Common use of Subsequent Acquisition Transaction Clause in Contracts

Subsequent Acquisition Transaction. If, within 120 days after the date of the Offer, the Offer has been accepted by holders of not less than 90% of the outstanding Shares as at the Expiry Time, Barrick may, to the extent possible, acquire (a "Compulsory Acquisition") the remainder of the 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 Barrick chooses not to avail itself of such statutory right of acquisition, Barrick will use its commercially reasonable efforts to pursue other means of acquiring the remaining Shares not tendered to the Offer. Placer Dome agrees that, in the event Barrick takes up and pays for Shares under the Offer representing at least a simple majority of the outstanding Shares (calculated on a fully diluted basis as at the Expiry Time), it will assist Barrick in connection with any proposed amalgamation, statutory arrangement, amendment to 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 pursue (a "Subsequent Acquisition Transaction") to acquire the remaining Shares, provided that the consideration per Share offered in connection with the Subsequent Acquisition Transaction is at least equivalent in value to the consideration per Share offered under the Offer and further provided that for this purpose, in calculating the value of the consideration offered in any Subsequent Acquisition Transaction, each Barrick Common Share shall be deemed to be at least equivalent in value to each Barrick Common Share offered under the Offer.

Subsequent Acquisition Transaction. If, within 120 days after the date of the Offer, the Offer has been accepted by holders of not less than 90% of the outstanding Common Shares as at the Expiry Time, Barrick excluding Common Shares held by or on behalf of Offeror or an “affiliate” (as such term is defined in the BCBCA) of Offeror at the date of the Offer, Offeror may, to the extent possible, acquire (a "“Compulsory Acquisition"”) the remainder of the Common Shares from those Shareholders who have not accepted the Offer pursuant to Section 206 section 300 of the CBCABCBCA. If that statutory right of acquisition is not available or Barrick Offeror chooses not to avail itself of such statutory right of acquisition, Barrick Offeror will use its commercially reasonable efforts to pursue other means of acquiring the remaining Common Shares not tendered to the Offer, 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. Placer Dome agrees that, in the event Barrick If Offeror takes up and pays for Common Shares under the Offer representing at least a simple majority of in such number as satisfy the outstanding Shares (calculated on a fully diluted basis as at the Expiry Time)original Minimum Tender Condition, it Miramar will assist Barrick Offeror in connection with any proposed amalgamation, statutory arrangement, amendment to articles, consolidation, capital reorganization or other transaction involving Placer Dome and Barrick Miramar, Offeror or a Barrick Subsidiary an affiliate of the Offeror that Barrick Offeror may, in its sole discretion, undertake to pursue (a "“Subsequent Acquisition Transaction"”) to acquire the remaining Common Shares, 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 Share offered under the Offer and further provided that for this purpose, in calculating the value of the consideration offered in any Subsequent Acquisition Transaction, each Barrick Common Share shall be deemed to be at least equivalent in value to each Barrick Common Share offered under the Offer.

Subsequent Acquisition Transaction. (a) If, within 120 days after the date of the Offer, the Offer has been accepted by holders of not less than 90% of the outstanding Common Shares as at the Expiry Time, Barrick excluding Common Shares held by or on behalf of ▇▇▇▇▇▇, or an “affiliate” or an “associate” (as those terms are defined in the CBCA) of ▇▇▇▇▇▇, Offeror may, to the extent 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 Barrick Offeror chooses not to avail itself of such statutory right of v6 acquisition, Barrick will Offeror shall use its commercially reasonable efforts to pursue other means of acquiring the remaining Common Shares not tendered to the Offer. Placer Dome . (b) The Company agrees that, in the event Barrick Offeror takes up and pays for Common Shares under the Offer representing at least a simple majority of the outstanding Common Shares (calculated on a fully fully-diluted basis as at the Expiry Time), it will assist Barrick ▇▇▇▇▇▇ and Offeror in connection with any proposed amalgamation, statutory arrangement, amendment to articles, consolidation, capital reorganization or other transaction involving Placer Dome the Company and Barrick ▇▇▇▇▇▇, Offeror or a Barrick another ▇▇▇▇▇▇ Subsidiary that Barrick ▇▇▇▇▇▇ may, in its sole discretion, undertake to pursue (a "“Subsequent Acquisition Transaction"”) to acquire the remaining Common Shares, provided that the consideration per Common Share offered in connection with the Subsequent Acquisition Transaction is at least equivalent equal in value to and in the same form of consideration per Share offered under the Offer and further provided that for this purpose, in calculating the value of the consideration offered in any Subsequent Acquisition Transaction, each Barrick Common Share shall be deemed to be at least equivalent in value to each Barrick Common Share offered under the Offer.

