Newmont Mining Corp /De/ Sample Contracts

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Rights Agreement • February 15th, 2002 • Delta Holdco Corp • Gold and silver ores • New York
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NEWMONT MINING CORPORATION 29,000,000 Shares of Common Stock, par value $1.60 per share Underwriting Agreement
Underwriting Agreement • June 15th, 2015 • Newmont Mining Corp /De/ • Gold and silver ores • New York

Newmont Mining Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 29,000,000 shares (the “Underwritten Shares” or the “Shares”). The shares of common stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.

NEWMONT MINING CORPORATION Equity Securities Underwriting Agreement
Underwriting Agreement • January 23rd, 2004 • Newmont Mining Corp /De/ • Gold and silver ores • New York
EXHIBIT 1.1 NEWMONT MINING CORPORATION Equity Securities Underwriting Agreement ----------------------
Underwriting Agreement • May 12th, 2005 • Newmont Mining Corp /De/ • Gold and silver ores • New York
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Indenture • April 23rd, 2003 • Newmont Mining Corp /De/ • Gold and silver ores • New York
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Indenture • April 23rd, 2003 • Newmont Mining Corp /De/ • Gold and silver ores • New York
NEWMONT MINING CORPORATION as Issuer NEWMONT USA LIMITED as Guarantor
Underwriting Agreement • May 12th, 2005 • Newmont Mining Corp /De/ • Gold and silver ores • New York
NEWMONT MINING CORPORATION as Issuer NEWMONT USA LIMITED as Guarantor
Underwriting Agreement • March 22nd, 2005 • Newmont Mining Corp /De/ • Gold and silver ores • New York
JOINT FILING AGREEMENT
Joint Filing Agreement • February 10th, 2003 • Newmont Mining Corp /De/ • Gold and silver ores

Pursuant to paragraph (iii) of Rule 13d-1(k)(1) promulgated by the Securities and Exchange Commission (the "Commission") under the Securities Exchange Act of 1934, as amended, each of the undersigned hereby agrees that the statement on Schedule 13D to which this Agreement shall be attached as an exhibit, including all amendments thereto, shall be filed with the Commission on behalf of each of the undersigned.

INDENTURE Dated as of April 22, 2019 among NEWMONT GOLDCORP CORPORATION, NEWMONT USA LIMITED, as Subsidiary Guarantor and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee 3.625% NOTES DUE 2021 3.700% NOTES DUE 2023 5.450% NOTES DUE 2044
Indenture • April 23rd, 2019 • Newmont Goldcorp Corp /De/ • Gold and silver ores • New York

Newmont Goldcorp Corporation, a Delaware corporation (the “Company”), for value received, hereby promises to pay to CEDE & CO., or its registered assigns, the principal sum of [ ] Dollars[, as revised by the Schedule of Exchanges of Interests in the Global Note attached hereto,] on June 9, 2044.

RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • July 25th, 2017 • Newmont Mining Corp /De/ • Gold and silver ores • Delaware

This Agreement ("Agreement"), dated February 27, 2017, is made between Newmont Mining Corporation ("Newmont") and “Executive,” as specified in his or her Grant Summary and Grant Acknowledgment (collectively, the “Grant Acknowledgment”). The Grant Acknowledgment is set forth on the Computershare - Employee Online webpage.

WITNESSETH:
Merger Agreement • March 1st, 2002 • Newmont Mining Corp /De/ • Gold and silver ores • Delaware
REGISTRATION RIGHTS AGREEMENT by and among Newmont Corporation and the Initial Purchasers Dated as of March 7, 2024
Registration Rights Agreement • March 8th, 2024 • NEWMONT Corp /DE/ • Gold and silver ores • New York

This Registration Rights Agreement (this “Agreement”) is made and entered into this 7th day of March, 2024, by and among Newmont Corporation, a Delaware corporation (the “Company”), and BMO Capital Markets Corp., Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC, Citigroup Global Markets Inc. and J.P. Morgan Securities LLC as the representatives (the “Representatives” of the Initial Purchasers (as defined below)) under the purchase agreement dated as of March 4, 2024 (the “Purchase Agreement”) among the Company, Newcrest Finance Pty Limited, a company incorporated under the laws of the Commonwealth of Australia and a wholly owned subsidiary of the Company (“Newcrest Finance” and together with the Company, the “Issuers” and each, an “Issuer”), Newmont USA Limited, a Delaware corporation (the “Subsidiary Guarantor”) and the Representatives, as representative of the several initial purchasers listed therein (collectively, the “Initial Purchasers”).

