Common use of Mineral Rights Clause in Contracts

Mineral Rights. (a) Schedule 3.1.35 of the Silvermex Disclosure Letter provides a complete list and description of all of the Mineral Rights of Silvermex and each of the Silvermex Subsidiaries. (b) Silvermex or one of the Silvermex Subsidiaries is the sole legal and beneficial owner of all right, title and interest to the Mineral Rights set out in Schedule 3.1.35 of the Silvermex Disclosure Letter, free and clear of any Encumbrances. (c) Silvermex and each of the Silvermex Subsidiaries has conducted and is conducting its respective Business in accordance with good mining industry practices and in compliance with all applicable Laws, and, in particular, all applicable licensing and Environmental Laws or other lawful requirements of any Governmental Entities applicable to it in each jurisdiction in which it carries on Business. (d) The Mineral Rights of Silvermex and each of the Silvermex Subsidiaries have been properly located and recorded in compliance with applicable Law and are comprised of valid and subsisting mineral claims. (e) To the best of Silvermex’s knowledge, the Mineral Rights set out in Schedule 3.1.35 of the Silvermex Disclosure Letter are in good standing under applicable Law and all work required to be performed and filed in respect thereof has been performed and filed, all Taxes, royalties, rentals, fees, expenditures and other payments in respect thereof have been paid or incurred and all filings in respect thereof will at the Effective Time have been made. (f) The Mineral Rights of Silvermex and each of the Silvermex Subsidiaries have been operated and maintained in a manner consistent with prudent practices in the mining industry and in compliance with all applicable Laws and all orders of all Governmental Entities having jurisdiction over the same. (g) Neither Silvermex nor any of the Silvermex Subsidiaries has elected or refused to participate in any exploration, development or other operations with respect to its Mineral Rights which has or may give rise to any penalties, forfeitures or reduction of its interest by virtue of any conversion or other alteration occurring under the title and operating documents which govern Silvermex's or the Silvermex Subsidiaries' Mineral Rights. (h) No Interested Person or any party not at arm's length to Silvermex or any Silvermex Subsidiary owns, has or is entitled to any royalty, net profits interest, carried interest or other Encumbrance of any nature whatsoever which is based on production from its properties or assets or any revenue or rights attributed thereto. (i) Silvermex is not aware of any defects, failures or impairments in the title of Silvermex or the Silvermex Subsidiaries to any of their respective Mineral Rights whether or not an action, suit, proceeding or inquiry is pending or threatened and whether or not discovered by any third party, which in aggregate could have a Material Adverse Effect in respect of Silvermex. (j) Silvermex and each of the Silvermex Subsidiaries has duly and timely satisfied all of the obligations required to be satisfied, performed and observed by it under, and there exists no default or event of default or event, occurrence, condition or act which, with the giving of notice, the lapse of time or the happening of any other event or condition, would become a default or event of default by Silvermex or any Silvermex Subsidiary under any agreement pertaining to their respective Mineral Rights or to their other respective assets or properties and each such lease, contract or other agreement is enforceable and in full force and effect. (k) Subject to the rights, covenants, conditions and stipulations in the title documents and any agreement pertaining to its assets or properties (including the Mineral Rights of Silvermex and the Silvermex Subsidiaries) and on the lessee's or holder's part thereunder to be paid or performed and observed, Silvermex and each of the Silvermex Subsidiaries may enter into and upon, hold and enjoy its respective property and assets (including its respective Mineral Rights) for the remainder of their respective terms and all renewals or extensions thereof for its own use and benefit without any lawful interruption of or by any other person whomsoever claiming by, through or under Silvermex or any Silvermex Subsidiary. (l) Silvermex has full and free access to all lands comprising its Mineral Rights and full and free access to all lands necessary in order to exploit such Mineral Rights and such lands are not protected by a federally protected ecological area or by a sacred, indigenous or religious ban or limitation in Mexico. (m) Neither Silvermex nor any of the Silvermex Subsidiaries has received any notice, whether written or oral, from any Governmental Entity of any revocation or intention to revoke any interest of Silvermex or a Silvermex Subsidiary in any of its Mineral Rights. (n) All mines located in or on the lands of Silvermex or any of the Silvermex Subsidiaries, or lands pooled or unitized therewith, which have been abandoned by Silvermex or any of its Subsidiaries, have been abandoned in accordance with good mining practices and in compliance with all applicable Laws, and all material future abandonment, remediation and reclamation obligations known to Silvermex as of the date hereof have been accurately set forth in the Silvermex Information Record without omission of information necessary to make the disclosure not misleading.

