Common use of Monthly Reports and Annual Reports Clause in Contracts

Monthly Reports and Annual Reports. (a) During the Term and the Extended Term, as the case may be, commencing on the month following the first production of Au from the Project, MAS shall deliver to Sandstorm Canada a Monthly Report on or before the 15th Business Day after the last day of each calendar month. (b) During the Term and the Extended Term, as the case may be, MAS shall deliver to Sandstorm Canada, an Annual Report, on or before 30 days after the last day of each calendar year. (c) Sandstorm Canada shall have the right to dispute an Annual Report in accordance with the provisions of this section. If Sandstorm Canada disputes an Annual Report: (i) Sandstorm Canada shall notify MAS in writing within 90 days from the date of delivery of the applicable Annual Report that it disputes the accuracy of that Annual Report (or any part thereof) (the “Dispute Notice”); (ii) Sandstorm Canada and MAS shall have 60 days from the date the Dispute Notice is delivered by Sandstorm Canada to resolve the dispute. If Sandstorm Canada and MAS have not resolved the dispute within the 30 day period, Sandstorm Canada shall have the right to require MAS to deliver a report prepared by an auditor with respect to the dispute in question (the “Auditor’s Report”); (iii) if the Auditor’s Report concludes that the actual number of ounces of Sandstorm Payable Au varies by two per cent (2%) or less from the number of ounces of Sandstorm Payable Au set out in the Annual Report, then the cost of the Auditor’s Report shall be for the account of Sandstorm Canada; (iv) if the Auditor’s Report concludes that the number of ounces of Sandstorm Payable Au varies by more than two per cent (2%) from the number of ounces of Sandstorm Payable Au set out in the Annual Report, then the cost of the Auditor’s Report shall be for the account of MAS; and (v) if either Sandstorm Canada or MAS disputes the Auditor’s Report and such dispute is not resolved between the Parties within ten days after the date of delivery of the Auditor’s Report, then such dispute shall be resolved by the dispute mechanism procedures set forth in Article 20. (d) If Sandstorm Canada has made an overpayment to MAS in accordance with the provisions of section 3(b), as determined in accordance with this section, MAS shall forthwith refund to Sandstorm Canada, without setoff, deduction or defalcation, the amount of any such overpayment and until paid, such refund shall bear Default Interest. If Sandstorm Canada has underpaid MAS in accordance with the provisions of section 3(b), as determined in accordance with this section, Sandstorm Canada shall forthwith pay to MAS, without setoff, deduction or defalcation, the amount of any such underpayment. (e) If MAS does not deliver a (draft or final) Monthly Report or an Annual Report as required pursuant to this section, Sandstorm Canada shall have the right to perform or to cause its representatives or agents to perform, at the cost and expense of MAS, an audit of MAS’s books and records relevant to the production and delivery of Sandstorm Payable Au produced during the calendar month or calendar year in question (the “Sandstorm Canada Audit”). MAS shall grant Sandstorm Canada or its representatives or agents access to all such books and records on a timely basis. In order to exercise this right, Sandstorm Canada must provide not less than seven days’ written notice to MAS of its intention to conduct the Sandstorm Canada Audit. If within seven days of receipt of such notice, MAS delivers the applicable (draft or final) Monthly Report or Annual Report, as the case may be, then Sandstorm Canada shall have no right to perform the Sandstorm Canada Audit. If MAS delivers the applicable (draft or final) Monthly Report or Annual Report, as the case may be, before the delivery of the Sandstorm Canada Audit, the applicable (draft or final) Monthly Report or Annual Report, as the case may be, shall be taken as final and conclusive, subject to the rights of Sandstorm Canada as set forth in section 6(c). Otherwise, absent any manifest or gross error in the Auditor’s Report, the Sandstorm Canada Audit shall be final and conclusive.

