Transfer of Salar de Xxxxxxxxx Xxxxxx. (a) On the Effective Date of the Joint Venture, the SQM Party and its Subsidiaries will enter into an asset transfer agreement with CODELCO or its designated Subsidiary for all of the mining concessions (pending and constituted) (the "Maricunga Concessions") and other rights owned by SQM or any of its Subsidiaries in the Salar de Maricunga, located in the Atacama Region, and in the area within 5 kilometers from the outer perimeter of the salt flat (the "Maricunga Assets"). The assets to be transferred together with a reference plan showing the area of the Salar de Maricunga and the area referred to above are incorporated as Annex 10.1(a).
(b) For purposes of transferring the Maricunga Concessions and the Maricunga Assets, SQM must execute, or cause its respective Subsidiary to execute, the asset purchase and sale agreement with CODELCO or its designated Subsidiary, on terms substantially similar to the draft incorporated as Annex 10.1(b) (the "Maricunga Asset Purchase and Sale").
(c) Until the execution of the Maricunga Asset Purchase and Sale, the SQM Party undertakes in favor of CODELCO not to encumber or dispose of the Maricunga Concessions. For the avoidance of doubt, the prohibition on encumbrance and sale does