Contract
Credit Agreement • April 27th, 2023 • NEWMONT Corp /DE/ • Gold and silver ores • New York

SECOND AMENDMENT AGREEMENT dated as of April 14, 2023 (this “Second Amendment”), to the Credit Agreement, dated as of April 4, 2019 (as amended by the First Amendment, dated as of March 30, 2021 and as further amended, supplemented, restated or otherwise modified prior to the date hereof, the “Existing Credit Agreement”; and as amended hereby, the “Credit Agreement”), among NEWMONT CORPORATION, a Delaware corporation (the “Borrower”), the lenders and issuing banks from time to time party thereto (collectively, the “Lenders”), and CITIBANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”).

NEWMONT CORPORATION as Issuer NEWMONT USA LIMITED as Guarantor 2.600% Sustainability-Linked Senior Notes due 2032 Underwriting Agreement
Underwriting Agreement • December 7th, 2021 • NEWMONT Corp /DE/ • Gold and silver ores • New York

Coupon (Interest Rate): 2.600% per annum (the “Initial Interest Rate”) from December 20, 2021, subject to increase as described in “Interest Rate Step-up” below

July 11, 2007
Warrant Agreement • August 2nd, 2007 • Newmont Mining Corp /De/ • Gold and silver ores • New York

The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Warrants issued by Newmont Mining Corporation (“Company”) to JPMorgan Chase Bank, National Association, London Branch (“JPMorgan”) on the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements relating to this Transaction and serve as the final documentation for this Transaction.

AMENDED AND RESTATED CREDIT AGREEMENT dated as of February 15, 2024 among NEWMONT CORPORATION, The Lenders From Time To Time Party Hereto, and CITIBANK, N.A., as Administrative Agent BANK OF MONTREAL, JPMORGAN CHASE BANK, N.A., THE BANK OF NOVA...
Credit Agreement • February 22nd, 2024 • NEWMONT Corp /DE/ • Gold and silver ores • New York

AMENDED AND RESTATED CREDIT AGREEMENT, dated as of February 15, 2024 (this “Agreement”), among NEWMONT CORPORATION, a Delaware corporation (the “Borrower”), the Lenders from time to time party hereto and CITIBANK, N.A., as Administrative Agent.

NEWMONT CORPORATION as Issuer NEWMONT USA LIMITED as Guarantor 2.250% Senior Notes due 2030 Underwriting Agreement
Underwriting Agreement • March 6th, 2020 • NEWMONT Corp /DE/ • Gold and silver ores • New York

Redemption Provision: Make-Whole Call: US Treasury +25 basis points (at any time prior to July 1, 2030 (the “Par Call Date”)) Par Call: At any time on or after the Par Call Date

NEWMONT MINING CORPORATION, NEWMONT USA LIMITED (AS THE SUBSIDIARY GUARANTOR), AND THE BANK OF NEW YORK TRUST COMPANY, N.A. AS TRUSTEE 1.625% Convertible Senior Notes due 2017 INDENTURE Dated as of July 17, 2007
Indenture • August 2nd, 2007 • Newmont Mining Corp /De/ • Gold and silver ores • New York

INDENTURE, dated as of July 17, 2007, among NEWMONT MINING CORPORATION, a Delaware corporation (the “Company”), NEWMONT USA LIMITED, a Delaware corporation, as Subsidiary Guarantor (the “Subsidiary Guarantor”), and THE BANK OF NEW YORK TRUST COMPANY, N.A., as Trustee (the “Trustee”).

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NEWMONT MINING CORPORATION, NEWMONT USA LIMITED (AS THE SUBSIDIARY GUARANTOR), AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. AS TRUSTEE 3.00% Convertible Senior Notes due 2012 INDENTURE Dated as of February 3, 2009
Indenture • February 3rd, 2009 • Newmont Mining Corp /De/ • Gold and silver ores • New York

INDENTURE, dated as of February 3, 2009, among NEWMONT MINING CORPORATION, a Delaware corporation (the “Company”), NEWMONT USA LIMITED, a Delaware corporation, as Subsidiary Guarantor (the “Subsidiary Guarantor”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee (the “Trustee”).

July 13, 2007
Call Option Transaction • August 2nd, 2007 • Newmont Mining Corp /De/ • Gold and silver ores • New York

The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between JPMorgan Chase Bank, National Association, London Branch (“JPMorgan”) and Newmont Mining Corporation (“Counterparty”) on the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for this Transaction.

Citibank, N.A. New York, NY 10013 Equity Derivatives Telephone: (212) 723-7357 Facsimile: (212) 723-8328
Call Option Transaction • August 2nd, 2007 • Newmont Mining Corp /De/ • Gold and silver ores • New York

The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between Citibank, N.A. (“Citibank”) and Newmont Mining Corporation (“Counterparty”) on the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for this Transaction.