Mineral Rights. (a) All of SiverCrest’s and the SilverCrest Subsidiaries’ Mineral Rights (collectively, the “SilverCrest Mineral Rights”), are set out in Schedule 3.1.35 3.1.18 of the Silvermex SilverCrest Disclosure Letter provides a complete list and description of all of Letter. Other than the SilverCrest Mineral Rights set out in the SilverCrest Disclosure Letter, none of Silvermex SilverCrest and each of the Silvermex SilverCrest Subsidiaries, owns or has any interest in any Mineral Rights. (b) Silvermex or one Other than as set out in Schedule 3.1.18 of the Silvermex SilverCrest Disclosure Letter, SilverCrest and the SilverCrest Subsidiaries is are collectively the sole legal and beneficial owner of all right, title and interest to the SilverCrest Mineral Rights set out in Schedule 3.1.35 of the Silvermex Disclosure LetterRights, free and clear of any Encumbrances other than Permitted Encumbrances. (c) Silvermex SilverCrest and each of the Silvermex SilverCrest Subsidiaries has conducted and is conducting its respective Business and has operated and maintained the Mineral Rights in accordance with good mining industry practices and in compliance with all applicable Laws, and, in particular, all applicable licensing and Environmental Laws or other lawful requirements of any Governmental Entities applicable to it in each jurisdiction in which it carries on Business. (d) The All of the SilverCrest Mineral Rights of Silvermex and each of the Silvermex Subsidiaries have been properly located and recorded in compliance with applicable Law and are comprised of valid and subsisting mineral claimssubsisting. (e) To the best of Silvermex’s knowledge, the Mineral Rights Other than as set out in Schedule 3.1.35 3.1.18 of the Silvermex SilverCrest Disclosure Letter Letter, the SilverCrest Mineral Rights are in good standing under applicable Law and and, to the knowledge of SilverCrest, all work required to be performed and filed in respect thereof has been performed and filed, all Taxes, royalties, rentals, fees, expenditures and other payments in respect thereof have been paid or incurred and all filings in respect thereof will at the Effective Time have been made. (f) The Mineral Rights of Silvermex and each Other than as set forth in Schedule 3.1.18 of the Silvermex Subsidiaries have been operated and maintained in a manner consistent with prudent practices in the mining industry and in compliance with all applicable Laws and all orders of all Governmental Entities having jurisdiction over the same. (g) Neither Silvermex SilverCrest Disclosure Letter, neither SilverCrest nor any of the Silvermex SilverCrest Subsidiaries has elected or refused to participate in any exploration, development or other operations with respect to its the SilverCrest Mineral Rights which has or may give rise to any penalties, forfeitures or reduction of its interest by virtue of any conversion or other alteration occurring under the title and operating documents which govern Silvermex's or the Silvermex Subsidiaries' SilverCrest Mineral Rights. (hg) No Interested Person There is no material adverse claim against or any party not at arm's length challenge to Silvermex the title to or any Silvermex Subsidiary owns, has or is entitled to any royalty, net profits interest, carried interest or other Encumbrance ownership of any nature whatsoever which is based on production from its properties or assets or any revenue or rights attributed thereto. (i) Silvermex the SilverCrest Mineral Rights. SilverCrest is not aware of any defects, failures or impairments in the title of Silvermex SilverCrest or the Silvermex SilverCrest Subsidiaries to any of their respective the SilverCrest Mineral Rights whether or not an action, suit, proceeding or inquiry is pending or threatened and whether or not discovered by any third party, which in aggregate could have a Material Adverse Effect in respect of SilvermexSilverCrest. (h) Other than as set out in Schedule 3.1.18 of the SilverCrest Disclosure Letter, there are no back-in rights, earn-in rights, farm-in rights, streaming arrangements, purchase options, rights of first refusal or similar provisions or rights or any agency marketing fees, volume or production based payments or any other arrangements or payments (actual or contingent) which would affect or entitle any Person to receive any payment in connection with SilverCrest’s or any of the SilverCrest Subsidiaries’ interest in the SilverCrest Mineral Rights or the production or sale of minerals therefrom. (i) There are no material restrictions on the ability of SilverCrest or any of the SilverCrest Subsidiaries to use, transfer or exploit any of the SilverCrest Mineral Rights, except pursuant to the applicable Laws. (j) Silvermex SilverCrest and each of the Silvermex SilverCrest Subsidiaries has duly and timely satisfied all of the obligations required to be satisfied, performed and observed by it under, and there exists no default or event of default or event, occurrence, condition or act which, with the giving of notice, the lapse of time or the happening of any other event or condition, would become a default or event of default by Silvermex SilverCrest or any Silvermex SilverCrest Subsidiary under any agreement pertaining to their respective the SilverCrest Mineral Rights or to their other respective assets or properties and each such lease, contract or other agreement is enforceable and in full force and effect. (k) Subject to the rights, covenants, conditions and stipulations in the title documents and any agreement pertaining to its assets or properties (including the SilverCrest Mineral Rights of Silvermex and the Silvermex SubsidiariesRights) and on the lessee's ’s or holder's ’s part thereunder to be paid or performed and observed, Silvermex SilverCrest and each of the Silvermex SilverCrest Subsidiaries may enter into and upon, hold and enjoy its respective property and assets (including its respective the SilverCrest Mineral Rights) for the remainder of their respective terms and all renewals or extensions thereof for its own use and benefit without any lawful interruption of or by any other person whomsoever claiming by, through or under Silvermex or any Silvermex SubsidiaryPerson. (l) Silvermex has full SilverCrest and free access the SilverCrest Subsidiaries have those surface rights, including leases, easements, rights of way and permits or licences from landowners or Governmental Entities permitting the use of land by SilverCrest and the SilverCrest Subsidiaries, and other interests that are required to all lands comprising its exploit the development potential of the SilverCrest Mineral Rights based on current operations and full and free access no third party or group holds any such rights that would be required by SilverCrest to all lands necessary in order to exploit such develop the SilverCrest Mineral Rights Rights, and such lands rights and interests are not protected by a federally protected ecological area or by a sacred, indigenous or religious ban or limitation in Mexicolimitation. (m) Neither Silvermex Other than as set forth in Schedule 3.1.18 of the SilverCrest Disclosure Letter, neither SilverCrest nor any of the Silvermex SilverCrest Subsidiaries has received any notice, whether written or oral, from any Governmental Entity of any revocation or intention to revoke any interest of Silvermex SilverCrest or a Silvermex SilverCrest Subsidiary in any of its the SilverCrest Mineral Rights. (n) All mines located in or on the lands of Silvermex SilverCrest or any of the Silvermex Subsidiaries, or lands pooled or unitized therewith, SilverCrest Subsidiaries which have been abandoned by Silvermex SilverCrest or any of its the SilverCrest Subsidiaries, have been abandoned in accordance with good mining practices and in compliance with all applicable Laws, and all material future abandonment, remediation and reclamation obligations known to Silvermex SilverCrest as of the date hereof have been accurately set forth in the Silvermex SilverCrest Information Record Record. (o) SilverCrest has provided First Majestic with access to full and complete copies of all material exploration information and data within its possession or control including, without omission limitation, all geological, geophysical and geochemical information and data (including all drill, sample and assay results and all maps) and all technical reports, feasibility studies and other similar reports and studies concerning the SilverCrest Mineral Rights, and SilverCrest and the SilverCrest Subsidiaries have the sole right, title and ownership of information necessary to make the disclosure not misleadingall such information, data, reports and studies.

