Common use of Conversion of Minority Interest to Royalty Clause in Contracts

Conversion of Minority Interest to Royalty. (a) If a Participant’s Participating Interest is reduced to less than 10% under the provisions of Section 5.3 the Participant shall be deemed to have withdrawn from this Agreement and shall relinquish its entire Participating Interest. Such relinquished Participating Interest shall be and be deemed to have been transferred automatically to the other Participant or, if more than one, to the other Participants pro rata in accordance with their respective Participating Interests. The Participant which has relinquished its Participating Interest shall in lieu thereof have the right to be paid the royalty provided in Article 10. (b) For purposes of this Section 5.4 the determination of whether a Participant’s Participating Interest has been reduced to less than 10% under the provisions of Section 5.3 shall be made on the basis of the provisionally recalculated Participating Interest provided for under Subsection 5.3(b), and the relinquishment, withdrawal and entitlements provided for in this Section 5.4 shall be effective as of the Diluting Date. However, if the final adjustment, provided for under Subsection 5.3(c), results in a recalculated Participating Interest of 10% or more: (i) the Diluting Participant’s recalculated Participating Interest shall, effective as of the last day of the Budgetary Period, be deemed to have automatically revested; (ii) such Participant shall be reinstated as a Participant, with all of the rights and obligations pertaining thereto; (iii) the royalty interest (if any) revested or vested under the terms of Subsection 5.4(a) shall terminate; and (iv) the Participants shall make such reimbursements, reallocations of production, contributions and other adjustments as are necessary so that, to the extent possible, each Participant will be placed in a position it would have been in had adjusted recalculated Participating Interest been in effect throughout the Budgetary Period.

Appears in 1 contract

Samples: Property Option Agreement

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Conversion of Minority Interest to Royalty. (a) If a Participant’s 's Participating Interest is reduced to less than 10% under the provisions of Section 5.3 %, the Participant shall be deemed to have withdrawn from this Agreement and shall relinquish its entire Participating Interest. Such relinquished Participating Interest shall be and be deemed to have been transferred automatically to the other Participant or, if more than one, to the other Participants pro rata in accordance with their respective Participating InterestsParticipant. The Participant which has relinquished its Participating Interest shall in lieu thereof have the right to be paid the royalty provided in Article 109. (b) For purposes of this Section 5.4 4.06, the determination of whether a Participant’s 's Participating Interest has been reduced to less than 10% the percentage set forth in subsection 4.06(a) under the provisions of Section 5.3 4.05 shall be made on the basis of the provisionally recalculated Participating Interest provided for under Subsection 5.3(bSection 4.05(b), and the relinquishment, withdrawal and entitlements provided for in this Section 5.4 4.06 shall be effective as of the Diluting Date. However, if the final adjustment, provided for under Subsection 5.3(cSection 4.05(c), results in a recalculated Participating Interest of 10% equal to or more: greater than the percentage set forth in subsection 4.06(a) then: (i) the Diluting Participant’s 's recalculated Participating Interest shall, effective as of the last day of the Budgetary Period, be deemed to have automatically revested; ; (ii) such Participant shall be reinstated as a Participant, with all of the rights and obligations pertaining thereto; ; (iii) the royalty interest (if any) revested or vested under the terms of Subsection 5.4(aSection 4.06(a) shall terminate; and and (iv) the Participants shall make such reimbursements, reallocations of production, contributions and other adjustments as are necessary so that, to the extent possible, each Participant will be placed in a position it would have been in had the adjusted recalculated Participating Interest Interests been in effect throughout the Budgetary Period.

Appears in 1 contract

Samples: Joint Venture Agreement (Fronteer Development Group Inc)

Conversion of Minority Interest to Royalty. (a) If a Participant’s 's Participating Interest is reduced to less than 10% under the provisions of Section 5.3 %, the Participant shall be deemed to have withdrawn from this Agreement and shall relinquish its entire Participating Interest. Such relinquished Participating Interest shall be and be deemed to have been transferred automatically to the other Participant or, if more than one, to the other Participants pro rata in accordance with their respective Participating InterestsParticipant. The Participant which has relinquished its Participating Interest shall in lieu thereof have the right to be paid the royalty provided in Article 109. (b) For purposes of this Section 5.4 4.06, the determination of whether a Participant’s 's Participating Interest has been reduced to less than 10% the percentage set forth in subsection 4.06(a) under the provisions of Section 5.3 4.05 shall be made on the basis of the provisionally recalculated Participating Interest provided for under Subsection 5.3(bSection 4.05(b), and the relinquishment, withdrawal and entitlements provided for in this Section 5.4 5.6 shall be effective as of the Diluting Date. However, if the final adjustment, provided for under Subsection 5.3(cSection 4.05(c), results in a recalculated Participating Interest of 10% equal to or more: greater than the percentage set forth in subsection 4.06(a) then: (i) the Diluting Participant’s 's recalculated Participating Interest shall, effective as of the last day of the Budgetary Period, be deemed to have automatically revested; ; (ii) such Participant shall be reinstated as a Participant, with all of the rights and obligations pertaining thereto; ; (iii) the royalty interest (if any) revested or vested under the the,terms of Subsection 5.4(aSection 4.06(a) shall terminate; and and (iv) the Participants shall make such reimbursements, reallocations of production, contributions and other adjustments as are necessary so that, to the extent possible, each Participant will be placed in a position it would have been in had the adjusted recalculated Participating Interest Interests been in effect throughout the Budgetary Period.

Appears in 1 contract

Samples: Subscription & Option Agreement (Fronteer Development Group)

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Conversion of Minority Interest to Royalty. (a) If a Participant’s Participating Interest is reduced to less than 10% under the provisions of Section 5.3 5.5 or Section 9.4(d), the Participant shall be deemed to have withdrawn from this Agreement and shall relinquish its entire Participating Interest. Such relinquished Participating Interest shall be and be deemed to have been transferred automatically to the other Participant or, if more than one, to the other Participants pro rata in accordance with their respective Participating Interests. The Participant which has relinquished its Participating Interest shall in lieu thereof have the right to be paid the royalty provided in Article 10. (b) For purposes of this Section 5.4 5.6, the determination of whether a Participant’s Participating Interest has been reduced to less than 10% under the provisions of Section 5.3 5.5 shall be made on the basis of the provisionally recalculated Participating Interest provided for under Subsection 5.3(bSection 5.5(b), and the relinquishment, withdrawal and entitlements provided for in this Section 5.4 5.6 shall be effective as of the Diluting Datedate the Participant’s Participating Interest was reduced to less than 10%. However, if the final adjustment, provided for under Subsection 5.3(cSection 5.5(d), results in a recalculated Participating Interest of 10% or more: : (i) the Diluting Participant’s recalculated Participating Interest shall, effective as of the last day of the Budgetary Period, be deemed to have automatically revested; ; (ii) such Participant shall be reinstated as a Participant, with all of the rights and obligations pertaining thereto; ; (iii) the royalty interest (if any) revested or vested under the terms of Subsection 5.4(aSection 5.6(a) shall terminate; and and (iv) the Participants shall make such reimbursements, reallocations of production, contributions and other adjustments as are necessary so that, to the extent possible, each Participant will be placed in a position it would have been in had the adjusted recalculated Participating Interest Interests been in effect throughout the Budgetary Period.

Appears in 1 contract

Samples: Option Agreement (Radius Gold Inc.)

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