Common use of FORM OF NOTATION OF GUARANTEE Clause in Contracts

FORM OF NOTATION OF GUARANTEE. WMC RESOURCES LTD (A.B.N. 76 004 184 598), a corporation duly organized and existing under the laws of the Commonwealth of Australia (herein called the “Parent Guarantor”, which term include any successor Person under the Indenture, as supplemented by the First Supplemental Indenture, (the “Indenture”) referred to in the Note on which this notation is endorsed) and WMC (OLYMPIC DAM CORPORATION) PTY LTD (A.B.N. 99 007 835 761), a corporation duly organized and existing under the laws of the Commonwealth of Australia and WMC FERTILIZERS PTY LTD (A.B.N. 30 ▇▇▇ ▇▇▇ ▇▇▇), a corporation duly organized and existing under the laws of the Commonwealth of Australia (each herein called a “Subsidiary Guarantor” and, together with the Parent Guarantor, the “Guarantors”), has unconditionally guaranteed, pursuant to the terms of the Guarantees contained in Article Fourteen of the Indenture and Article Three of the First Supplemental Indenture, the due and punctual payment of the principal of and any premium and interest (including any Special Interest) on this Note (and any Additional Amounts payable in respect thereof), when and as the same shall become due and payable, whether at the Stated Maturity, by declaration of acceleration, call for redemption or otherwise, in accordance with the terms of this Note and the Indenture, as supplemented by the First Supplemental Indenture. All payments pursuant to the Guarantees shall be made without withholding or deduction for, or on account of, any present or future taxes, duties, assessments or governmental charges of whatever nature imposed or levied by or on behalf of Australia or the jurisdiction of organization of any successor Guarantors or any political subdivision or taxing authority thereof or therein, unless such taxes, duties, assessments or governmental charges are required by Australia or such other jurisdiction or any such subdivision or authority to be withheld or deducted. In that event, the relevant Guarantor will pay such Additional Amounts (as defined in the Indenture, as supplemented by the First Supplemental Indenture) as will result (after deduction of such taxes, duties, assessments or governmental charges and any additional taxes, duties, assessments or governmental charges payable in respect of such payment) in the payment to each Holder of a Note of the amounts which would have been payable in respect of the relevant Guarantee thereof had no such withholding or deduction been required, subject to certain exceptions as set forth in Article Ten of the Indenture. The obligations of the Guarantors to the Holders of the Notes and to the Trustee pursuant to the Guarantees and the Indenture, as supplemented by the First Supplemental Indenture are expressly set forth in Article Fourteen of the Indenture and Article Three of the First Supplemental Indenture, and reference is hereby made to such Articles and the First Supplemental Indenture for the precise terms of the Guarantee. The Guarantees shall not be valid or obligatory for any purpose until the certificate of authentication on the Note upon which this notation of the Guarantees is endorsed shall have been executed by the Trustee under the Indenture by the manual signature of one of its authorized signatories. WMC RESOURCES LTD WMC (OLYMPIC DAM CORPORATION) PTY LTD By Name: Title: Name: Title: By Name: Title:

Appears in 1 contract

Sources: Supplemental Indenture (WMC Olympic Dam Corp Pty LTD)

FORM OF NOTATION OF GUARANTEE. WMC RESOURCES LTD ▇▇▇▇▇▇’▇ GROUP LIMITED (A.B.N. 76 004 184 598), a corporation duly organized and existing under the laws of the Commonwealth of Australia (herein called the “Parent Guarantor”, which term include any successor Person under the Indenture, as supplemented by the First Supplemental Indenture, (the “Indenture”) referred to in the Note on which this notation is endorsed) and WMC (OLYMPIC DAM CORPORATION) PTY LTD (A.B.N. 99 007 835 761), a corporation duly organized and existing under the laws of the Commonwealth of Australia and WMC FERTILIZERS PTY LTD (A.B.N. 30 49 ▇▇▇ ▇▇▇ ▇▇▇), a corporation duly organized and existing under the laws of the Commonwealth of Australia (each herein called a “Subsidiary Guarantor” and, together with the Parent Guarantor, the “GuarantorsGuarantor, which term includes any Successor Person under the Indenture (the “Indenture”) referred to in the Security on which this notation is endorsed), has unconditionally guaranteed, pursuant to the terms of the Guarantees Guarantee contained in Article Fourteen of the Indenture and Article Three of the First Supplemental Indenture, the due and punctual payment of the principal of and any premium and interest (including any Special Interest) on this Note (and any Additional Amounts payable in respect thereof)such Security, when and as the same shall become due and payable, whether at the Stated Maturity, by declaration of acceleration, call for redemption or otherwise, in accordance with the terms of this Note such Security and the Indenture, as supplemented by the First Supplemental Indenture. All payments pursuant to the Guarantees this Guarantee shall be made without withholding or deduction for, or on account of, any present or future taxes, duties, assessments or governmental charges of whatever nature imposed or levied by or on behalf of Australia or the jurisdiction of organization of any successor Guarantors the Successor Guarantor or any political subdivision or taxing authority thereof or therein, unless such taxes, duties, assessments or governmental charges are required by Australia or such other jurisdiction or any such subdivision or authority to be withheld or deducted. In that event, the relevant Guarantor will pay such Additional Amounts (as defined in the Indenture, as supplemented by the First Supplemental Indenture) as will result (after deduction of such taxes, duties, assessments or governmental charges and any additional taxes, duties, assessments or governmental charges payable in respect of such paymentsuch) in the payment to each the Holder of a Note the Security on which this notation is endorsed of the amounts which would have been payable in respect of the relevant Guarantee thereof had no such withholding or deduction been required, subject to certain exceptions as set forth in Article Ten Section 1007 of the Indenture. The obligations of the Guarantors to the Holders of the Notes and to the Trustee pursuant to the Guarantees and the Indenture, as supplemented by the First Supplemental Indenture are expressly set forth in Article Fourteen of the Indenture and Article Three of the First Supplemental Indenture, and reference is hereby made to such Articles and the First Supplemental Indenture for the precise terms of the Guarantee. The Guarantees shall not be valid or obligatory for any purpose until the certificate of authentication on the Note upon which this notation of the Guarantees is endorsed shall have been executed by the Trustee under the Indenture by the manual signature of one of its authorized signatories. WMC RESOURCES LTD WMC (OLYMPIC DAM CORPORATION) PTY LTD By Name: Title: Name: Title: By Name: Title:.

Appears in 1 contract

Sources: Indenture (Brandbev S.a r.l.)