Mineral Rights. (a) Schedule 3.1.35 All of the Silvermex Disclosure Letter provides a complete list Sunward Companies’ material real properties, including all real property relating to the Project (collectively, the “Sunward Properties”) and description of all of the Sunward Companies’ material mineral interests and rights (including any material claims, concessions, exploration licences, exploitation licences, prospecting permits, mining leases and mining rights, in each case, either existing under contract, by operation of law or otherwise), including all such interests and rights relating to the Project (collectively, the “Mineral Rights”), are set out in Schedule 3.1(14) of the Vendor Disclosure Statement. Other than the Sunward Properties and the Mineral Rights of Silvermex and each set out in Schedule 3.1(14) of the Silvermex SubsidiariesVendor Disclosure Statement, none of the Sunward Companies owns or has any interest in any material real property or any material mineral interests and rights. (b) Silvermex or one of the Silvermex Subsidiaries is The Sunward Companies are the sole legal and beneficial owner owners of all right, title and interest in and to the Sunward Properties and the Mineral Rights set out in Schedule 3.1.35 of the Silvermex Disclosure LetterRights, free and clear of any Encumbrances, other than the Permitted Encumbrances. (c) Silvermex and each To the knowledge of the Silvermex Subsidiaries has conducted and is conducting its respective Business in accordance with good mining industry practices and in compliance with all applicable Laws, and, in particularVendor, all applicable licensing and Environmental Laws or other lawful requirements of any Governmental Entities applicable to it in each jurisdiction in which it carries on Business. (d) The the Mineral Rights of Silvermex and each of the Silvermex Subsidiaries have been properly located and recorded in compliance with Applicable Laws and are comprised of valid and subsisting mineral claims. (d) To the knowledge of the Vendor, the Mineral Rights constitute all mineral interests, rights, permits and licences necessary to permit the applicable Sunward Company to explore minerals contained at the Project and all such Mineral Rights have been validly issued in accordance with Applicable Law and are comprised of valid and subsisting mineral claims. (e) To the best of Silvermex’s knowledge, The Sunward Properties and the Mineral Rights set out in Schedule 3.1.35 of the Silvermex Disclosure Letter are in good standing under applicable Applicable Law and and, to the knowledge of the Vendor, all work required to be performed and filed in respect thereof has been performed and filed, all Taxes, royalties, rentals, fees, expenditures and other payments in respect thereof have been paid or incurred and all filings in respect thereof will at the Effective Time have been made. (f) The Mineral Rights of Silvermex and each To the knowledge of the Silvermex Subsidiaries have been operated Vendor, there is no material adverse claim or challenge, and maintained in a manner consistent with prudent practices in neither the mining industry and in compliance with all applicable Laws and all orders Vendor nor any of all Governmental Entities having jurisdiction over the sameSunward Companies has received any notice of an adverse claim or challenge, against or to the ownership of or title to the Mineral Rights. (g) Neither Silvermex nor To the knowledge of the Vendor, there are no back-in rights, earn-in rights, rights of first refusal or similar provisions or rights which would affect the Sunward Companies’ interests in the Sunward Properties or any of the Silvermex Subsidiaries has elected or refused to participate in any exploration, development or other operations with respect to its Mineral Rights which has or may give rise to any penalties, forfeitures or reduction of its interest by virtue of any conversion or other alteration occurring under the title and operating documents which govern Silvermex's or the Silvermex Subsidiaries' Mineral Rights. (h) No Interested Person To the knowledge of the Vendor, there are no material restrictions on the ability of the Sunward Companies to use, transfer or exploit the Sunward Properties or any party not at arm's length of the Mineral Rights, except pursuant to Silvermex or any Silvermex Subsidiary owns, has or is entitled to any royalty, net profits interest, carried interest or other Encumbrance of any nature whatsoever which is based on production from its properties or assets or any revenue or rights attributed theretoApplicable Law. (i) Silvermex is not aware of any defects, failures or impairments in To the title of Silvermex or the Silvermex Subsidiaries to any of their respective Mineral Rights whether or not an action, suit, proceeding or inquiry is pending or threatened and whether or not discovered by any third party, which in aggregate could have a Material Adverse Effect in respect of Silvermex. (j) Silvermex and each knowledge of the Silvermex Subsidiaries has duly and timely satisfied all of the obligations required to be satisfiedVendor, performed and observed by it under, and there exists no default or event of default or event, occurrence, condition or act which, with the giving of notice, the lapse of time or the happening of any other event or condition, would become a default or event of default by Silvermex or any Silvermex Subsidiary under any agreement pertaining to their respective Mineral Rights or to their other respective assets or properties and each such lease, contract or other agreement is enforceable and in full force and effect. (k) Subject to the rights, covenants, conditions and stipulations in the title documents and any agreement pertaining to its assets or properties (including the Mineral Rights of Silvermex and the Silvermex Subsidiaries) and on the lessee's or holder's part thereunder to be paid or performed and observed, Silvermex and each of the Silvermex Subsidiaries may enter into and upon, hold and enjoy its respective property and assets (including its respective Mineral Rights) for the remainder of their respective terms and all renewals or extensions thereof for its own use and benefit without any lawful interruption of or by any other person whomsoever claiming by, through or under Silvermex or any Silvermex Subsidiary. (l) Silvermex has full and free access to all lands comprising its Mineral Rights and full and free access to all lands necessary in order to exploit such Mineral Rights and such lands are not protected by a federally protected ecological area subject to any environmental limitations under Applicable Law that could reasonably prohibit or by a sacred, indigenous or religious ban or limitation in Mexico. (m) Neither Silvermex nor any of the Silvermex Subsidiaries has received any notice, whether written or oral, from any Governmental Entity of any revocation or intention to revoke any interest of Silvermex or a Silvermex Subsidiary limit in any way the exploration or exploitation of its Mineral Rightsminerals contained at the Project by the Sunward Companies. (n) All mines located in or on the lands of Silvermex or any of the Silvermex Subsidiaries, or lands pooled or unitized therewith, which have been abandoned by Silvermex or any of its Subsidiaries, have been abandoned in accordance with good mining practices and in compliance with all applicable Laws, and all material future abandonment, remediation and reclamation obligations known to Silvermex as of the date hereof have been accurately set forth in the Silvermex Information Record without omission of information necessary to make the disclosure not misleading.

