Orla Mining Ltd. Sample Contracts

SUPPORT AND VOTING AGREEMENT
Support and Voting Agreement • November 29th, 2024 • Orla Mining Ltd. • Gold and silver ores • Ontario

WHEREAS the Company, the Purchaser, a wholly-owned subsidiary of the Company, and GCL have entered into a share purchase agreement dated as of the date hereof (the “Purchase Agreement”) pursuant to which the Purchaser will acquire from GCL or an affiliate thereof all of the issued and outstanding shares of a company to be formed by GCL to become the registered and beneficial owner of all of the Company Assets (as defined in the Purchase Agreement) (the “Transaction”);

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ORLA MINING LTD. as Borrower and THE BANK OF NOVA SCOTIA as Administrative Agent and THE BANK OF NOVA SCOTIA, BMO CAPITAL MARKETS AND CANADIAN IMPERIAL BANK OF COMMERCE as Joint Lead Arrangers & Joint Bookrunners and BMO CAPITAL MARKETS as Syndication...
Credit Agreement • May 11th, 2022 • Orla Mining Ltd. • Gold and silver ores • Ontario

CREDIT AGREEMENT dated as of April 28, 2022 between Orla Mining Ltd., a corporation existing under the federal laws of Canada (the “Borrower”), The Bank of Nova Scotia, Bank of Montreal, Canadian Imperial Bank of Commerce and the other lending institutions from time to time parties hereto as Lenders and The Bank of Nova Scotia, as Administrative Agent.

INVESTOR RIGHTS AGREEMENT AGNICO EAGLE MINES LIMITED - and - ORLA MINING LTD. October 18, 2019
Investor Rights Agreement • December 4th, 2020 • Orla Mining Ltd. • Ontario

WHEREAS the Investor owns 17,613,835 Common Shares (as defined below) and 870,250 Warrants (as defined below) which represent approximately 9.47% of the issued and outstanding Common Shares on a non-diluted basis and 9.89% of the issued and outstanding Common Shares on a partially-diluted basis;

UNDERWRITING AGREEMENT
Underwriting Agreement • December 4th, 2020 • Orla Mining Ltd.

The undersigned, Stifel Nicolaus Canada Inc. (the "Lead Underwriter"), Desjardins Securities Inc., Paradigm Capital Inc. and Cormark Securities Inc. (each, including the Lead Underwriter, an "Underwriter" and, collectively, the "Underwriters") understand that Orla Mining Ltd. (the "Corporation") intends to issue and sell an aggregate of 36,600,000 common shares ("Common Shares") in the capital of the Corporation (collectively, the "Purchased Shares") at a price of $2.05 per Purchased Share (the "Purchase Price"), for aggregate gross proceeds of $75,030,000.

GOLDCORP CANADA LTD. - and - 1511583 B.C. LTD. - and - ORLA MINING LTD. SHARE PURCHASE AGREEMENT DATED NOVEMBER 17, 2024
Share Purchase Agreement • November 29th, 2024 • Orla Mining Ltd. • Gold and silver ores • Ontario
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