SHARE PURCHASE AGREEMENTShare Purchase Agreement • August 24th, 2005 • Falconbridge LTD • Primary smelting & refining of nonferrous metals • Ontario
WITNESSES THAT in consideration of the respective covenants, agreements, representations, warranties and indemnities herein contained and for other good and valuable
GUARANTEEGuarantee • August 24th, 2005 • Falconbridge LTD • Primary smelting & refining of nonferrous metals • Ontario
THIS GUARANTEE is made the 14th day of August, 2005 by XSTRATA PLC a corporation incorporated under the laws of the United Kingdom (the “Guarantor”), having a place of business at Bahnhofstrasse 2, CH – 6301 Zug, Switzerland, to and in favour of 6287042 Canada Limited, a corporation incorporated under the laws of Canada (the “Vendor”);
SHARE PLEDGE AGREEMENTShare Pledge Agreement • August 24th, 2005 • Falconbridge LTD • Primary smelting & refining of nonferrous metals
AND WHEREAS as continuing collateral security for its obligations under or in connection with the Notes, the Pledgor has agreed to pledge to Holdco certain shares of Falconbridge Limited (“Falconbridge”) as more particularly described herein;
Joint Filing AgreementJoint Filing Agreement • August 24th, 2005 • Falconbridge LTD • Primary smelting & refining of nonferrous metals
We, the undersigned, agree that the attached Schedule 13D, including any amendments thereto, relating to the common shares, no par value of Odyssey, is filed on behalf of each of us.