Mineral Rights. (a) All of Primero’s and the Primero Subsidiaries’ Mineral Rights (collectively, the “Primero Mineral Rights”), are set out in Schedule 3.1.35 3.1.16 of the Silvermex Primero Disclosure Letter provides a complete list and description of all of Letter. Other than the Primero Mineral Rights set out in the Primero Disclosure Letter, none of Silvermex Primero and each of the Silvermex Primero Subsidiaries, owns or has any interest in any Mineral Rights. (b) Silvermex or one of Primero and the Silvermex Primero Subsidiaries is are collectively the sole legal and beneficial owner of all right, title and interest to the Primero Mineral Rights set out in Schedule 3.1.35 of the Silvermex Disclosure LetterRights, free and clear of any Encumbrances other than Permitted Encumbrances. (c) Silvermex Primero and each of the Silvermex Primero Subsidiaries has conducted and is conducting its respective Business and has operated and maintained the Primero Mineral Rights in accordance with good mining industry practices and in compliance with all applicable Laws, and, in particular, all applicable licensing and Environmental Laws or other lawful requirements of any Governmental Entities applicable to it in each jurisdiction in which it carries on Business. (d) The All of the Primero Mineral Rights of Silvermex are valid and each subsisting and, to the knowledge of the Silvermex Subsidiaries Primero, have been properly located and recorded in material compliance with applicable Law and are comprised of valid and subsisting mineral claimsLaws. (e) To the best of Silvermex’s knowledge, the The Primero Mineral Rights set out in Schedule 3.1.35 of the Silvermex Disclosure Letter are in good standing under applicable Law and Laws and, to the knowledge of Primero, all work required to be performed and filed in respect thereof as of the date hereof has been performed and filed, all Taxes, royalties, rentals, fees, expenditures and other payments in respect thereof that are due and owing prior to the date hereof have been paid paid, including in respect of royalty obligations in favour of Governmental Authorities or incurred and all filings in respect thereof will at that were required to be made prior to the Effective Time date hereof have been made. (f) The Mineral Rights of Silvermex and each of the Silvermex Subsidiaries have been operated and maintained in a manner consistent with prudent practices in the mining industry and in compliance with all applicable Laws and all orders of all Governmental Entities having jurisdiction over the same. (g) Neither Silvermex Primero nor any of the Silvermex Primero Subsidiaries has elected or refused to participate in any exploration, development or other operations with respect to its the Primero Real Property or the Primero Mineral Rights which has or may give rise to any penalties, forfeitures or reduction of its interest by virtue of any conversion or other alteration occurring under the title and operating documents which govern Silvermex's or the Silvermex Subsidiaries' Primero Mineral Rights. (hg) No Interested Person or any party Primero has not at arm's length to Silvermex or any Silvermex Subsidiary owns, has or is entitled to any royalty, net profits interest, carried interest or other Encumbrance received written notice of any nature whatsoever which is based on production from its properties or assets or any revenue or rights attributed thereto. (i) Silvermex and is not otherwise aware of any material adverse claim against or challenge to the title to or ownership of the Primero Real Property or the Primero Mineral Rights. To the knowledge of Primero, there are no defects, failures or impairments in the title of Silvermex Primero or the Silvermex Primero Subsidiaries to any of their respective the Primero Real Property or the Primero Mineral Rights whether or not an action, suit, proceeding or inquiry is pending or threatened and whether or not discovered by any third party, which in aggregate could have a Material Adverse Effect in respect of SilvermexPrimero. (h) There are no back-in rights, earn-in rights, farm-in rights, streaming arrangements, purchase options, rights of first refusal or similar provisions or rights or any agency marketing fees, volume or production based payments or any other arrangements or payments (actual or contingent) which would affect or entitle any Person to receive any payment in connection with Primero’s or any of the Primero Subsidiaries’ interest in the Primero Real Property or any of the Primero Mineral Rights or the production or sale of minerals therefrom. (i) There are no material restrictions on the ability of Primero or any of the Primero Subsidiaries to use, transfer or exploit the Primero Real Property or any of the Primero Mineral Rights, except pursuant to applicable Laws or as set out in any of the Permitted Encumbrances. (j) Silvermex Primero and each of the Silvermex Primero Subsidiaries has has, in all material respects, duly and timely satisfied all of the material obligations required to be satisfied, performed and observed by it under, and there exists no material default or event of default or event, occurrence, condition or act which, with the giving of notice, the lapse of time or the happening of any other event or condition, would become a material default or event of default by Silvermex Primero or any Silvermex Primero Subsidiary under under, any material agreement pertaining to their respective the Primero Mineral Rights or to their other respective assets or properties and each such lease, contract or other agreement is enforceable and in full force and effectthe Primero Real Property. (k) Subject to the rights, covenants, conditions and stipulations in the title documents and or any other material agreement pertaining to its assets or properties (including the Primero Mineral Rights of Silvermex and the Silvermex Subsidiaries) and on the lessee's or holder's part thereunder to be paid or performed and observedRights, Silvermex Primero and each of the Silvermex Primero Subsidiaries may enter into and upon, hold and enjoy its respective property and assets (including its respective Primero Mineral Rights) Rights for the remainder of their respective terms and all renewals or extensions thereof for its own use and benefit without any lawful interruption of or by any other person whomsoever claiming by, through or under Silvermex or any Silvermex SubsidiaryPerson. (l) Silvermex has full Primero and free access the Primero Subsidiaries own, or are entitled to use, all lands comprising its surface rights (including fee simple estates, leases, easements, rights of way and permits or licenses from landowners, Ejidos or Governmental Entities permitting the use of land by Primero and the Primero Subsidiaries, or other interests) that are required to exploit the development potential of the Primero Mineral Rights based on current operations, and full and free access to all lands necessary in order to exploit such Mineral Rights and such lands there are not protected by a no federally protected ecological area areas or by a any sacred, indigenous or religious ban bans or limitation limitations affecting such rights which would materially and adversely impair Primero or the Primero Subsidiaries’ use of such rights in Mexicoconnection with the Business as currently conducted. (m) Neither Silvermex Primero nor any of the Silvermex Primero Subsidiaries has received any notice, whether written or oral, from any Governmental Entity of any revocation or intention to revoke any interest of Silvermex Primero or a Silvermex Primero Subsidiary in any of its the Primero Mineral Rights. (n) All mines located in or on the lands of Silvermex Primero or any of the Silvermex Primero Subsidiaries, or lands pooled or unitized therewith, which have been abandoned by Silvermex Primero or any of its the Primero Subsidiaries, have been abandoned in accordance with good mining practices and in material compliance with all applicable Laws, and all material future abandonment, remediation and reclamation obligations known to Silvermex Primero as of the date hereof have been accurately set forth in the Silvermex Primero Information Record without omission of information necessary to make the disclosure not misleading. (o) Primero has provided First Majestic with access to full and complete copies of all material exploration information and data within its possession or control including, without limitation, all geological, geophysical and geochemical information and data (including all drill, sample and assay results and all maps) and all technical reports, feasibility studies and other similar reports and studies concerning the Primero Real Property or the Primero Mineral Rights, and Primero and the Primero Subsidiaries have the sole right, title and ownership of all such information, data, reports and studies.