Monthly Reports and Annual Reports. (a) During the Term and the Extended Term, as the case may be, commencing on the month following the first production of Au from the Project, MAS Colossus Brazil shall deliver to Sandstorm Canada Gold a Monthly Report on or before the 15th Business Day after the last day of each calendar month if any Applicable Metals were produced from the Property during such calendar month. (b) During the Term and the Extended Term, as the case may be, MAS Colossus Brazil shall deliver to Sandstorm Canada, Gold an Annual Report, Report on or before 30 60 days after the last day of each fiscal year if any Applicable Metals were produced from the Property during such calendar year. (c) Sandstorm Canada Gold shall have the right to dispute an Annual Report in accordance with the provisions of this sectionSection 6(c). If Sandstorm Canada Gold disputes an Annual Report: (i) Sandstorm Canada Gold shall notify MAS Colossus Brazil in writing within 90 days from the date of delivery of the applicable Annual Report that it disputes the accuracy of that Annual Report (or any part thereof) (the “Audit Dispute Notice”); (ii) Sandstorm Canada Gold and MAS Colossus Brazil shall have 60 days from the date the Audit Dispute Notice is delivered by Sandstorm Canada Gold to resolve the dispute. If Sandstorm Canada Gold and MAS Colossus Brazil have not resolved the dispute within the 30 said 60-day period, Sandstorm Canada shall have the right a mutually agreed independent third party expert will be appointed to require MAS to deliver prepare a report prepared by an auditor with respect to the dispute in question (the “AuditorExpert’s Report”). If Sandstorm Gold and Colossus Brazil have not agreed upon such expert within a further 10 days after the said 60-day period, then the dispute as to the expert shall be resolved by the dispute mechanism procedures set forth in Article 16; (iii) the Expert’s Report shall be final and binding on the Parties; (iv) if the AuditorExpert’s Report concludes that the actual number of ounces of Sandstorm Gold Payable Au Metals varies by two per cent (2%) percent or less from the number of ounces of Sandstorm Gold Payable Au Metals set out in the Annual Report, then the cost of the AuditorExpert’s Report shall be for the account of borne by Sandstorm Canada;Gold; and (ivv) if the AuditorExpert’s Report concludes that the number of ounces of Sandstorm Gold Payable Au Metals varies by more than two per cent (2%) percent from the number of ounces of Sandstorm Gold Payable Au Metals set out in the Annual Report, then the cost of the AuditorExpert’s Report as well as Sandstorm Gold’s reasonable out of pocket costs associated with audits conducted during the applicable calendar year pursuant to Article 11, shall be for the account of MAS; and (v) if either Sandstorm Canada or MAS disputes the Auditor’s Report and such dispute is not resolved between the Parties within ten days after the date of delivery of the Auditor’s Report, then such dispute shall be resolved borne by the dispute mechanism procedures set forth in Article 20Colossus Brazil. (d) If Sandstorm Canada has made an overpayment to MAS in accordance with the provisions of section 3(b), as determined in accordance with this section, MAS shall forthwith refund to Sandstorm Canada, without setoff, deduction or defalcation, the amount of any such overpayment and until paid, such refund shall bear Default Interest. If Sandstorm Canada has underpaid MAS in accordance with the provisions of section 3(b), as determined in accordance with this section, Sandstorm Canada shall forthwith pay to MAS, without setoff, deduction or defalcation, the amount of any such underpayment. (e) If MAS Colossus Brazil does not deliver a (draft or final) Monthly Report or an Annual Report as when required pursuant to this sectionArticle 6, Sandstorm Canada Gold shall have the right to perform or to cause its representatives or agents to perform, at the cost and expense of MASColossus Brazil, an audit of MAS’s the books and records of SPCDM and Colossus Brazil relevant to the production and delivery of Refined Metals in an amount equal to the Sandstorm Gold Payable Au Metals produced during the calendar month or calendar year in question (the “Sandstorm Canada Gold Audit”)) in conjunction with the provisions of Article 11. MAS Colossus Brazil shall grant Sandstorm Canada Gold or its representatives or agents access to all such books and records on a timely basisbasis in order to permit Sandstorm Gold to perform the Sandstorm Gold Audit. In order to exercise this right, Sandstorm Canada Gold must provide not less than seven days’ 14 days written notice to MAS Colossus Brazil of its intention to conduct the Sandstorm Canada Gold Audit. If within seven days of receipt of such notice, MAS Colossus Brazil delivers the applicable (draft or final) Monthly Report or Annual Report, as the case may be, then Sandstorm Canada Gold shall have no right to perform the Sandstorm Canada Gold Audit. If MAS Colossus Brazil delivers the applicable (draft or final) Monthly Report or Annual Report, as the case may be, before the delivery of the report prepared in connection with the Sandstorm Canada AuditGold Audit (the “Sandstorm Gold Audit Report”), the applicable (draft or final) Monthly Report or Annual Report, as the case may be, shall be taken as final and conclusive, subject to the rights of Sandstorm Canada Gold as set forth in section Section 6(c). Otherwise, absent any manifest or gross error in the Auditor’s Sandstorm Gold Audit Report, the Sandstorm Canada Gold Audit Report shall be final and conclusive, subject to the provisions of Article 16 which shall apply in the event that Colossus Brazil or the Guarantor disputes the accuracy of the Sandstorm Gold Audit Report.

