<PAGE>
                                                                  EXECUTION COPY

                                                                    EXHIBIT 10.9

                         INTELLECTUAL PROPERTY AGREEMENT

                                     BETWEEN

                                  NOVELIS INC.

                                       AND

                           ALCAN INTERNATIONAL LIMITED
<PAGE>
                                TABLE OF CONTENTS

<TABLE>
<S>                                                                           <C>
1.0 PREAMBLE ..............................................................    1
2.0 DEFINITIONS ...........................................................    1
3.0 LICENSE RIGHTS GRANTED ................................................    4
4.0 ROYALTY AND ROYALTY PAYMENT ...........................................    7
5.0 TECHNICAL ASSISTANCE ..................................................    7
6.0 PROTECTION OF INFORMATION .............................................    7
7.0 TERM AND TERMINATION ..................................................    9
8.0 SURVIVAL OF OBLIGATIONS ...............................................   10
9.0 REPRESENTATIONS .......................................................   10
10.0 DISCLAIMER ...........................................................   10
11.0 TRADEMARK, TRADE NAME AND LOGO .......................................   11
12.0 NON-WAIVER ...........................................................   11
13.0 NO PARTNERSHIP, JOINT VENTURE ........................................   11
14.0 FURTHER ASSURANCES, CONSENTS, ETC ....................................   11
15.0 NOTICES ..............................................................   11
16.0 ASSIGNMENT ...........................................................   12
17.0 INDEMNIFICATION ......................................................   12
18.0 ENTIRE AGREEMENT, AMENDMENTS, ETC ....................................   14
19.0 DISPUTE RESOLUTION ...................................................   15
20.0 MISCELLANEOUS ........................................................   15
21.0 GOVERNING LAW ........................................................   15
</TABLE>
<PAGE>
                         INTELLECTUAL PROPERTY AGREEMENT

This Intellectual Property Agreement is entered into with effect as of the
Effective Date.

BETWEEN: Novelis Inc. a Canadian corporation having its registered office at
         1188 Sherbrooke Street West, Montreal, Quebec, Canada (hereinafter
         referred to as "NOVELIS") acting as principal and as agent for the
         other members of Novelis Group, as herein provided.

AND:     Alcan International Limited, a Canadian corporation having its head
         office at 1188 Sherbrooke Street West, Montreal, Quebec, Canada
         (hereinafter referred to as "ALCANINT")

     WHEREAS, Alcanint is a wholly-owned subsidiary of Alcan Inc.; and

     WHEREAS, Alcan Inc. and Novelis have entered into the Separation Agreement
     which provides, among other things, for the transfer of certain assets from
     Alcan to Novelis and the assumption by Novelis of certain liabilities in
     connection with the distribution of common shares of Novelis to the holders
     of the common shares of Alcan and the execution and delivery of certain
     other agreements including this Agreement; and

     WHEREAS Alcanint has pursuant to the Principal Intellectual Property
     Agreement (as defined below) entered into, transferred and assigned
     ownership of certain Technology to Novelis and desires to retain certain
     rights in respect thereof;

     NOW THEREFORE, in consideration of the foregoing and the mutual agreements
     set forth below, and other good and valuable consideration, the receipt and
     adequacy of which is hereby acknowledged, the parties hereto agree as
     follows:

1.0  PREAMBLE

     The preamble hereto shall be considered an integral part of this Agreement.

2.0  DEFINITIONS

          As used herein, the following terms shall have the following meanings:

     2.1  "AEROSPACE INDUSTRY" shall mean the production of aircraft,
          spacecraft, satellites and similar craft for manned or unmanned
          flight;

     2.2  "AFFILIATE" shall mean, with respect to any corporation, association
          or other business entity, any other entity directly or indirectly
          controlling, controlled by or under common control with such specified
          corporation, association or entity. For purposes of this definition,
          "control" (including, with correlative meanings, the terms
          "controlling," "controlled by" and "under common control with"), means
          the possession, directly or indirectly, of the power to direct or
          cause the direction of management or policies, whether through the
          ownership of voting securities, by agreement or otherwise; provided,
          however, that beneficial ownership of 10% or


                                        1
<PAGE>
          more of the securities or other interest entitled to vote generally in
          the election of directors shall be deemed to be control;

     2.3  "AGREEMENT" shall mean this Intellectual Property Agreement and all
          other documents that are made a part hereof;

     2.4  "ALCAN" means Alcan Inc., a Canadian corporation;

     2.5  "ALCAN GROUP COMPANY" shall mean Alcan or any entity of which a
          majority of the total voting power of capital stock or other interests
          entitled (without regard to the occurrence of any contingency) to vote
          in the election of directors, managers or trustees thereof or at the
          time owned or controlled, directly or indirectly, by Alcan.