Mineral Rights. (ai) Schedule 3.1.35 The Technical Report and the Public Record describe all mineral interests, mining concessions, mining tenements or other mineral rights owned by or subject to any license, option or similar agreement in favour of the Silvermex Disclosure Letter provides a complete list and description of all Corporation that are material to the business of the Corporation (the “Mineral Rights of Silvermex and each of Rights”). The Corporation does not hold, license or have any other material interest in any mineral interests, mining concessions, mining tenements or other mineral rights other than the Silvermex SubsidiariesMineral Rights. (b) Silvermex or one of the Silvermex Subsidiaries is the sole legal and beneficial owner of all right, title and interest to the Mineral Rights set out in Schedule 3.1.35 of the Silvermex Disclosure Letter, free and clear of any Encumbrances. (c) Silvermex and each of the Silvermex Subsidiaries has conducted and is conducting its respective Business in accordance with good mining industry practices and in compliance with all applicable Laws, and, in particular, all applicable licensing and Environmental Laws or other lawful requirements of any Governmental Entities applicable to it in each jurisdiction in which it carries on Business. (dii) The Mineral Rights of Silvermex and each of the Silvermex Subsidiaries have been properly located and recorded in compliance with applicable Law Applicable Laws and are comprised of valid and subsisting mineral claims. (eiii) To The Corporation is the best registered and beneficial owner of Silvermex’s knowledge, the Mineral Rights set out in Schedule 3.1.35 with good and marketable title thereto, free and clear of any title defect or Encumbrance. (iv) The Mineral Rights constitute all of the Silvermex Disclosure Letter right, title and interest necessary or appropriate to authorize and enable the Corporation to carry on the Business. (v) The Corporation has the exclusive right to deal with the Mineral Rights, and there are no restrictions on the ability of the Corporation to use, transfer or exploit the Mineral Rights except pursuant to Applicable Laws. (vi) No person other than the Corporation has any interest in the production or profits to be obtained in the future from the Mineral Rights or any royalty in respect thereof or any right to acquire any such interest. (vii) There are no farm-in or earn-in rights, rights of first refusal or similar rights or provisions which could materially affect the Mineral Rights. (viii) The Corporation has not received any notice, whether written or oral, from any Governmental Authority or any person with jurisdiction or applicable authority of any revocation or intention to revoke the interest of the Corporation in any Mineral Right. (ix) The Mineral Rights are in good standing under applicable Law and Law; all work required to be performed and filed in respect thereof thereon has been performed and filed, all Taxes, royalties, rentals, fees, expenditures and other payments in respect thereof have been paid or incurred and all filings in respect thereof will at the Effective Time have been made. (fx) The Mineral Rights of Silvermex and each of the Silvermex Subsidiaries have been operated and maintained in a manner consistent with prudent practices in the mining industry and in compliance with all applicable Laws and all orders of all Governmental Entities having jurisdiction over the same. (g) Neither Silvermex nor any of the Silvermex Subsidiaries has elected or refused to participate in any exploration, development or other operations with respect to its Mineral Rights which has or may give rise to any penalties, forfeitures or reduction of its interest by virtue of any conversion or other alteration occurring under the title and operating documents which govern Silvermex's or the Silvermex Subsidiaries' Mineral Rights. (h) No Interested Person or any party not at arm's length to Silvermex or any Silvermex Subsidiary owns, has or is entitled to any royalty, net profits interest, carried interest or other Encumbrance of any nature whatsoever which is based on production from its properties or assets or any revenue or rights attributed thereto. (i) Silvermex is not aware of any defects, failures or impairments in the title of Silvermex or the Silvermex Subsidiaries to any of their respective Mineral Rights whether or not an action, suit, proceeding or inquiry is pending or threatened and whether or not discovered by any third party, which in aggregate could have a Material Adverse Effect All exploration activities in respect of Silvermex. (j) Silvermex and each of the Silvermex Subsidiaries has duly and timely satisfied all of the obligations required to be satisfied, performed and observed by it under, and there exists no default or event of default or event, occurrence, condition or act which, with the giving of notice, the lapse of time or the happening of any other event or condition, would become a default or event of default by Silvermex or any Silvermex Subsidiary under any agreement pertaining to their respective Mineral Rights or to their other respective assets or properties and each such lease, contract or other agreement is enforceable and in full force and effect. (k) Subject to the rights, covenants, conditions and stipulations in the title documents and any agreement pertaining to its assets or properties (including the Mineral Rights of Silvermex and the Silvermex Subsidiaries) and on the lessee's or holder's part thereunder to be paid or performed and observed, Silvermex and each of the Silvermex Subsidiaries may enter into and upon, hold and enjoy its respective property and assets (including its respective Mineral Rights) for the remainder of their respective terms and all renewals or extensions thereof for its own use and benefit without any lawful interruption of or by any other person whomsoever claiming by, through or under Silvermex or any Silvermex Subsidiary. (l) Silvermex has full and free access to all lands comprising its Mineral Rights and full and free access to all lands necessary in order to exploit such Mineral Rights and such lands are not protected by a federally protected ecological area or by a sacred, indigenous or religious ban or limitation in Mexico. (m) Neither Silvermex nor any of the Silvermex Subsidiaries has received any notice, whether written or oral, from any Governmental Entity of any revocation or intention to revoke any interest of Silvermex or a Silvermex Subsidiary in any of its Mineral Rights. (n) All mines located in or on the lands of Silvermex or any of the Silvermex Subsidiaries, or lands pooled or unitized therewith, which have been abandoned by Silvermex or any of its Subsidiaries, have been abandoned conducted in all material respects in accordance with good mining and engineering practices and in compliance with all applicable Laws, and all material future abandonmentworkers’ compensation and health and safety regulations have been complied with. (xi) There are no adverse claims, remediation actions, suits or proceedings that have been commenced, and reclamation obligations known to Silvermex as the knowledge of the date hereof have been accurately set forth in Corporation none are pending or threatened and there are no state of facts or events that may give rise thereto or which could affect the Silvermex Information Record without omission title to or right to explore or develop the Mineral Rights which involves the possibility of information necessary to make any judgment or liability affecting the disclosure not misleadingMineral Rights.