Monthly Reports and Annual Reports. (a) During the Term and the Extended Term, as the case may be, commencing on the month following after the first production of calendar month during which Au is mined, extracted, removed, produced or otherwise recovered from the ProjectGolden Dream Mine, MAS being after the Commencement of Commercial Production, EGI shall deliver to Sandstorm Canada BDH a Monthly Report on or before the 15th tenth Business Day after the last day of each calendar month. (b) During the Term and the Extended Term, as the case may be, MAS EGI shall deliver to Sandstorm CanadaBDH, an Annual Report, on or before 30 45 days after the last day of each calendar year. (c) Sandstorm Canada BDH shall have the right to dispute an Annual Report in accordance with the provisions of this sectionsection 6. If Sandstorm Canada BDH disputes an Annual Report: : (i) Sandstorm Canada BDH shall notify MAS EGI in writing within 90 days from the date of delivery of the applicable Annual Report that it disputes the accuracy of that Annual Report (or any part thereof) (the “Dispute Notice”); ; (ii) Sandstorm Canada BDH and MAS EGI shall have 60 30 days from the date the Dispute Notice is delivered by Sandstorm Canada BDH to resolve the dispute. If Sandstorm Canada BDH and MAS EGI have not resolved the dispute within the 30 day period, Sandstorm Canada BDH shall have the right to require MAS EGI to deliver a report prepared cause the firm of certified public accountants engaged by an auditor EGI to audit or review the Annual Report to examine or re-examine the records relied upon with respect to the dispute in question (the “Auditor’s Report”); (iii) if the Auditor’s Report concludes that the actual number of ounces of Sandstorm Payable Au and to determine the extent of any variance between such actual amount and the number of ounces of Payable Au as set out in the Annual Report. If the amount so determined varies by two five per cent (2%) or less from the number of ounces of Sandstorm Payable Au set out in the Annual Report, then the cost of the Auditor’s review and determination shall be for the account of BDH; (iv) if the Auditor’s review and determination concludes that the number of ounces of Payable Au varies by more than five per cent from the number of ounces of Payable Au set out in the Annual Report, then the cost of the Auditor’s Report shall be for the account of Sandstorm Canada; (iv) if the Auditor’s Report concludes that the number of ounces of Sandstorm Payable Au varies by more than two per cent (2%) from the number of ounces of Sandstorm Payable Au set out in the Annual Report, then the cost of the Auditor’s Report shall be for the account of MASEGI; and and (v) if either Sandstorm Canada BDH or MAS EGI disputes the Auditor’s Report and such dispute is not resolved between the Parties within ten days after the date of delivery of the Auditor’s Report, then such dispute shall be resolved by the dispute mechanism procedures set forth in Article 20section 21. (d) If Sandstorm Canada BDH has made an overpayment to MAS EGI in accordance with the provisions of section 3(b), as determined in accordance with this sectionsection 6, MAS EGI shall forthwith refund to Sandstorm CanadaBDH, without setoff, deduction or defalcation, the amount of any such overpayment and until paid, such refund shall bear Default Interestinterest at a rate of Prime plus 2% per annum. If Sandstorm Canada BDH has underpaid MAS EGI in accordance with the provisions of section 3(b), as determined in accordance with this sectionsection 