     2.6  "AUTOMOTIVE SHEET" shall mean aluminum Sheet products destined or
          intended for use in or principally related to the production of body
          panels (including closures, skin, hoods, decks, lids and fenders) and
          Sheet-based body-in-white structures for road vehicles;

     2.7  "AUTOMOTIVE SHEET PATENTS" shall mean the patents and patent
          applications in respect of Automotive Sheet as listed in Appendix ASP;

     2.8  "COCAST TECHNOLOGY" shall mean the Technology originally developed by
          Wagstaff Inc. and further developed by Alcan Group Companies,
          primarily at the Solatens Facility, related to the casting of
          composite ingots with distinct regions having different alloy
          compositions as generally described in the patents and patent
          applications listed in Appendix CCT;

     2.9  "EFFECTIVE DATE" shall mean the Effective Date as defined in the
          Separation Agreement;

     2.10 "FLEXCAST TECHNOLOGY" shall mean the Technology specific to continuous
          casting of a thin strip between two chilled metallic belts and as
          generallydescribed in the patents and patent applications listed in
          Appendix FCT;

     2.11 "FLEXSTREME TECHNOLOGY" shall mean the Technology and equipment
          designs originally developed by Wagstaff Inc. and further developed by
          Alcan Group Companies, primarily at the Solatens Facility, related to
          the horizontal direct chill casting of small diameter ingots suitable
          for use as forging stock as generally described in the patents and
          patent applications listed in Appendix FST;

     2.12 "INSITU HOMOGENIZATION TECHNOLOGY" shall mean ***;

     2.13 "LICENSED NOVELIS PATENTS" shall mean the patents and patent
          applications listed on Appendix LNP;

     2.14 "LICENSED NOVELIS TECHNOLOGY" shall mean the technology licensed by
          Novelis to Licensee pursuant to Section 3.1.hereof;

----------
***  Certain information on this page has been omitted and filed separately with
     the Securities and Exchange Commission. Confidential treatment has been
     requested with respect to the omitted portions.


                                       2
<PAGE>
     2.15 "LICENSEE" shall mean Alcanint or any of its Affiliates as determined
          by the context or as otherwise designated for any particular purpose
          by Alcanint, provided that an Alcan Group Company other than Alcan or
          Alcanint shall be a Licensee under this Agreement only if such company
          agrees to be bound by the terms of this Agreement and provided further
          that Alcanint shall remain liable for license related obligations on a
          joint and several basis for any of its Affiliates as determined by the
          context or as otherwise designated for any particular purpose by
          Alcanint.

     2.16 "NETCAST TECHNOLOGY" shall mean the Technology originally developed by
          Wagstaff Inc. and further developed by Alcan Group Companies,
          primarily at the Solatens Facility, related to the direct chill
          casting of complex shapes as more particularly described in the
          patents and patent applications listed in Appendix NCT;

     2.17 "NOVELIS GROUP" shall mean Novelis and the Novelis subsidiaires.

     2.18 "NOVELIS SUBSIDIARY" shall mean, as of and from the Effective Date,
          (i) Petrocoque S.A. - Industria E Comercio, Aluminium Norf GmbH and
          Logan Aluminum Inc, in each case for so long as Novelis retains at
          least its current ownership stake in such entity and (ii) any other
          entity of which a majority of the total voting power of capital stock
          or other interests entitled (without the occurrence of any
          contingency) to vote in the election of directors, managers or
          trustees thereof is at the time owned or controlled, directly or
          indirectly by Novelis;

     2.19 "NOVELIS TECHNOLOGY" shall mean any and all patents, patent
          applications, copyrights, trade secrets, information, data,
          inventions, designs and similar rights either conceived or first
          reduced to practice on or before the Effective Date that are owned or
          licensable by Novelis or under the control of Novelis pursuant to the
          Principal Intellectual Property Agreement and forming the subject
          matter hereof;

     2.20 "PAE TWIN ROLL CASTING TECHNOLOGY" shall mean Technology specific to
          the continuous casting of a relatively thin metal strip between two
          chilled rolls which is marketed by Pechiney Aluminium Engineering as
          more particularly described in the patents and patent applications
          listed in Appendix TRCT;

     2.21 "PAE METAL TREATMENT TECHNOLOGY" shall mean Technology specific to the
          melting, holding and casting of aluminum, treatments of molten
          aluminum to remove hydrogen, solid and liquid inclusions and alkali
          metal and related equipment including but not limited to IRMA,
          JetCleaner, Alpur, PDBF, CCF and Autopak which is marketed by Pechiney
          Aluminium Engineering as more particularly described in the patents
          and patent applications listed in Appendix MTT.

     2.22 "PRINCIPAL INTELLECTUAL PROPERTY AGREEMENT" shall mean that other
          Intellectual Property Agreement, of even date herewith, between
          Alcanint as the party of the first part and Novelis as the party of
          the second part;

     2.23 "SEPARATION AGREEMENT" shall mean the Separation Agreement of even
          date herewith between Alcan and Novelis, as described in the Preamble
          of this Agreement;


                                       3
<PAGE>
     2.24 "SHEET" and "FOIL" shall have the same meaning as is commonly ascribed
          to those expressions in the aluminum industry in reference to rolled
          aluminum provided that it is of a thickness of 6.5 mm or less;

     2.25 "SIERRE TECHNOLOGY shall mean the patents and patent applications
          listed on Appendix SP which are a subset of the Automotive Sheet
          Patents as well as the Technology used from time to time in connection
          with the operation of the business and manufacturing activities at the
          Sierre North Building;

     2.26 "SIERRE NORTH BUILDING LEASE" shall mean the lease for the premises
          commonly referred to as the "SIERRE NORTH BUILDING" between an Alcan
          Group Company as lessor and Novelis or one of its Affiliates as lessee
          which lease is further referred to in, annexed to or defined in the
          Separation Agreement.

