Common use of Thirteen Clause in Contracts

Thirteen. In any time from this date, RCR will be entitled to acquire royalty both from the Offeror and the legal mining companies offerors of the mining claims referred to in number One above, once commercial production starts in the Properties, paying as sole price for such purchase the sum of US$ 2,000,000 in cash, after which the obligation of RCR of paying the Royalty to the Offeror will end. From such sum, the Offeror will be entitled to receive 52.82% . Fourteen) Since the commencement of the production, the Offeror, acting always jointly with the legal mining companies offerors of the mining claims referred to in Number One above, will have always the possibility selling to a third party their right to collect the Royalty agreed, subject to the procedure denominated “first refusal” which is described below. In the event the Offeror, acting always jointly with the legal mining companies offerors of the mining claims referred to in number One above, decide to sell such right to a third party, they will be obliged to notify RCR in writing about the offer that it receives from the third party, commencing to accrue since the date of reception of the notice in the domicile of the contractual mining company in a period of 60 days for RCR to take a decision about such offer. RCR will be entitled to match the offer notified by the Offeror, and for this purpose it must send a written notice to the Offeror within such period of 60 days. If it does not reply within such period, it will be understood that it has decided not to acquire the right of the Offeror, always jointly with the legal mining companies offerors of the mining claims referred to in number One above, to collect and receive the Royalty agreed. Should RCR decide to acquire such right in the price and conditions offered by the third party to the Offeror, then the purchase of the rights of the Offeror, jointly with the same right of the legal mining companies offerors of the mining claims referred to in number One above, must be implemented through a public deed within the 30 days following the expiration of the period of 60 days already referred to. In the event RCR does not reply or decides not to acquire such rights within the period mentioned, then the Offeror, always jointly with the legal mining companies offerors of the mining claims referred to in number One above, will be authorized to sell its rights to such third party and in the conditions (price and modalities, if applicable) reported in the written notice sent to RCR. The respective Contract, that must be evidenced by public deed must be executed between the Offeror, always jointly with the legal mining companies offerors of the mining claims referred to in number One above, and the third in the maximum period of 60 days counted from the expiration of the original period of 60 days that RCR has to respond to the notice of the Offeror. If the Contract is not executed with the third party within the aforementioned time period, it will be understood that such offer has not been successful, what is provided for in this number having application again.

Thirteen. In any time from this date, RCR will be entitled to acquire royalty both from the Offeror and the legal mining companies offerors of the mining claims referred to in number One above, once commercial production starts in the Properties, paying as sole price for such purchase the sum of US$ 2,000,000 in cash, after which the obligation of RCR of paying the Royalty to the Offeror will end. From such sum, the Offeror will be entitled to receive 52.8226.71% . Fourteen) Since the commencement of the production, the Offeror, acting always jointly with the legal mining companies offerors of the mining claims referred to in Number One above, will have always the possibility selling to a third party their right to collect the Royalty agreed, subject to the procedure denominated “first refusal” which is described below. In the event the Offeror, acting always jointly with the legal mining companies offerors of the mining claims referred to in number One above, decide to sell such right to a third party, they will be obliged to notify RCR in writing about the offer that it receives from the third party, commencing to accrue since the date of reception of the notice in the domicile of the contractual mining company in a period of 60 days for RCR to take a decision about such offer. RCR will be entitled to match the offer notified by the Offeror, and for this purpose it must send a written notice to the Offeror within such period of 60 days. If it does not reply within such period, it will be understood that it has decided not to acquire the right of the Offeror, always jointly with the legal mining companies offerors of the mining claims referred to in number One above, to collect and receive the Royalty agreed. Should RCR decide to acquire such right in the price and conditions offered by the third party to the Offeror, then the purchase of the rights of the Offeror, jointly with the same right of the legal mining companies offerors of the mining claims referred to in number One above, must be implemented through a public deed within the 30 days following the expiration of the period of 60 days already referred to. In the event RCR does not reply or decides not to acquire such rights within the period mentioned, then the Offeror, always jointly with the legal mining companies offerors of the mining claims referred to in number One above, will be authorized to sell its rights to such third party and in the conditions (price and modalities, if applicable) reported in the written notice sent to RCR. The respective Contract, that must be evidenced by public deed must be executed between the Offeror, always jointly with the legal mining companies offerors of the mining claims referred to in number One above, and the third in the maximum period of 60 days counted from the expiration of the original period of 60 days that RCR has to respond to the notice of the Offeror. If the Contract is not executed with the third party within the aforementioned time period, it will be understood that such offer has not been successful, what is provided for in this number having application again.