Mineral Rights. (a) Schedule 3.1.35 Section 3.1.34 of the Silvermex Normabec Disclosure Letter Schedule provides a complete list and description of all of the Mineral Rights of Silvermex and each of the Silvermex SubsidiariesNormabec or any Normabec Subsidiary. (b) Silvermex or one of the Silvermex Subsidiaries is the sole legal and beneficial owner of all right, title and interest to the Mineral Rights set out in Schedule 3.1.35 of the Silvermex Disclosure Letter, free and clear of any Encumbrances. (c) Silvermex Normabec and each of the Silvermex Normabec Subsidiaries has conducted and is conducting its respective Business business in accordance with good mining industry practices and in compliance with all applicable Lawslaws, and, in particular, all applicable licensing licencing and Environmental Laws or other lawful requirements of any Governmental Entities applicable to it in each jurisdiction in which it carries on business and holds all licences, registrations and qualifications in all jurisdictions in which it carries on business or which are necessary or desirable to carry on the Business, as now conducted, and none of such licences, registrations or qualifications contains any burdensome term, provision, condition or limitation which has or is likely to have any Material Adverse Effect in respect of Normabec. (c) To the best of Normabec's knowledge, all Taxes and assessments based on, or measured by, the ownership of the Mineral Rights of Normabec or any Normabec Subsidiary or the production from such Mineral Rights, or the receipt of proceeds from them, and all royalties and rentals accruing prior to the Effective Date, that are payable by Normabec or the Normabec Subsidiaries with respect to their Mineral Rights will at the Effective Date have been properly paid or will be paid in a timely fashion. (d) The In those cases where Normabec or the Normabec Subsidiaries is the operator, the Mineral Rights of Silvermex Normabec and each of the Silvermex Subsidiaries have been properly located and recorded in compliance with applicable Law and are comprised of valid and subsisting mineral claims. (e) To the best of Silvermex’s knowledge, the Mineral Rights set out in Schedule 3.1.35 of the Silvermex Disclosure Letter are in good standing under applicable Law and all work required to be performed and filed in respect thereof has been performed and filed, all Taxes, royalties, rentals, fees, expenditures and other payments in respect thereof have been paid or incurred and all filings in respect thereof will at the Effective Time have been made. (f) The Mineral Rights of Silvermex and each of the Silvermex Normabec Subsidiaries have been operated and maintained in a manner consistent with prudent practices in the mining industry and in compliance with all applicable Laws and all orders of all Governmental Entities having jurisdiction over the same. (g) Neither Silvermex same and, in cases where neither Normabec nor any of the Silvermex Normabec Subsidiaries is the operator thereof, Normabec has no knowledge that such has not been, is not and will not be the case. (e) Neither Normabec nor any of the Normabec Subsidiaries has elected or refused to participate in any exploration, development or other operations with respect to its Mineral Rights which has or may give rise to any penalties, forfeitures or reduction of its interest by virtue of any conversion or other alteration occurring under the title and operating documents which govern SilvermexNormabec's or the Silvermex Normabec Subsidiaries' Mineral Rights. (hf) No Interested Person or any party not at arm's length to Silvermex Normabec or any Silvermex Normabec Subsidiary owns, has or is entitled to any royalty, net profits interest, carried interest or other Encumbrance Encumbrances of any nature whatsoever which is are based on production from its properties or assets or any revenue or rights attributed thereto. (g) Normabec does not have any currently outstanding xxxxxx, swaps or other financial instruments or like transactions. (h) Normabec has made available to Micon International Limited, prior to the issuance of the Technical Report, all information material to an adequate determination of mineral resources and reserves with respect to the Mexican Property, none of which information contained a material misrepresentation and Normabec has no knowledge of any material adverse change to the mineral resources and reserves therein evaluated since the effective date of the Technical Report. (i) Silvermex Normabec is not aware of any defects, failures or impairments in the title of Silvermex Normabec or the Silvermex Normabec Subsidiaries to any of their respective the Mineral Rights with respect to the Mexican Property or their mining facilities at the Mexican Property whether or not an action, suit, proceeding or inquiry is pending or threatened and whether or not discovered by any third party, which in aggregate could have a Material Adverse Effect in respect of SilvermexNormabec. (j) Silvermex Normabec and each of the Silvermex Normabec Subsidiaries has duly and timely satisfied all of the obligations required to be satisfied, performed and observed by it under, and there exists no default or event of default or event, occurrence, condition or act which, with the giving of notice, the lapse of time or the happening of any other event or condition, would become a default or event of default by Silvermex Normabec or any Silvermex Normabec Subsidiary under any agreement pertaining to their respective Mineral Rights or to their other respective assets or properties and each such lease, contract or other agreement is enforceable and in full force and effect. (k) Subject to the rights, covenants, conditions and stipulations in the title documents and any agreement pertaining to its assets or properties (including the Mineral Rights of Silvermex Normabec and the Silvermex Normabec Subsidiaries) and on the lessee's or holder's part thereunder to be paid or performed and observed, Silvermex Normabec and each of the Silvermex Normabec Subsidiaries may enter into and upon, hold and enjoy its respective property and assets (including its respective Mineral Rights) for the remainder of their respective terms and all renewals or extensions thereof for its