     2.27 "SUBSIDIARY" shall mean, with respect to any corporation, association
          or other business entity, any other entity of which a majority of the
          total voting power of capital stock or other interests entitled
          (without regard to the occurrence of any contingency) to vote in the
          election of directors, managers or trustees thereof is at the time
          owned or controlled, directly or indirectly, by such corporation,
          association or entity or one or more of its other Subsidiaries; and

     2.28 "TECHNICAL ASSISTANCE" shall mean the services rendered by Novelis, or
          a third party selected by Novelis, to the Licensee, to install, test
          and operate and maintain the Novelis Technology.

3.0  LICENSE RIGHTS GRANTED

     3.1  Novelis hereby grants to Licensee and Licensee hereby accepts, subject
          to the terms and conditions of this Agreement, the following rights
          and licenses:

          3.1.1 a royalty-bearing right and license to use the NetCast
               Technology to build, operate, maintain, repair, reconstruct,
               rebuild and expand present or future facilities of Licensee and
               to use and sell the products produced using the NetCast
               Technology on a world-wide basis,

          3.1.2 a royalty-bearing right and license to use the CoCast Technology
               to build, operate, maintain, repair, reconstruct, rebuild and
               expand present or future facilities of Licensee and to use and
               sell the products using the CoCast Technology produced
               world-wide; provided, however, that Licensee shall have no right
               under this license to make or sell products using the CoCast
               Technology other than in respect of products destined for use in
               the Aerospace Industry;

          3.1.3 a conditional royalty-bearing right and license to use the
               FlexStreme Technology to build, operate, maintain, repair,
               reconstruct, rebuild and expand present or future facilities of
               Licensee and to use and sell the products produced using the
               FlexStreme Technology on a world-wide basis,

          3.1.4 a royalty-free right and license to use the InSitu
               Homogenization Technology to build, operate, maintain, repair,
               reconstruct, rebuild and


                                        4
<PAGE>
               expand any present or future facilities of Licensee and to use
               and sell the products produced using InSitu Homogenization
               Technology on a world-wide basis,

          3.1.5 a royalty-free right and license to use, commercialize and
               sublicense the PAE Metal Treatment Technology on a world-wide
               basis, including without limitation to build, operate, maintain,
               repair, rebuild and expand any present or future facilities of
               Licensee, to manufacture and sell products using the PAE Metal
               Treatment Technology and to assign, sublicense or otherwise
               convey to any person for any of the foregoing purposes,

          3.1.6 a royalty-free right and license to use and commercialize the
               Licensed Novelis Patents to build, operate, maintain, repair,
               reconstruct, rebuild and expand any present or future facilities
               of Licensee and to use and sell the products produced using the
               Licensed Novelis Patents on a world-wide basis,

          3.1.7 A royalty-free right and license to use and commercialize the
               Automotive Sheet Patents and related Technology, as referred to
               in paragraph 3.1.2 of the Principal Intellectual Property
               Agreement, to build, operate, maintain, repair, reconstruct,
               rebuild and expand any present or future facilities of Licensee
               and to use and sell the products produced using the Automotive
               Sheet Patents and said related Technology on a world-wide basis
               provided that Licensee's rights and Licenses in respect thereto
               shall not extend to permitting the use and commercialization of
               same for Automotive Sheet applications other than for products
               destined or intended for use in public or mass transportation,

          3.1.8 A conditional royalty-free right and license to use and
               commercialize the Sierre Technology to build, operate, maintain,
               repair, reconstruct, rebuild and expand any present or future
               facilities of Licensee and to use and sell the products produced
               using the Sierre Technology on a world-wide basis, and

          3.1.9 Rights and/or licenses in the FlexCast Technology and the PAE
               Twin Roll Casting Technology under the terms and conditions in
               Appendix CNC hereto.

     3.2  To the extent that (i) Novelis continues the commercial sale of
          equipment for implementing the FlexStreme Technology and (ii) Novelis
          offers such equipment to Licensee for sale on terms and conditions
          (including royalties) at least as favourable to Licensee as the best
          of those offered to any third party during the preceding 12 months
          (such conditions (i) and (ii) being referred to herein as a
          "COMMERCIAL LICENSE"), then Licensee shall operate under the terms of
          such Commercial License rather than the licenses granted in paragraph
          3.1.3 herein until the occurrence of condition (i) or (ii) above. At
          any time thereafter, Licensee shall be entitled to operate under the
          license granted under paragraph 3.1.3, as the case may be, with no
          further action required by either Novelis or Licensee, provided that
          Licensee shall provide reasonably prompt notice to Novelis that
          Licensee is operating under the license set forth in paragraph 3.1.3.
          The licenses


                                        5
<PAGE>
          provided for in paragraphs 3.1.3 shall not apply to any equipment
          purchased by Licensee prior to the date of such notice for
          implementing FlexStreme Technology to the extent that equipment has
          been acquired with a valid Commercial License. Such previously
          purchased equipment shall continue to be operated under the terms and
          conditions specified at the time such equipment was acquired by
          Licensee.