6, Sandstorm Canada BDH shall forthwith pay to MASEGI, without setoff, deduction or defalcation, the amount of any such underpaymentunderpayment and until paid, shall bear interest at a rate of Prime plus 2% per annum. (e) If MAS EGI does not deliver a (draft or final) Monthly Report or an Annual Report as required pursuant to this section, Sandstorm Canada after the time specified therefor and after two weeks of making a written request therefor, BDH shall have the right to perform or to cause its representatives or agents to perform, at the cost and expense of MAS, perform an audit of MAS’s EGI's books and records relevant to the production and delivery of Sandstorm Payable Au produced during the calendar month or calendar year in question (the “Sandstorm Canada "BDH Audit”"). MAS EGI shall grant Sandstorm Canada BDH or its representatives or agents access to all such books and records on a timely basis. In order to exercise this right, Sandstorm Canada BDH must provide not less than seven days’ written notice to MAS EGI of its intention to conduct the Sandstorm Canada BDH Audit. If within seven days of receipt of such notice, MAS EGI delivers the applicable (draft or final) Monthly Report or Annual Report, as the case may be, then Sandstorm Canada BDH shall have no right to perform the Sandstorm Canada BDH Audit. If MAS EGI delivers the applicable (draft or final) Monthly Report or Annual Report, as the case may be, before the delivery of the Sandstorm Canada BDH Audit, the applicable (draft or final) Monthly Report or Annual Report, as the case may be, shall be taken as final and conclusive, subject to the rights of Sandstorm Canada BDH as set forth in section 6(c). Otherwise, absent any manifest or gross error in the Auditor’s Reportauditor's report, the Sandstorm Canada BDH Audit shall be final and conclusiveconclusive and EGI shall not have the right todispute its findings.

Monthly Reports and Annual Reports. (a) During the Term and the Extended Term, as the case may be, commencing on the month following the first production of Au from the Project, MAS Santa Fe Barbados shall deliver to Sandstorm Canada Barbados a Monthly Report on or before the 15th seventh Business Day after the last day of each calendar month. (b) During the Term and the Extended Term, as the case may be, MAS Santa Fe Barbados shall deliver to Sandstorm CanadaBarbados, an Annual Report, on or before 30 days after the last day of each calendar year. (c) Sandstorm Canada Barbados shall have the right to dispute an Annual Report in accordance with the provisions of this sectionArticle 6. If Sandstorm Canada Barbados disputes an Annual Report: (i) Sandstorm Canada Barbados shall notify MAS Santa Fe Barbados in writing within 90 days from the date of delivery of the applicable Annual Report that it disputes the accuracy of that Annual Report (or any part thereof) (the “Audit Dispute Notice”); (ii) Sandstorm Canada Barbados and MAS Santa Fe Barbados shall have 60 days from the date the Audit Dispute Notice is delivered by Sandstorm Canada Barbados to resolve the dispute. If Sandstorm Canada Barbados and MAS Santa Fe Barbados have not resolved the dispute within the 30 60 day period, Sandstorm Canada shall have the right period a mutually agreed independent third party expert will be appointed to require MAS to deliver prepare a report prepared by an auditor with respect to the dispute in question (the “AuditorExpert’s Report”); (iii) if the AuditorExpert’s Report concludes that the actual number of ounces of Sandstorm Purchased