Ann: Alara and Bayan Extend Framework Agreement, page-3

However, to prepare for the possibility of cancellation if further progress is not made and/or further licences connected to the Khnaiguiyah site not being renewed or granted to Manajem, Alara has entered into the Agreement with Bayan.
KEY TERMS OF THE AGREEMENT
The Agreement is between Alara, its wholly owned subsidiary Saudi Investments Pty Ltd (‘SIPL’) and Bayan. To address the potential cancellation of the Khnaiguiyah mining licence and/or inability of Khnaiguiyah Mining Company LLC (‘KMC’) to obtain access to surrounding areas under the existing Shareholders’ Agreement with Manajem, the parties have agreed (subject to all necessary licensing requirements being satisfied) to jointly develop and exploit mining opportunities at Khnaiguiyah. Under the Agreement, Alara/SIPL is to provide onshore and offshore technical and management services and be responsible for day to day management of the project. Alara will also arrange funding up to and including project finance stage. Bayan will be responsible for obtaining and maintaining the mining licence/s and all other permits required for building and operating a mine. In connection with the aforementioned services, Alara and Bayan have agreed to share economic interests of the project, 70% in favour of Alara/SIPL and 30% in favour of Bayan.

Consideration to Bayan is as follows:
(a) 10 million fully paid ordinary shares in Alara upon renewal of Alara’s 15% issuing capacity; and
(b) 40 million fully paid ordinary shares in Alara upon issuance of the Mining Licence to Bayan or JVCo (as the case may be).

If circumstances require Alara shareholder approval and approval is not granted, the Parties are free to negotiate new terms or terminate the Agreement in accordance with relevant provisions.