     3.3  The license granted in paragraph 3.1.8 shall be subject to the
          condition that it shall only take effect upon the termination or
          expiry of the Sierre North Building Lease provided such termination is
          not as the result of a default on the part of Alcan.

     3.4  Except as otherwise provided for herein, all licenses granted to
          Licensee under this Agreement shall be personal, indivisible,
          non-exclusive, and non-transferable except as otherwise provided
          herein and shall be subject to all terms and conditions herein set
          forth. The licenses granted hereunder shall exist as long as this
          Agreement is effective in accordance with Article 7.0, provided
          however that, the non-exclusive licenses granted hereunder are subject
          to termination in accordance with Article 7.0.

     3.5  Except as otherwise specifically provided in this Agreement, Licensee
          is not granted and does not have the right to assign, sub-license or
          otherwise dispose of the Licensed Novelis Technology or any part
          thereof without the express written consent of Novelis.

     3.6  Licensee may grant sublicenses (i) to third parties (such as customers
          and vendors) to the extent necessary or appropriate to give commercial
          effect to the rights sought to be licensed hereunder and (ii) to Alcan
          Group Companies provided that any such sublicense may be made
          effective retroactively but not prior to the sublicensee's becoming an
          Alcan Group Company and any such sublicense shall terminate
          immediately upon such sublicensee no longer being an Alcan Group
          Company, except in a transaction that meets the conditions of Section
          16.2.

     3.7  Except as otherwise specifically provided in this Agreement and
          subject to its obligations under the Separation Agreement and the
          Principal Intellectual Property Agreement, Novelis shall retain all
          right and title in and to the Licensed Novelis Technology (subject to
          any limitations inherent in the rights received pursuant to the
          Principal Intellectual Property Agreement) including without
          limitation:

          3.7.1 All unencumbered rights of ownership in and to the Licensed
               Novelis Technology;

          3.7.2 The right to use the Licensed Novelis Technology in connection
               with the marketing, offer, use, sale or other transfer of any
               product, or service; and

          3.7.3 The right to license third parties to use the Licensed Novelis
               Technology;

          3.7.4 The right (but not the obligation) to file for, prosecute and
               maintain any applications, registrations or recordation thereof
               and to bring any action to enforce or otherwise seek to abate any
               infringement thereof.


                                        6
<PAGE>
     3.8  The Licensee shall have the right (to be exercised reasonably) to
          request, from time to time, additional information concerning the
          Licensed Novelis Technology and technology licensed to Novelis under
          the Principal Intellectual Property Agreement. Novelis shall, subject
          to the availability of appropriate personnel, supply the information
          so requested with the related cost and expense of doing so being, if
          any, being for the Licensee's account.

     3.9  The reference to licenses in this Article 3.0 is intended to cover
          permission for use as may be required or contemplated by the Principal
          Intellectual Property Agreement in connection with rights and
          interests reserved to Alcanint or Alcan Group Companies thereunder.
          Nothing in this Agreement shall be interpreted so as to contradict any
          reservation of rights or interests provided for under the Principal
          Intellectual Property Agreement.

4.0  ROYALTY AND ROYALTY PAYMENT

     4.1  Royalty payments shall accrue and be payable, and reports and royalty
          payments shall be made as set forth on Schedule ROY.

5.0  TECHNICAL ASSISTANCE

     5.1  Alcanint shall have the right (to be exercised reasonably) from time
          to time to request additional information concerning the Licensed
          Novelis Technology. Novelis shall, subject to the availability of
          appropriate personnel, supply the information so requested with the
          related cost and expense of doing so, if any, being for Alcanint's
          account. Novelis will provide Alcanint and other Alcan Group Companies
          such technical consulting and assistance from qualified personnel as
          may from time to time be reasonably requested by Alcanint or such
          other Alcan Group Companies with respect to CoCast Technology and
          Insitu Homogenization Technology and shall be entitled to reasonable
          per diem fees to be agreed between the parties based on actual cost of
          providing such services; provided that Novelis shall not be obligated
          to provide such assistance in excess of (i) 20 person-days in the
          aggregate or (ii) 10 person-days in any calendar month.

6.0  PROTECTION OF INFORMATION

     6.1  Licensee hereby agrees that the Licensed Novelis Technology made
          available to or produced or developed for it at any time (the
          "INFORMATION") is confidential information of Novelis and shall not be
          disclosed to any third party except as may be expressly provided for
          herein and that Licensee shall have only such rights in the
          Information as expressly provided herein.

     6.2  The obligations of confidentiality and non-disclosure shall not apply
          to Information to the extent that said Information:

          6.2.1 is in the public domain through no fault of Licensee, or
               lawfully is or becomes public knowledge through no breach of this
               Agreement;

          6.2.2 was received from any third party on a non-confidential basis
               and did not originate from Novelis or any of its Subsidiaries; or


                                        7
<PAGE>
          6.2.3 was disclosed by Licensee pursuant to legal process,
               governmental request or regulatory requirement; provided,
               however, that the receiving party shall use all reasonable
               efforts to provide notice to the disclosing party in order to
               afford the disclosing party a reasonable opportunity to seek a
               protective order or an injunction.