own use and benefit without any lawful interruption of or by any other person whomsoever claiming by, through or under Silvermex Normabec or any Silvermex Normabec Subsidiary. (l) Silvermex has full and free access to all lands comprising its Mineral Rights and full and free access to all lands necessary in order to exploit such Mineral Rights and such lands are not protected by a federally protected ecological area or by a sacred, indigenous or religious ban or limitation in Mexico. (m) Neither Silvermex nor any of the Silvermex Subsidiaries has received any notice, whether written or oral, from any Governmental Entity of any revocation or intention to revoke any interest of Silvermex or a Silvermex Subsidiary in any of its Mineral Rights. (n) All mines located in or on the lands of Silvermex or any of the Silvermex Subsidiaries, or lands pooled or unitized therewith, which have been abandoned by Silvermex or any of its Subsidiaries, have been abandoned in accordance with good mining practices and in compliance with all applicable Laws, and all material future abandonment, remediation and reclamation obligations known to Silvermex as of the date hereof have been accurately set forth in the Silvermex Information Record without omission of information necessary to make the disclosure not misleading.

Mineral Rights. (a) Schedule 3.1.35 of the Silvermex Orko Disclosure Letter provides a complete list and description of all of the Mineral Rights of Silvermex Orko and each of the Silvermex Orko Subsidiaries. (b) Silvermex Orko or one of the Silvermex Orko Subsidiaries is the sole legal and beneficial owner of all right, title and interest to the Mineral Rights set out in Schedule 3.1.35 of the Silvermex Orko Disclosure Letter, free and clear of any Encumbrances. (c) Silvermex Orko and each of the Silvermex Orko Subsidiaries has conducted and is conducting its respective Business in accordance with good mining industry practices and in compliance with all applicable Laws, and, in particular, all applicable licensing and Environmental Laws or other lawful requirements of any Governmental Entities applicable to it in each jurisdiction in which it carries on Business. (d) The Mineral Rights of Silvermex Orko and each of the Silvermex Orko Subsidiaries have been properly located and recorded in compliance with applicable Law and are comprised of valid and subsisting mineral claims. (e) To the best of SilvermexOrko’s knowledge, the Mineral Rights set out in Schedule 3.1.35 of the Silvermex Orko Disclosure Letter are in good standing under applicable Law and all work required to be performed and filed in respect thereof has been performed and filed, all Taxes, royalties, rentals, fees, expenditures and other payments in respect thereof have been paid or incurred and all filings in respect thereof will at the Effective Time have been made. (f) The Mineral Rights of Silvermex Orko and each of the Silvermex Orko Subsidiaries have been operated and maintained in a manner consistent with prudent practices in the mining industry and in compliance with all applicable Laws and all orders of all Governmental Entities having jurisdiction over the same. (g) Neither Silvermex Orko nor any of the Silvermex Orko Subsidiaries has elected or refused to participate in any exploration, development or other operations with respect to its Mineral Rights which has or may give rise to any penalties, forfeitures or reduction of its interest by virtue of any conversion or other alteration occurring under the title and operating documents which govern SilvermexOrko's or the Silvermex Orko Subsidiaries' Mineral Rights. (h) No Interested Person or any party not at arm's length to Silvermex Orko or any Silvermex Orko Subsidiary owns, has or is entitled to any royalty, net profits interest, carried interest or other Encumbrance of any nature whatsoever which is based on production from its properties or assets or any revenue or rights attributed thereto. (i) Silvermex Orko is not aware of any defects, failures or impairments in the title of Silvermex Orko or the Silvermex Orko Subsidiaries to any of their respective Mineral Rights whether or not an action, suit, proceeding or inquiry is pending or threatened and whether or not discovered by any third party, which in aggregate could have a Material Adverse Effect in respect of SilvermexOrko. (j) Silvermex Orko and each of the Silvermex Orko Subsidiaries has duly and timely satisfied all of the obligations required to be satisfied, performed and observed by it under, and there exists no default or event of default or event, occurrence, condition or act which, with the giving of notice, the lapse of time or the happening of any other event or condition, would become a default or event of default by Silvermex Orko or any Silvermex Orko Subsidiary under any agreement pertaining to their respective Mineral Rights or to their other respective assets or properties and each such lease, contract or other agreement is enforceable and in full force and effect. (k) Subject to the rights, covenants, conditions and stipulations in the title documents and any agreement pertaining to its assets or properties (including the Mineral Rights of Silvermex Orko and the Silvermex Orko Subsidiaries) and on the lessee's or holder's part thereunder to be paid or performed and observed, Silvermex Orko and each of the Silvermex Orko Subsidiaries may enter into and upon, hold and enjoy its respective property and assets (including its respective Mineral Rights) for the remainder of their respective terms and all renewals or extensions thereof for its own use and benefit without any lawful interruption of or by any other person whomsoever claiming by, through or under Silvermex Orko or any Silvermex Orko Subsidiary. (l) Silvermex Orko has full and free access to all lands comprising its Mineral Rights and full and free access to all lands necessary in order to exploit such Mineral Rights and such lands are not protected by a federally protected ecological area or by a sacred, indigenous or religious ban or limitation in Mexico. (m) Neither Silvermex Orko nor any of the Silvermex Orko Subsidiaries has received any notice, whether written or oral, from any Governmental Entity of any revocation or intention to revoke any interest of Silvermex Orko or a Silvermex Orko Subsidiary in any of its Mineral Rights. (n) All mines located in or on the lands of Silvermex Orko or any of the Silvermex Orko Subsidiaries, or lands pooled or unitized therewith, which have been abandoned by Silvermex Orko or any of its Subsidiaries, have been abandoned in accordance with good mining practices and in compliance with all applicable Laws, and all material future abandonment, remediation and reclamation obligations known to Silvermex Orko as of the date hereof have been accurately set forth in the Silvermex Orko Information Record without omission of information necessary to make the disclosure not misleading.