Payable Au varies by two per cent (2%) percent or less from the number of ounces of Sandstorm Purchased Payable Au set out in the Annual Report, then the cost of the AuditorExpert’s Report shall be for the account of borne by Sandstorm CanadaBarbados; (iv) if the AuditorExpert’s Report concludes that the number of ounces of Sandstorm Purchased Payable Au varies by more than two per cent (2%) percent from the number of ounces of Sandstorm Purchased Payable Au set out in the Annual Report, then the cost of the AuditorExpert’s Report shall be for the account of MASborne by Santa Fe Barbados; and (v) if either Sandstorm Canada Barbados or MAS Santa Fe Barbados disputes the AuditorExpert’s Report and such dispute is not resolved between the Parties within ten days after the date of delivery of the AuditorExpert’s Report, then such dispute shall be resolved by the dispute mechanism procedures set forth in Article 2018. (d) If Sandstorm Canada Barbados has made an overpayment to MAS Santa Fe Barbados in accordance with the provisions of section 3(b3(c), as determined in accordance with this sectionArticle 6, MAS Santa Fe Barbados (as guaranteed by Santa Fe and Lordsburg) shall forthwith refund to Sandstorm CanadaBarbados, without setoff, deduction or defalcation, the amount of any such overpayment and until paid, such refund shall bear Default Interest. If Sandstorm Canada Barbados has underpaid MAS Santa Fe Barbados in accordance with the provisions of section 3(b3(c), as determined in accordance with this sectionArticle 6, Sandstorm Canada Barbados shall forthwith pay to MASSanta Fe Barbados, without setoff, deduction or defalcation, the amount of any such underpayment, and until paid, such refund shall bear Default Interest. (e) If MAS Santa Fe Barbados does not deliver a (draft or final) Monthly Report or an Annual Report as required pursuant to this sectionArticle 6, Sandstorm Canada Barbados shall have the right to perform or to cause its representatives or agents to perform, at the cost and expense of MASSanta Fe Barbados, an audit of MAS’s the books and records of Santa Fe, Lordsburg and/or Santa Fe Barbados relevant to the production and delivery of Sandstorm Purchased Payable Au produced during the calendar month or calendar year in question (the “"Sandstorm Canada Barbados Audit”"). MAS Santa Fe, Lordsburg and Santa Fe Barbados as applicable, shall grant Sandstorm Canada Barbados or its representatives or agents access to all such books and records on a timely basis. In order to exercise this right, Sandstorm Canada Barbados must provide not less than seven days’ written notice to MAS Santa Fe Barbados of its intention to conduct the Sandstorm Canada Barbados Audit. If within seven days of receipt of such notice, MAS Santa Fe Barbados delivers the applicable (draft or final) Monthly Report or Annual Report, as the case may be, then Sandstorm Canada Barbados shall have no right to perform the Sandstorm Canada Barbados Audit. If MAS Santa Fe Barbados delivers the applicable (draft or final) Monthly Report or Annual Report, as the case may be, before the delivery of the Sandstorm Canada Barbados Audit, the applicable (draft or final) Monthly Report or Annual Report, as the case may be, shall be taken as final and conclusive, subject to the rights of Sandstorm Canada Barbados as set forth in section 6(c). Otherwise, absent any manifest or gross error in the Auditor’s ReportSandstorm Barbados Audit, the Sandstorm Canada Barbados Audit shall be final and conclusive, subject to the provision of Article 18.