     6.3  Specific information shall not be deemed to be within the exceptions
          of Section 6.2 above merely because such specific information may be
          construed as being within broader, non-confidential information which
          is either in the public domain or the possession of the receiving
          party on the Effective Date nor shall a combination of features which
          form confidential information be deemed to be non-confidential
          information merely because the individual features, without being
          combined, are non-confidential.

     6.4  Licensee shall not use the Information received hereunder for any
          purpose other than that specified in this Agreement without first
          obtaining written consent from Novelis.

     6.5  Licensee may disclose the Information received hereunder to its
          officers, employees, contractors, suppliers, customers,
          representatives and others to the extent necessary for the normal
          operation of its business. Licensee shall take reasonable precautions,
          consistent with past practices, to preserve the value of the
          Information. Licensee shall advise the appropriate officers,
          employees, contractors, suppliers, customers, representatives and
          others to whom such information is supplied of the confidentiality
          obligation hereunder, and shall ensure that, where appropriate, they
          have agreed to comply with the provisions of this Article 6.0.

     6.6  The obligations of confidentiality and non-disclosure with respect to
          specific Information received under this Agreement or otherwise shall
          expire ten years after the termination of this Agreement.

     6.7  The parties recognise that a breach of this Article 6.0 may give rise
          to irreparable injury to Novelis that cannot be adequately compensated
          by monetary damages. Accordingly, in the event of a breach or
          threatened breach, Novelis may be entitled to preliminary and
          permanent injunctive relief to prevent or enjoin a violation of this
          Article 6.0 and the unauthorised use or disclosure of any confidential
          Information in addition to such other remedies as may be available for
          such breach or threatened breach, including the recovery of damages.

     6.8  No provision of this Agreement shall be construed to require Novelis
          to furnish any information i) acquired from others on terms
          prohibiting or restricting disclosure by Novelis, or ii) the
          furnishing of which is in contravention of any law, regulation, or
          executive order of any government. Each party shall use its
          commercially reasonable efforts to avoid conditions that prevent the
          exchange of information under this Agreement.

     6.9  Nothing in this Agreement shall preclude Licensee from using any
          information that is in the public domain at the time of its use of
          such information unless such information is in the public domain as a
          result of Licensee's breach of the confidentiality obligations under
          this Article 6.0.


                                        8
<PAGE>
7.0  TERM AND TERMINATION

     7.1  This Agreement shall be effective until and shall terminate on the
          ***anniversary of the Effective Date. Upon termination pursuant to
          this Section 7.1, each of the licenses granted hereunder shall be
          deemed a fully-paid, perpetual, unrestricted, unconditional license
          with the right to grant unrestricted sublicenses subject only to any
          obligation to pay any royalties due to any third party from which the
          Novelis Technology licensed hereunder was originally acquired. For
          clarity, the parties intend that upon termination of this agreement
          pursuant to this Section 7.1, Alcanint shall have all of the rights of
          a nonexclusive owner of the Novelis Licensed Technology excluding any
          patents included therein and have the right to use and license such
          Technology without notice or accounting to Novelis.

     7.2  Should there be a material default by Licensee in the performance of
          any obligations under this Agreement or the Separation Agreement and
          such default is not cured within 30 days following written
          notification of such default from Novelis, this Agreement shall
          terminate on the date specified on such notice which shall not be less
          than 30 days following the date of such notice, unless Licensee cures
          such default before such specified termination date.

     7.3  This Agreement shall terminate immediately upon the occurrence of any
          of the following:

               (a)  the bankruptcy or insolvency of Licensee

               (b)  the appointment of a receiver for Licensee's assets,

               (c)  the making by Licensee of a general assignment for the
                    benefit of creditors,

               (d)  the institution by Licensee of proceedings for a
                    reorganization of Licensee under the Bankruptcy Act or
                    similar legislation for the relief of debtors or the
                    institution of involuntary proceedings by a party other than
                    Licensee which are not terminated in 30 days.

     7.4  Early termination under Section 7.2 or Section 7.3 shall not prejudice
          Novelis' rights to recover any amounts due at the time of such
          termination nor shall it prejudice any other remedy or cause of action
          or claim of Novelis accrued or to accrue against Licensee on account
          of any such default by Licensee.

     7.5  This Agreement may be terminated at the option of Licensee, upon
          receipt of written notice to Novelis, at any time provided all
          payments owed hereunder have been remitted to Novelis.

     7.6  Upon early termination of this Agreement pursuant to this Article 7.0,
          all licenses of Licensed Novelis Technology shall terminate and
          Licensee shall cease all use of the Licensed Novelis Technology.

----------
***  Certain information on this page has been omitted and filed separately with
     the Securities and Exchange Commission. Confidential treatment has been
     requested with respect to the omitted portions.


                                        9
<PAGE>
     7.7  Notwithstanding the foregoing, Licensee may, after the date this
          Agreement is terminated pursuant to this Article 7.0, sell any product
          made before such termination, as if such product were sold prior to
          termination.