Mineral Rights. (a) Schedule 3.1.35 of the Silvermex Orko Disclosure Letter provides a complete list and description of all of the Mineral Rights of Silvermex Orko and each of the Silvermex Orko Subsidiaries. (b) Silvermex Orko or one of the Silvermex Orko Subsidiaries is the sole legal and beneficial owner of all right, title and interest to the Mineral Rights set out in Schedule 3.1.35 of the Silvermex Orko Disclosure Letter, free and clear of any Encumbrances. (c) Silvermex Orko and each of the Silvermex Orko Subsidiaries has conducted and is conducting its respective Business in accordance with good mining industry practices and in compliance with all applicable Laws, and, in particular, all applicable licensing and Environmental Laws or other lawful requirements of any Governmental Entities applicable to it in each jurisdiction in which it carries on Business. (d) The Mineral Rights of Silvermex Orko and each of the Silvermex Orko Subsidiaries have been properly located and recorded in compliance with applicable Law and are comprised of valid and subsisting mineral claims. (e) To the best of SilvermexOrko’s knowledge, the Mineral Rights set out in Schedule 3.1.35 of the Silvermex Orko Disclosure Letter are in good standing under applicable Law and all work required to be performed and filed in respect thereof has been performed and filed, all Taxes, royalties, rentals, fees, expenditures and other payments in respect thereof have been paid or incurred and all filings in respect thereof will at the Effective Time have been made. (f) The Mineral Rights of Silvermex Orko and each of the Silvermex Orko Subsidiaries have been operated and maintained in a manner consistent with prudent practices in the mining industry and in compliance with all applicable Laws and all orders of all Governmental Entities having jurisdiction over the same. (g) Neither Silvermex Orko nor any of the Silvermex Orko Subsidiaries has elected or refused to participate in any exploration, development or other operations with respect to its Mineral Rights which has or may give rise to any penalties, forfeitures or reduction of its interest by virtue of any conversion or other alteration occurring under the title and operating documents which govern Silvermex's Orko’s or the Silvermex Orko Subsidiaries' ’ Mineral Rights. (h) No Interested Person or any party not at arm's ’s length to Silvermex Orko or any Silvermex Orko Subsidiary owns, has or is entitled to any royalty, net profits interest, carried interest or other Encumbrance of any nature whatsoever which is based on production from its properties or assets or any revenue or rights attributed thereto. (i) Silvermex Orko is not aware of any defects, failures or impairments in the title of Silvermex Orko or the Silvermex Orko Subsidiaries to any of their respective Mineral Rights whether or not an action, suit, proceeding or inquiry is pending or threatened and whether or not discovered by any third party, which in aggregate could have a Material Adverse Effect in respect of SilvermexOrko. (j) Silvermex Orko and each of the Silvermex Orko Subsidiaries has duly and timely satisfied all of the obligations required to be satisfied, performed and observed by it under, and there exists no default or event of default or event, occurrence, condition or act which, with the giving of notice, the lapse of time or the happening of any other event or condition, would become a default or event of default by Silvermex Orko or any Silvermex Orko Subsidiary under any agreement pertaining to their respective Mineral Rights or to their other respective assets or properties and each such lease, contract or other agreement is enforceable and in full force and effect. (k) Subject to the rights, covenants, conditions and stipulations in the title documents and any agreement pertaining to its assets or properties (including the Mineral Rights of Silvermex Orko and the Silvermex Orko Subsidiaries) and on the lessee's ’s or holder's ’s part thereunder to be paid or performed and observed, Silvermex Orko and each of the Silvermex Orko Subsidiaries may enter into and upon, hold and enjoy its respective property and assets (including its respective Mineral Rights) for the remainder of their respective terms and all renewals or extensions thereof for its own use and benefit without any lawful interruption of or by any other person whomsoever claiming by, through or under Silvermex Orko or any Silvermex Orko Subsidiary. (l) Silvermex Orko has full and free access to all lands comprising its Mineral Rights and full and free access to all lands necessary in order to exploit such Mineral Rights and such lands are not protected by a federally protected ecological area or by a sacred, indigenous or religious ban or limitation in Mexico. (m) Neither Silvermex Orko nor any of the Silvermex Orko Subsidiaries has received any notice, whether written or oral, from any Governmental Entity of any revocation or intention to revoke any interest of Silvermex Orko or a Silvermex an Orko Subsidiary in any of its Mineral Rights. (n) All mines located in or on the lands of Silvermex Orko or any of the Silvermex Orko Subsidiaries, or lands pooled or unitized therewith, which have been abandoned by Silvermex Orko or any of its Subsidiaries, have been abandoned in accordance with good mining practices and in compliance with all applicable Laws, and all material future abandonment, remediation and reclamation obligations known to Silvermex Orko as of the date hereof have been accurately set forth in the Silvermex Orko Information Record without omission of information necessary to make the disclosure not misleading.