Monthly Reports and Annual Reports. (a) During the Term and the Extended Term, as the case may be, commencing on the month following the first production of Au from the Project, MAS Metanor shall deliver to Sandstorm Canada a Monthly Report on or before the 15th Business Day after the last day of each calendar month. (b) During the Term and the Extended Term, as the case may be, MAS Metanor shall deliver to Sandstorm Canada, an Annual Report, Report on or before 30 60 days after the last day of each calendar fiscal year. (c) Sandstorm Canada shall have the right to dispute an Annual Report in accordance with the provisions of this sectionArticle 6. If Sandstorm Canada disputes an Annual Report: (i) Sandstorm Canada shall notify MAS Metanor in writing within 90 days from the date of delivery of the applicable Annual Report that it disputes the accuracy of that Annual Report (or any part thereof) (the “Audit Dispute Notice”); (ii) Sandstorm Canada and MAS Metanor shall have 60 days from the date the Audit Dispute Notice is delivered by Sandstorm Canada to resolve the dispute. If Sandstorm Canada and MAS Metanor have not resolved the dispute within the 30 said 60 day period, Sandstorm Canada shall have the right a mutually agreed independent third party expert will be appointed to require MAS to deliver prepare a report prepared by an auditor with respect to the dispute in question (the “AuditorExpert’s Report”). If Sandstorm and Metanor have not agreed upon such expert within a further 10 days after the said 60 day period, then the dispute as to the expert shall be resolved by the dispute mechanism procedures set forth in Article 16; (iii) if the AuditorExpert’s Report concludes that the actual number of ounces of Sandstorm Payable Au varies by two per cent (2%) percent or less from the number of ounces of Sandstorm Payable Au set out in the Annual Report, then the cost of the AuditorExpert’s Report shall be for the account of Sandstorm Canadaborne by Sandstorm; (iv) if the AuditorExpert’s Report concludes that the number of ounces of Sandstorm Payable Au varies by more than two per cent (2%) percent from the number of ounces of Sandstorm Payable Au set out in the Annual Report, then the cost of the AuditorExpert’s Report shall be for the account of MASborne by Metanor; and (v) if either Sandstorm Canada or MAS Metanor disputes the AuditorExpert’s Report and such dispute is not resolved between the Parties within ten days after the date of delivery of the AuditorExpert’s Report, then such dispute shall be resolved by the dispute mechanism procedures set forth in Article 2016. (d) If Sandstorm Canada has made an overpayment to MAS in accordance with the provisions of section 3(b), as determined in accordance with this section, MAS shall forthwith refund to Sandstorm Canada, without setoff, deduction or defalcation, the amount of any such overpayment and until paid, such refund shall bear Default Interest. If Sandstorm Canada has underpaid MAS in accordance with the provisions of section 3(b), as determined in accordance with this section, Sandstorm Canada shall forthwith pay to MAS, without setoff, deduction or defalcation, the amount of any such underpayment. (e) If MAS Metanor does not deliver a (draft or final) Monthly Report or an Annual Report as required pursuant to this sectionArticle 6, Sandstorm Canada shall have the right to perform or to cause its representatives or agents to perform, at the cost and expense of MASMetanor, an audit of MAS’s the books and records of Metanor relevant to the production and delivery of Sandstorm Payable Au produced during the calendar month or calendar year in question (the “Sandstorm Canada Audit”)) in conjunction with the provisions of Article 11. MAS Metanor shall grant Sandstorm Canada or its representatives or agents access to all such books and records on a timely basis. In order to exercise this right, Sandstorm Canada must provide not less than seven 14 days’ written notice to MAS Metanor of its intention to conduct the Sandstorm Canada Audit. If within seven days of receipt of such notice, MAS Metanor delivers the applicable (draft or final) Monthly Report or Annual Report, as the case may be, then Sandstorm Canada shall have no right to perform the Sandstorm Canada Audit. If MAS Metanor delivers the applicable (draft or final) Monthly Report or Annual Report, as the case may be, before the delivery of the report prepared in connection with the Sandstorm Canada AuditAudit (the “Sandstorm Audit Report”), the applicable (draft or final) Monthly Report or Annual Report, as the case may be, shall be taken as final and conclusive, subject to the rights of Sandstorm Canada as set forth in section 6(c). Otherwise, absent any manifest or gross error in the Auditor’s Sandstorm Audit Report, the Sandstorm Canada Audit Report shall be final and conclusive, subject to the provision of Article 16.