8.0  SURVIVAL OF OBLIGATIONS

     Except as otherwise provided in this agreement and unless otherwise agreed
     in writing by the parties, the rights and obligations of the parties under
     Articles 6.0, 9.0, 10.0, 11.0, 14.0, 15.0, 16.0, 17.0, 18.0, 20.0 and 21.0
     shall survive the termination of this Agreement.

9.0  REPRESENTATIONS; COVENANT

     Each party hereto represents that it has full power and authority to enter
     into this Agreement and to perform all obligations hereunder. Novelis
     further represents that it has full power and authority to act as agent for
     each member of Novelis Group for all purposes under this Agreement. Novelis
     covenants that it will cause each member of Novelis Group to act strictly
     in accordance with the provisions of this Agreement.

10.0 DISCLAIMER

     10.1 Licensee acknowledges that the foregoing licenses are made on an "as
          is" quit-claim basis and Novelis is neither providing nor is
          responsible for any representation or warranty of any nature or kind
          (whether express, implied, statutory, contractual or other in nature
          and whether relating to title, enforceability, merchantability,
          fitness for purpose, non-infringement, absence of rights of third
          parties or other) in respect of Licensed Novelis Technology or any use
          to be made thereof or any product to be produced therewith. Neither
          Novelis nor any Novelis Subsidiary shall be liable to Licensee, or any
          other person, for any damage, injury or loss, including loss of use
          arising from any activities or obligations under this Agreement; or
          for any direct or indirect, incidental, consequential special or
          punitive damages.

     10.2 Nothing in this Agreement shall be construed as a warranty or
          representation that any product made, used, sold or otherwise disposed
          of under any license granted pursuant to this Agreement is or will be
          free from infringement of patents of third parties.

     10.3 Neither Novelis nor any other of its Subsidiaries or current
          Affiliates shall have any infringement action or claim against Alcan
          or any of its current Affiliates in respect of Novelis Technology to
          the extent of any use of same prior to the Effective Date. None of
          Novelis, any Novelis Subsidiary nor any of their Affiliates shall have
          any infringement action against any Alcan Group Company in respect of
          any past use of Technology.

     10.4 Without limiting Section 10.1 hereof, in no event shall either party
          or any of their respective Affiliates be liable to the other party or
          its Subsidiaries or other Affiliates for any special, consequential,
          indirect, incidental or punitive damages or lost profits, however
          caused and on any theory of liability (including negligence) arising
          in any way out of this Agreement, whether or not such party has been
          advised of the possibility of such damages.


                                       10
<PAGE>
11.0 TRADEMARK, TRADE NAME AND LOGO

     No right is conveyed by either party to the other under this Agreement for
     the use, either directly, indirectly, by implication or otherwise, of any
     trademark, trade name or logo owned by Licensee or Novelis or any Alcan
     Group Company or Novelis Group Company. The parties will enter into a
     separate trademark license agreement, if appropriate.

12.0 NON-WAIVER

     The failure of any party to insist in any one or more instances upon the
     strict performance of any one or more of the obligations of this Agreement
     or to exercise any election herein contained, shall not be construed as a
     waiver for the future of the performance of such one or more obligations of
     this Agreement or of the right to exercise such election. No waiver of any
     breach or default of this Agreement shall be held to be a waiver for any
     subsequent breach.

13.0 NO PARTNERSHIP, JOINT VENTURE

     The parties to this Agreement agree and acknowledge that the Agreement does
     not create a partnership, joint venture or any other relationship between
     Novelis and Licensee save the relationship specifically set out herein
     before and solely for the limited purposes herein.

14.0 FURTHER ASSURANCES, CONSENTS, ETC.

     The parties to this Agreement shall co-operate together using their
     respective commercially reasonable best efforts to take such further steps,
     including the execution and delivery of documentation and applications
     which are required for legal or regulatory purposes or to obtain the
     consents or approvals of third parties or necessary or advisable
     registrations. All fees and expenses related to registrations which are
     advisable or necessary shall be at the expense of Novelis and all
     registrations shall be the responsibility of Novelis. Nothing contained in
     this Agreement shall be interpreted to oblige any party to do anything more
     than apply its commercially reasonable best efforts (without material
     expense to it) to obtain any consent, approval or registration which may be
     required to give full effect to the terms and conditions hereof. Similarly,
     no party shall be obliged to convey any rights or do any other thing which
     would cause it to be in breach of any legal or contractual obligation.

15.0 NOTICES

     Any notice, consent or other instrument required or permitted to be given
     by one party to the other party hereunder shall be in writing and shall be
     delivered or sent by first class mail or telefax and shall be deemed
     received five days following prepaid mailing or the next business day when
     telefaxed to the other party with receipt confirmation at the addresses set
     forth below;

     To Novelis  Novelis Inc.
                 Suite 3800
                 Royal Bank Plaza, South Tower
                 P. O. Box 84
                 200 Bay Street
                 Toronto, Ontario, Canada M5J 2Z4


                                       11
<PAGE>
                 Fax: (416) 216-3930
                 Attention: President

     To Licensee Alcan International Limited
                 1188 Sherbrooke Street West
                 Montreal, Quebec, Canada H3A 3G2

                 Fax: (514) 848-1535
                 Attention: Company Secretary

                 In all cases with copy to:
                 Alcan Inc.
                 1188 Sherbrooke Street West
                 Montreal, Quebec, Canada H3A 3G2

                 Fax: (514) 848-8555
                 Attention: Company Secretary

     Either party may change the notice address by giving written notice to the
     other party. If sent by telefax, a confirming copy of such shall be sent by
     regular mail to the addressee.