Subsequent Acquisition Transaction. (a) If, within 120 days after the date of the Offer, the Offer has been accepted by holders of not less than 90% of the outstanding Common Shares as at the Expiry Time, Barrick excluding Common Shares held by or on behalf of ▇▇▇▇▇▇, or an "affiliate" or an "associate" (as those terms are defined in the CBCA) of ▇▇▇▇▇▇, Offeror may, to the extent 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 Barrick Offeror chooses not to avail itself of such statutory right of acquisition, Barrick will Offeror shall use its commercially reasonable efforts to pursue other means of acquiring the remaining Common Shares not tendered to the Offer. Placer Dome . (b) The Company agrees that, in the event Barrick Offeror takes up and pays for Common Shares under the Offer representing at least a simple majority of the outstanding Common Shares (calculated on a fully fully-diluted basis as at the Expiry Time), it will assist Barrick ▇▇▇▇▇▇ and Offeror in connection with any proposed amalgamation, statutory arrangement, amendment to articles, consolidation, capital reorganization or other transaction involving Placer Dome the Company and Barrick ▇▇▇▇▇▇, Offeror or a Barrick another ▇▇▇▇▇▇ Subsidiary that Barrick ▇▇▇▇▇▇ may, in its sole discretion, undertake to pursue (a "Subsequent Acquisition Transaction") to acquire the remaining Common Shares, provided that the consideration per Common Share offered in connection with the Subsequent Acquisition Transaction is at least equivalent equal in value to and in the same form of consideration per Share offered under the Offer and further provided that for this purpose, in calculating the value of the consideration offered in any Subsequent Acquisition Transaction, each Barrick Common Share shall be deemed to be at least equivalent in value to each Barrick Common Share offered under the Offer.

Subsequent Acquisition Transaction. If, within 120 days after the date of the Offer, If the Offer has been accepted by holders of not less than 90% of the outstanding Common Shares as at the Expiry Time, Barrick mayexcluding Common Shares held by or on behalf of Offeror or an “affiliate” (as such term is defined in the CBCA and, for the avoidance of doubt, excluding the Company and its Subsidiaries) of Offeror at the date of the Offer, and Offeror has taken up and paid for such Common Shares, Offeror shall use commercially reasonable best efforts to the extent possible, acquire (a "“Compulsory Acquisition"”) the remainder of the as soon as reasonably practicable all Common Shares from those Shareholders who have not accepted tendered to the Offer pursuant to Section 206 of the CBCA. If that statutory right of acquisition is not available or Barrick chooses not to avail itself of such statutory right of acquisitionavailable, Barrick will Offeror shall use its commercially reasonable best efforts to pursue other means of acquiring the remaining Common Shares not tendered to the Offer. Placer Dome agrees that, in the event Barrick takes up and pays for Shares under the Offer representing at least a simple majority of the outstanding Shares (calculated on a fully diluted basis as at the Expiry Time), it will assist Barrick in connection with any proposed including an amalgamation, statutory arrangement, amendment to articles, consolidation, capital reorganization or other transaction involving Placer Dome and Barrick the Company, Offeror or a Barrick Subsidiary that Barrick may, in its sole discretion, undertake to pursue an affiliate of the Offeror (a "“Subsequent Acquisition Transaction") to acquire the remaining Shares”), 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 Share offered under the Offer and further provided that for this purpose, in calculating the value such other means of the consideration offered in any Subsequent Acquisition Transaction, each Barrick acquiring such Common Share Shares shall be deemed to be at least equivalent in value to each Barrick to, and in the same form as, the consideration per Common Share offered under the Offer. If Offeror takes up and pays for Common Shares under the Offer, the Company will use commercially reasonable best efforts to assist Offeror in connection with any Subsequent Acquisition Transaction.

Subsequent Acquisition Transaction. If, within 120 days after the date of the Offer, If the Offer has been accepted by holders of not less than 90% of the outstanding Common Shares as (on a fully-diluted basis), other than Common Shares held at the Expiry Timedate of the Offer by or on behalf of the Offeror or an affiliate or associate of the Offeror, Barrick maythe Offeror shall, to the extent 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 CBCAa Compulsory Acquisition. If that such statutory right of acquisition is not available or Barrick chooses not to avail itself of such statutory right of acquisitionavailable, Barrick will use its commercially reasonable efforts to the Offeror shall pursue other lawful means of acquiring the remaining Common Shares not tendered to the Offer, provided that the Offeror shall make commercially reasonable efforts to structure such a transaction in a manner so as to result in capital gains treatment to such Shareholders for Canadian tax purposes. Placer Dome agrees that, in If the event Barrick Offeror takes up and pays for Common Shares under the Offer representing at least a simple majority of the outstanding Shares (calculated on a fully diluted basis as Offer, at the Expiry Time)Offeror’s request, it the Company will assist Barrick the Offeror in connection with any proposed amalgamation, statutory arrangement, amendment to articles, consolidation, capital reorganization or other transaction involving Placer Dome and Barrick completing a Compulsory Acquisition or a Barrick Subsidiary that Barrick may, in its sole discretion, undertake to pursue (a "Subsequent Acquisition Transaction") Transaction to acquire the remaining Common Shares, provided that the consideration per Common Share offered in connection with the Compulsory Acquisition or Subsequent Acquisition Transaction is at least equivalent shall not be less than the Offer Price and shall be in value to the consideration per Share offered same form as under the Offer and further provided that for this purposeOffer. The Parties hereto shall take all actions reasonably necessary so that, in calculating promptly following the value effective time of the consideration offered in any a Compulsory Acquisition or a Subsequent Acquisition Transaction, each Barrick the Company shall cause the Common Share shall be deemed Shares to be at least equivalent in value to each Barrick Common Share offered under delisted from the OfferExchange.