Newmont Mining Corporation % Convertible Senior Notes due 2014 % Convertible Senior Notes due 2017 Guaranteed by Newmont USA Limited REGISTRATION RIGHTS AGREEMENT July 17, 2007
Registration Rights Agreement • August 2nd, 2007 • Newmont Mining Corp /De/ • Gold and silver ores • New York

This Registration Rights Agreement (the “Agreement”) is made and entered into as of July 17, 2007, by and among Newmont Mining Corporation, a Delaware corporation (the “Company”), the Guarantor (as defined below) and J.P. Morgan Securities Inc. and Citigroup Global Markets Inc., as the representatives (the “Representatives”) under the purchase agreement dated as of July 11, 2007 (the “Purchase Agreement”) among the Company, the Guarantor and the Representatives, as representatives of the several initial purchasers listed therein (the “Initial Purchasers”).

From: Citibank, N.A. New York, NY 10013 Equity Derivatives Telephone: (212) 723-7357 Facsimile: (212) 723-8328
Warrant Agreement • August 2nd, 2007 • Newmont Mining Corp /De/ • Gold and silver ores • New York

The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Warrants issued by Newmont Mining Corporation (“Company”) to Citibank, N.A. (“Citibank”) on the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements relating to this Transaction and serve as the final documentation for this Transaction.

FIRST AMENDMENT AGREEMENT dated as of March 30, 2021 (this “First Amendment”), to the Credit Agreement, dated as of April 4, 2019 (as further amended, supplemented, restated or otherwise modified prior to the date hereof, the “Existing Credit...
Credit Agreement • March 31st, 2021 • NEWMONT Corp /DE/ • Gold and silver ores • New York

CREDIT AGREEMENT, dated as of April 4, 2019 (this “Agreement”), among NEWMONT MINING CORPORATION, a Delaware corporation (the “Borrower”), the Lenders party hereto and CITIBANK, N.A., as Administrative Agent.

NEWMONT MINING CORPORATION RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • April 27th, 2007 • Newmont Mining Corp /De/ • Gold and silver ores • Delaware

This Agreement (“Agreement”) is dated as of April 30, 2007 between Newmont Mining Corporation, a Delaware corporation (“Newmont”) and (“Executive”).

NEWMONT MINING CORPORATION, NEWMONT USA LIMITED (AS THE SUBSIDIARY GUARANTOR), AND THE BANK OF NEW YORK TRUST COMPANY, N.A. AS TRUSTEE 1.250% Convertible Senior Notes due 2014 INDENTURE Dated as of July 17, 2007
Indenture • August 2nd, 2007 • Newmont Mining Corp /De/ • Gold and silver ores • New York

INDENTURE, dated as of July 17, 2007, among NEWMONT MINING CORPORATION, a Delaware corporation (the “Company”), NEWMONT USA LIMITED, a Delaware corporation, as Subsidiary Guarantor (the “Subsidiary Guarantor”), and THE BANK OF NEW YORK TRUST COMPANY, N.A., as Trustee (the “Trustee”).

STOCK PURCHASE AGREEMENT among ANGLOGOLD ASHANTI NORTH AMERICA INC., ANGLOGOLD ASHANTI USA INCORPORATED, ANGLOGOLD ASHANTI (COLORADO) CORP., GCGC LLC, and NEWMONT MINING CORPORATION and, solely as contemplated by Section 10.12, ANGLOGOLD ASHANTI...
Stock Purchase Agreement • June 10th, 2015 • Newmont Mining Corp /De/ • Gold and silver ores • New York

STOCK PURCHASE AGREEMENT (this “Agreement”) dated as of June 8, 2015, among AngloGold Ashanti North America Inc., a Colorado corporation (“Seller”), AngloGold Ashanti USA Incorporated, a Delaware corporation (“AGA-USA”), AngloGold Ashanti (Colorado) Corp., a Delaware corporation (the “Company”), GCGC LLC, a Colorado limited liability company (“GCGC”), and Newmont Mining Corporation, a Delaware corporation (“Purchaser”), and, solely as contemplated by Section 10.12, AngloGold Ashanti Limited, a South African public company (“AGA”).

BARRICK GOLD CORPORATION — and — NEWMONT MINING CORPORATION IMPLEMENTATION AGREEMENT
Implementation Agreement • March 12th, 2019 • Newmont Mining Corp /De/ • Gold and silver ores • Ontario

AND WHEREAS Barrick Member and Newmont Member desire to establish certain rights and obligations between themselves as Members (as defined below) in accordance with the terms hereof;

Re: Support and Voting Agreement
Support and Voting Agreement • January 14th, 2019 • Newmont Mining Corp /De/ • Gold and silver ores • Ontario
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