SECTION 10
Material Contracts Set out below are summaries of key provisions in contracts to which the Company is a party, which may be material to the Offer, the operations of the Company, or otherwise may be relevant to an investor who is contemplating the Offer.
10.1 ARMADA METALS – DEEDS OF ACCESS, INDEMNITY AND INSURANCE The Company has entered into Deeds of Access, Indemnity and Insurance (each a Deed of Indemnity) with Dr Ross McGowan, Mr Rick Anthon, Mr Martin C Holland, Mr David Michael McNeilly and Ms Vanessa Chidrawi. Each Deed of Indemnity contains terms and conditions considered standard for deeds of this nature. The key terms are summarised below: Subject
Provision
Retention of Company records
The Company must maintain a file (either hard copy or electronic form) of all board papers for at least 10 years after creation, or if a claim is contemplated against an officer, until the later of 10 years after creation, and the Company becoming aware that the outcome of the claim has been determined or discontinued. The same is required in respect of subsidiaries of the Company.
Access to documents
The Company must provide access to the Company’s records for a permitted purpose, being any of the following which involves the officer because of their present or former capacity as an officer of the Company: \
any proper purpose concerning the officer’s exercise of rights and discharge of duties as an officer of the Company;
\
for the purpose of a claim to which the officer is a party;
\
for the purpose of a claim that the officer proposes to bring in good faith;
\
for the purpose of a claim that the officer has reason to believe might be brought against him or her.
If the officer wishes to access the Company’s records for any other purpose, this other purpose must be approved by the Board. Access to the Company’s records will be provided to the officer in accordance with the relevant procedures and terms set out in the Deed of Indemnity.
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