Subsequent Acquisition Transaction. If, within 120 days after the date of the Offer, If the Offer has been accepted by holders of not less than 90% of the outstanding Shares as at the Expiry TimeTime and Yamana accepts Shares deposited for purchase and pays for such Shares pursuant to the Offer, Barrick mayYamana shall, to the extent possible, acquire (a "“Compulsory Acquisition"”) the remainder of the Shares from those Shareholders who have not accepted the Offer pursuant to Section 206 of the CBCACBCA as soon as reasonably possible. If that statutory right of acquisition is not available or Barrick Yamana chooses not to avail itself of such statutory right of acquisition, Barrick Yamana will use its commercially reasonable efforts to pursue other means of acquiring the remaining Shares not tendered to the Offer. Placer Dome agrees that, in the event Barrick takes up and pays for Shares under the Offer representing at least a simple majority as promptly as possible by way of the outstanding Shares (calculated on a fully diluted basis as at the Expiry Time), it will assist Barrick in connection with any proposed amalgamation, statutory arrangement, amendment to articles, consolidation, capital reorganization or other transaction involving Placer Dome Meridian and Barrick Yamana or a Barrick Yamana Subsidiary that Barrick Yamana may, in its sole discretion, undertake to pursue (a "“Subsequent Acquisition Transaction") to acquire the remaining Shares”), provided that the consideration per Share offered in connection with the Subsequent Acquisition Transaction is at least equivalent in value to the consideration per Share offered under the Offer and further provided that for this purpose, in calculating the value of the consideration offered in any Subsequent Acquisition Transaction, each Barrick Yamana Common Share shall be deemed to be at least equivalent in value to each Barrick Yamana Common Share offered under the Offer. Meridian agrees that, in the event Yamana takes up and pays for Shares under the Offer representing at least a simple majority of the outstanding Shares (calculated on a fully diluted basis as at the Expiry Time), it will assist Yamana in connection with any proposed Subsequent Acquisition Transaction.

Subsequent Acquisition Transaction. If, within 120 days after the date of the Offer, If the Offer has been accepted by holders of not less than 90% of the outstanding Shares as at the Expiry TimeTime and Yamana accepts Shares deposited for purchase and pays for such Shares pursuant to the Offer, Barrick mayYamana shall, to the extent possible, acquire (a "Compulsory Acquisition") the remainder of the Shares from those Shareholders who have not accepted the Offer pursuant to Section 206 of the CBCACBCA as soon as reasonably possible. If that statutory right of acquisition is not available or Barrick Yamana chooses not to avail itself of such statutory right of acquisition, Barrick Yamana will use its commercially reasonable efforts to pursue other means of acquiring the remaining Shares not tendered to the Offer. Placer Dome agrees that, in the event Barrick takes up and pays for Shares under the Offer representing at least a simple majority as promptly as possible by way of the outstanding Shares (calculated on a fully diluted basis as at the Expiry Time), it will assist Barrick in connection with any proposed amalgamation, statutory arrangement, amendment to articles, consolidation, capital reorganization or other transaction involving Placer Dome Meridian and Barrick Yamana or a Barrick Yamana Subsidiary that Barrick Yamana may, in its sole discretion, undertake to pursue (a "Subsequent Acquisition Transaction") to acquire the remaining Shares), provided that the consideration per Share offered in connection with the Subsequent Acquisition Transaction is at least equivalent in value to the consideration per Share offered under the Offer and further provided that for this purpose, in calculating the value of the consideration offered in any Subsequent Acquisition Transaction, each Barrick Yamana Common Share shall be deemed to be at least equivalent in value to each Barrick Yamana Common Share offered under the Offer.. Meridian agrees that, in the event Yamana takes up and pays for Shares under the Offer representing at least a simple majority of the outstanding Shares (calculated on a fully diluted basis as at the Expiry Time), it will assist Yamana in connection with any proposed Subsequent Acquisition Transaction. ARTICLE 3