Monthly Reports and Annual Reports. (a) During the Term and the Extended Term, as the case may be, commencing on the month following the first production of Au from the Project, MAS Santa Fe Barbados shall deliver to Sandstorm Canada Barbados a Monthly Report on or before the 15th seventh Business Day after the last day of each calendar month. (b) During the Term and the Extended Term, as the case may be, MAS Santa Fe Barbados shall deliver to Sandstorm CanadaBarbados, an Annual Report, on or before 30 days after the last day of each calendar year. (c) Sandstorm Canada shall have the right to dispute an Annual Report in accordance with the provisions of this section. If Sandstorm Canada disputes an Annual Report: (i) Sandstorm Canada shall notify MAS in writing within 90 days from the date of delivery of the applicable Annual Report that it disputes the accuracy of that Annual Report (or any part thereof) (the “Dispute Notice”); (ii) Sandstorm Canada and MAS shall have 60 days from the date the Dispute Notice is delivered by Sandstorm Canada to resolve the dispute. If Sandstorm Canada and MAS have not resolved the dispute within the 30 day period, Sandstorm Canada shall have the right to require MAS to deliver a report prepared by an auditor with respect to the dispute in question (the “Auditor’s Report”); (iii) if the Auditor’s Report concludes that the actual number of ounces of Sandstorm Payable Au varies by two per cent (2%) or less from the number of ounces of Sandstorm Payable Au set out in the Annual Report, then the cost of the Auditor’s Report shall be for the account of Sandstorm Canada; (iv) if the Auditor’s Report concludes that the number of ounces of Sandstorm Payable Au varies by more than two per cent (2%) from the number of ounces of Sandstorm Payable Au set out in the Annual Report, then the cost of the Auditor’s Report shall be for the account of MAS; and (v) if either Sandstorm Canada or MAS disputes the Auditor’s Report and such dispute is not resolved between the Parties within ten days after the date of delivery of the Auditor’s Report, then such dispute shall be resolved by the dispute mechanism procedures set forth in Article 20. (d) If Sandstorm Canada has made an overpayment to MAS in accordance with the provisions of section 3(b), as determined in accordance with this section, MAS shall forthwith refund to Sandstorm Canada, without setoff, deduction or defalcation, the amount of any such overpayment and until paid, such refund shall bear Default Interest. If Sandstorm Canada has underpaid MAS in accordance with the provisions of section 3(b), as determined in accordance with this section, Sandstorm Canada shall forthwith pay to MAS, without setoff, deduction or defalcation, the amount of any such underpayment. (e) If MAS Santa Fe Barbados does not deliver a (draft or final) Monthly Report or an Annual Report as required pursuant to this sectionArticle 5, Sandstorm Canada Barbados shall have the right to perform or to cause its representatives or agents to perform, at the cost and expense of MASSanta Fe Barbados, an audit of MAS’s the books and records of Santa Fe, Lordsburg and/or Santa Fe Barbados relevant to the production of Au and delivery of Sandstorm Purchased Payable Au produced during the calendar month or calendar year in question (the “Sandstorm Canada Barbados Audit”). MAS Santa Fe, Lordsburg and Santa Fe Barbados as applicable, shall grant Sandstorm Canada Barbados or its representatives or agents access to all such books and records on a timely basis. In order to exercise this right, Sandstorm Canada Barbados must provide not less than seven days’ written notice to MAS Santa Fe Barbados of its intention to conduct the Sandstorm Canada Barbados Audit. If within seven days of after receipt of such notice, MAS Santa Fe Barbados delivers the applicable (draft or final) Monthly Report or Annual Report, as the case may be, then Sandstorm Canada Barbados shall have no right to perform the Sandstorm Canada Barbados Audit. If MAS Santa Fe Barbados delivers the applicable (draft or final) Monthly Report or Annual Report, as the case may be, before the delivery of the Sandstorm Canada Barbados Audit, the applicable (draft or final) Monthly Report or Annual Report, as the case may be, shall be taken as final and conclusive, subject to the rights of Sandstorm Canada as set forth in section 6(c)Article 14. Otherwise, absent any manifest or gross error in the Auditor’s ReportSandstorm Barbados Audit, the Sandstorm Canada Barbados Audit shall be final and conclusive, subject to the provision of Article 14.