16.0 ASSIGNMENT

     16.1 This Agreement shall not be assignable, in whole or in part, directly
          or indirectly, by any party hereto without the prior written consent
          of the other party, and any attempt to assign any rights or
          obligations under this Agreement without such consent shall be null
          and void and deemed to be in breach hereof.

     16.2 Notwithstanding the preceding Section 16.1, this Agreement may be
          assigned (i) by Alcanint to any Alcan Group Company and (ii) by either
          party in whole in connection with a merger or consolidation or the
          sale of all or substantially all of the assets of such party, or (iii)
          by Licensee in part in connection with a sale or other divestiture of
          a subsidiary, plant or business unit whose field of activity is
          principally related to the portion of Licensee's business that
          licenses and makes actual use of the Licensed Novelis Technology under
          this Agreement; provided, however, that such assignee must expressly
          agree in writing to be bound by the terms and conditions of this
          Agreement.

17.0 INDEMNIFICATION

     17.1 Licensee shall indemnify, defend and hold harmless Novelis and its
          Affiliates and their respective directors and officers (the "NOVELIS
          INDEMNITEES") from and against any and all losses incurred or suffered
          by any of the Novelis Indemnitees arising out of the use of any
          Licensed Novelis Technology by Licensee or its customers.

     17.2 If any Novelis Indemnitee determines that it is or may be entitled to
          indemnification by any party (the "INDEMNIFYING PARTY"), under this
          Article 17.0, (other than in connection with an action subject to
          Section 17.3), the Indemnified Party shall


                                       12
<PAGE>
          deliver to the Indemnifying Party a written notice describing to the
          extent reasonably practicable, the basis for its claim for
          indemnification and the amount for which the Indemnified Party
          reasonably believes it is entitled to be indemnified. If the
          Indemnifying Party has not responded within 30 days after receipt of
          such notice, the Indemnified Party shall deliver a second notice to
          the Indemnifying Party within ten days of the expiration of the
          original 30 day period. Within 30 days after receipt of any second
          notice, the Indemnifying Party shall pay the Indemnified Party such
          amount in cash or other immediately available funds unless the
          Indemnifying Party objects to the claim for indemnification or the
          amount thereof.

     17.3 Promptly following the earlier of (i) receipt of notice of the
          commencement of an action by a third party against or otherwise
          involving any indemnified party, or (ii) receipt of information from a
          third party alleging the existence of a claim against an Indemnified
          Party, in either case, with respect to which indemnification may be
          sought pursuant to this Agreement, (a "THIRD PARTY CLAIM"), the
          Indemnified Party shall give the Indemnifying Party written notice
          thereof. The failure of the Indemnified Party to give notice as
          provided in this Article 17.0 shall not relieve the Indemnifying Party
          of its obligations under this Agreement, except to the extent that the
          Indemnifying Party is prejudiced by such failure to give notice.
          Within 30 days after receipt of such notice, the Indemnifying Party
          may (i) by giving written notice thereof to the Indemnified Party,
          acknowledge liability for such indemnification claim and at is option
          elect to assume the defence of such Third Party Claim at its sole cost
          and expense or (ii) object to the claim for indemnification set forth
          in the notice delivered by the Indemnified Party pursuant to the first
          sentence of this Section 17.3; provided that if the Indemnifying Party
          does not within such 30 day period give the Indemnified Party written
          notice objecting to such indemnification claim and setting forth the
          grounds therefor, the Indemnified Party shall give the Indemnifying
          Party an additional notice of its claim for indemnification and if the
          Indemnifying Party does not give the Indemnified Party written notice
          objecting to such claim within ten days after receipt of such notice
          the Indemnifying Party shall be deemed to have acknowledged its
          liability for such indemnification claim. If the Indemnifying Party
          has elected to assume the defence of a Third Party Claim, (x) the
          defence shall be conducted by counsel retained by the Indemnifying
          Party and reasonably satisfactory to the Indemnified Party, provided
          that the Indemnified Party shall have the right to participate in such
          proceedings and to be represented by counsel of its own choosing at
          the Indemnified Party's sole cost and expense; and (y) the
          Indemnifying Party may settle or compromise the third Party claim
          without the prior written consent of the Indemnified Party so long as
          such settlement includes and unconditional release of the Indemnified
          Party from all claims that are the subject of such Third Party Claim,
          provided the Indemnifying Party may not agree to any such settlement
          pursuant to which any remedy or relief, other than money damages for
          which the Indemnifying Party shall be responsible hereunder, shall be
          applied to or against the Indemnified Party, without the prior written
          consent of the Indemnified Party, which consent shall not be
          unreasonably withheld. If the Indemnifying Party does not assume the
          defence of a Third Party Claim for which it has acknowledged liability
          for indemnification hereunder, the Indemnified Party may require the
          Indemnifying Party to reimburse it on a current basis for its
          reasonable expenses of defending against such Third Party Claim and
          the Indemnifying party shall be bound by the result obtained with
          respect thereto by the Indemnified Party; provided that the
          Indemnifying Party shall not be liable for any settlement effected
          without its consent, which consent shall not be


                                       13
<PAGE>
          unreasonably withheld. The Indemnifying Party shall pay to the
          Indemnified Party in cash the amount, if any, for which the
          Indemnified Party is entitled to be indemnified hereunder within 15
          days after such Third Party Claim has been finally determined, or in
          the case of an indemnity claim as to which the Indemnifying Party has
          not acknowledged liability, within 15days after such Indemnifying
          Party's objection to liability hereunder has been finally determined.

