completes by 01 July of each year after 2021 an annual audit and gaps analysis report of its compliance with the IFC Performance Standards, and Good Industry Practice, and promptly updates the Environmental and Social Action Plan (giving reasonable consideration to any prompt comments received from the Independent Consultant (Purchaser)) to reflect the outcome, and address the findings, of such audit and report.