Monthly Reports and Annual Reports. (a) During the Term and the Extended Term, as the case may be, commencing on the month following the first production of Au from the Project, MAS Rambler Canada shall deliver to Sandstorm Canada a Monthly Report on or before the 15th Business Day after the last day of each calendar month. (b) During the Term and the Extended Term, as the case may be, MAS Rambler Canada shall deliver to Sandstorm Canada, Sandstorm: (i) an Annual Sales Report, on or before 30 days after the last day of each calendar year; and (ii) an Annual Operational Report on or before 90 days after the last day of each fiscal year. (c) Sandstorm Canada shall have the right to dispute an Annual Report in accordance with the provisions of this sectionArticle 6. If Sandstorm Canada disputes an Annual Report: (i) Sandstorm Canada shall notify MAS Rambler Canada in writing within 90 120 days from the date of delivery of the applicable Annual Report that it disputes the accuracy of that Annual Report (or any part thereof) (the “Audit Dispute Notice”); (ii) Sandstorm and Rambler Canada and MAS shall have 60 days from the date the Audit Dispute Notice is delivered by Sandstorm Canada to resolve the dispute. If Sandstorm and Rambler Canada and MAS have not resolved the dispute within the 30 said 60 day period, Sandstorm Canada shall have the right a mutually agreed independent third party expert will be appointed to require MAS to deliver prepare a report prepared by an auditor with respect to the dispute in question (the “AuditorExpert’s Report”);. If Sandstorm and Rambler Canada have not agreed upon such expert within a further 10 days after the said 60 day period, then the dispute as to the expert shall be resolved by the dispute mechanism procedures set forth in Article 18. (iii) if the AuditorExpert’s Report concludes that the actual number of ounces of Sandstorm Payable Au varies by two per cent (2%) percent or less from the number of ounces of Sandstorm Payable Au set out in the Annual Sales Report, then the cost of the AuditorExpert’s Report shall be for the account of Sandstorm Canadaborne by Sandstorm; (iv) if the AuditorExpert’s Report concludes that the number of ounces of Sandstorm Payable Au varies by more than two per cent (2%) percent from the number of ounces of Sandstorm Payable Au set out in the Annual Sales Report, then the cost of the AuditorExpert’s Report shall be for the account of MASborne by Rambler Canada; and (v) if either Sandstorm or Rambler Canada or MAS disputes the AuditorExpert’s Report and such dispute is not resolved between the Parties within ten days after the date of delivery of the AuditorExpert’s Report, then such dispute shall be resolved by the dispute mechanism procedures set forth in Article 2018. (d) If Sandstorm Rambler Canada has made an overpayment to MAS in accordance with the provisions of section 3(b), as determined in accordance with this section, MAS shall forthwith refund to Sandstorm Canada, without setoff, deduction or defalcation, the amount of any such overpayment and until paid, such refund shall bear Default Interest. If Sandstorm Canada has underpaid MAS in accordance with the provisions of section 3(b), as determined in accordance with this section, Sandstorm Canada shall forthwith pay to MAS, without setoff, deduction or defalcation, the amount of any such underpayment. (e) If MAS does not deliver a (draft or final) Monthly Report or an Annual Report as required pursuant to this sectionArticle 6, Sandstorm Canada shall have the right to perform or to cause its representatives or agents to perform, at the cost and expense of MASRambler Canada, an audit of MAS’s the books and records of Rambler UK and Rambler Canada relevant to the production and delivery of Sandstorm Payable Au produced during the calendar month or calendar year in question (the “Sandstorm Canada Audit”)) in conjunction with the provisions of Article 12. MAS Rambler UK and Rambler Canada shall grant Sandstorm Canada or its representatives or agents access to all such books and records on a timely basis. In order to exercise this right, Sandstorm Canada must provide not less than seven 14 days’ written notice to MAS Rambler Canada of its intention to conduct the Sandstorm Canada Audit. If within seven days of receipt of such notice, MAS Rambler Canada delivers the applicable (draft or final) Monthly Report or Annual Report, as the case may be, then Sandstorm Canada shall have no right to perform the Sandstorm Canada Audit. If MAS Rambler Canada delivers the applicable (draft or final) Monthly Report or Annual Report, as the case may be, before the delivery of the Sandstorm Canada Audit, the applicable (draft or final) Monthly Report or Annual Report, as the case may be, shall be taken as final and conclusive, subject to the rights of Sandstorm Canada as set forth in section 6(c). Otherwise, absent any manifest or gross error in the Auditor’s ReportSandstorm Audit, the Sandstorm Canada Audit shall be final and conclusive, subject to the provision of Article 18.