     17.4 If for any reason the indemnification provided for in Section 17.1 is
          unavailable to an Indemnified Party, or insufficient to hold it
          harmless, then the Indemnifying Party shall contribute to the amount
          paid or payable to such Indemnified Party as a result of such losses
          in such proportion as is appropriate to reflect all relevant equitable
          considerations.

     17.5 The remedies provided for in this Article 17.0 are not exclusive and
          shall not limit any rights or remedies which may otherwise be
          available to any Indemnified Party at law or in equity.

18.0 ENTIRE AGREEMENT, AMENDMENTS, ETC.

     18.1 This Agreement constitutes the entire agreement and understanding
          between the parties with respect to the subject matter hereof and
          supersedes all prior agreements, understandings, negotiations and
          discussions whether oral or written of the parties, and there are no
          representations, warranties or conditions expressed or implied or
          otherwise between the parties in connection with the subject matter
          hereof, except as specifically set forth herein. No amendment to the
          terms and conditions hereof or waiver in respect thereto shall be
          binding unless it is in writing and signed by duly authorised
          representatives of both parties.

     18.2 Notwithstanding the foregoing, a breach by any party of its
          obligations under the Principal Intellectual Property Agreement shall
          be deemed to be a default under this Agreement

     18.3 Nothing in this Agreement shall be interpreted so as to permit either
          party to do anything which would be prohibited by the Principal
          Intellectual Property Agreement. In the event of any conflict between
          this Agreement and the Principal Intellectual Property Agreement, the
          latter two shall be paramount.


                                       14
<PAGE>
19.0 DISPUTE RESOLUTION

20.0 THE MASTER AGREEMENT WITH RESPECT TO DISPUTE RESOLUTION, EFFECTIVE ON THE
     EFFECTIVE DATE, AMONG ALCANINT, NOVELIS AND OTHER PARTIES THERETO SHALL
     GOVERN ALL DISPUTES, CONTROVERSIES OR CLAIMS (WHETHER ARISING IN CONTRACT,
     DELICT, TORT OR OTHERWISE) BETWEEN THE PARTIES THAT MAY ARISE OUT OF, OR
     RELATE TO, OR ARISE UNDER OR IN CONNECTION WITH, THIS AGREEMENT OR THE
     TRANSACTIONS CONTEMPLATED HEREBY (INCLUDING ALL ACTIONS TAKEN IN
     FURTHERANCE OF THIS AGREEMENT) OR THE COMMERCIAL OR ECONOMIC RELATIONSHIP
     OF THE PARTIES RELATING HERETO OR THERETO.MISCELLANEOUS

     20.1 The division of this Agreement into sections, subsections and other
          subdivisions and the insertion of headings are for convenience of
          reference only and shall not affect or be utilized in the construction
          or interpretation of this Agreement.

     20.2 The parties hereto have requested that this Agreement and all other
          documents, notices or written communications relating thereto, be in
          the English language.

     20.3 The parties may amend this Agreement only by a written agreement
          signed by each party to be bound by the amendment and that identifies
          itself as an amendment to this Agreement.

     20.4 Except as expressly stated to the contrary herein, the provisions of
          this Agreement are solely for the benefit of the parties and are not
          intended to confer upon any person except the parties any rights or
          remedies hereunder, and there are no third party beneficiaries of this
          Agreement, and this Agreement shall not provide any third person with
          any remedy, claim, liability, reimbursement, claim of action or other
          right in addition to those existing without reference to this
          Agreement.

21.0 GOVERNING LAW

     Recognizing the numerous jurisdictions associated with this Agreement and
     the activities contemplated by it, the parties agree that this Agreement
     shall be governed, construed and interpreted according to the laws of the
     Province of Quebec, Canada without the application of the provisions
     relating to the conflict of laws. Any provision in this Agreement
     prohibited by law or by court decree shall be ineffective to the extent of
     such prohibition without in any way invalidating or affecting the remaining
     provisions of this Agreement, and this Agreement shall be construed as if
     such prohibited provision had never been contained herein. Novelis and
     Licensee hereby agree, however, to negotiate an equitable amendment of this
     Agreement if a material provision is adversely affected.


                                       15
<PAGE>
IN WITNESS WHEREOF duly authorised representatives of the parties hereto have
signed duplicate copies of this Agreement.

NOVELIS INC.                            ALCAN INTERNATIONAL LIMITED


Per: /s/ Brian W. Sturgell              Per: /s/ David McAusland
     --------------------------------        -----------------------------------


                                       16