Royal Gold Inc Sample Contracts

LOAN AGREEMENT
Loan Agreement • February 8th, 2001 • Royal Gold Inc /De/ • Gold and silver ores • Nevada
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ROYAL GOLD, INC.
Indenture • December 27th, 1996 • Royal Gold Inc /De/ • Gold and silver ores • New York
FIRST AMENDED AND RESTATED RIGHTS AGREEMENT between ROYAL GOLD, INC. and COMPUTERSHARE TRUST COMPANY, N.A. as Rights Agent Dated as of September 10, 2007
Rights Agreement • September 10th, 2007 • Royal Gold Inc • Mineral royalty traders • Delaware

This FIRST AMENDED AND RESTATED RIGHTS AGREEMENT (this “Agreement”), dated as of September 10, 2007, between ROYAL GOLD, INC., a Delaware corporation (the “Company”), and COMPUTERSHARE TRUST COMPANY, N.A. (the “Rights Agent”).

Royal Gold, Inc. 1,000,000 Shares of 7.25% Mandatory Convertible Preferred Stock (par value $0.01 per share) Underwriting Agreement New York, New York November 5, 2007
Underwriting Agreement • November 6th, 2007 • Royal Gold Inc • Mineral royalty traders • New York

Royal Gold, Inc., a corporation organized under the laws of Delaware (the “Company”), proposes to sell to the several underwriters named in Schedule I to this Agreement (the “Underwriters”), for whom you are acting as representative (the “Representative”), 1,000,000 shares of 7.25% mandatory convertible preferred stock, par value $0.01 per share (the “Preferred Stock”), of the Company convertible into common shares, par value $0.01 per share (the “Common Stock”) of the Company (said shares to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to 150,000 additional shares of Preferred Stock to cover over-allotments (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). Any reference herein to the Registration Statement, the Base Prospectus, any Preliminary Prospectus or the Final Prospectu

Royal Gold, Inc. 4,000,000 Shares Common Stock (par value $0.01 per share) Underwriting Agreement New York, New York April 3, 2007
Underwriting Agreement • April 9th, 2007 • Royal Gold Inc • Mineral royalty traders • New York

Royal Gold, Inc., a corporation organized under the laws of Delaware (the “Company”), proposes to sell to the several underwriters named in Schedule I to this Agreement (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, 4,000,000 shares of common stock, par value $0.01 per share (“Common Stock”) of the Company (said shares to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to 600,000 additional shares of Common Stock to cover over-allotments (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). Any reference herein to the Registration Statement, the Base Prospectus, any Preliminary Prospectus or the Final Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to Item 12 of Form S-3 which were f

ASSIGNMENT AGREEMENT
Assignment Agreement • September 28th, 1995 • Royal Gold Inc /De/ • Gold and silver ores • Nevada
EMPLOYMENT AGREEMENT
Employment Agreement • January 3rd, 2020 • Royal Gold Inc • Mineral royalty traders • Colorado

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of the [] day of [], [] (the “Effective Date”) by and between Royal Gold, Inc., a Delaware corporation (the “Company”), and [] (the “Executive”).

AMENDED AND RESTATED INDEMNIFICATION AGREEMENT
Indemnification Agreement • February 16th, 2023 • Royal Gold Inc • Mineral royalty traders • Delaware

This AMENDED AND RESTATED INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into, effective , 2023, by and between, ROYAL GOLD, INC., a Delaware corporation (the ”Company”), and (“Indemnitee”).

INTERCREDITOR AGREEMENT
Intercreditor Agreement • November 3rd, 2016 • Royal Gold Inc • Mineral royalty traders • British Columbia

Intercreditor Agreement (this “Agreement”), dated as of October 20, 2016, among The Bank of Nova Scotia (in its capacity as administrative agent, with its successors and assigns, and as more specifically defined below, the “Senior Debt Representative”) for the Senior Debt Secured Parties (as defined below), RGLD Gold AG, a Swiss corporation as purchaser (with its successors and assigns, the “Purchaser”) of certain refined gold and refined copper from Thompson Creek Metals Company Inc., a company amalgamated under the laws of British Columbia, (the “Vendor”) and the Vendor.

ROYAL GOLD, INC.
Restricted Stock Agreement • August 11th, 2016 • Royal Gold Inc • Mineral royalty traders

Royal Gold, Inc., a Delaware corporation (the “Company”), hereby grants shares of its common stock, $.01 par value (the “Stock”), to the Grantee named below, subject to the restrictions and vesting conditions set forth in the attachment. Additional terms and conditions of the grant are set forth in this cover sheet, in the attachment and in the Company’s 2015 Omnibus Long-Term Incentive Plan (the “Plan”).

SIXTH AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT among ROYAL GOLD, INC., as the Borrower, HIGH DESERT MINERAL RESOURCES, INC., as a Guarantor, RG EXCHANGECO INC., as a Guarantor, RG MEXICO, INC., as a Guarantor, THE OTHER GUARANTORS FROM TIME TO...
Revolving Credit Agreement • January 30th, 2014 • Royal Gold Inc • Mineral royalty traders • New York

This SIXTH AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT dated as of January 29, 2014 (the “Closing Date”), is by and among ROYAL GOLD, INC., a corporation organized and existing under the laws of the State of Delaware, as the borrower (“Royal Gold” or the “Borrower”), HIGH DESERT MINERAL RESOURCES, INC., a corporation organized and existing under the laws of the State of Delaware, as a guarantor (“High Desert”), RG EXCHANGECO INC., an amalgamated corporation validly existing under the Canada Business Corporations Act, as a guarantor (“RG Exchangeco”), RG MEXICO, INC., a corporation organized and existing under the laws of the State of Delaware, as a guarantor (“RG Mexico”), those additional guarantors identified as a “Guarantor” on the signature pages hereto and such additional guarantors from time to time party hereto, as guarantors (collectively, the “Additional Guarantors”) (with each of High Desert, RG Exchangeco, RG Mexico and the Additional Guarantors being individually referr

AMENDED AND RESTATED INDEMNIFICATION AGREEMENT (AUGUST 2014)
Indemnification Agreement • September 4th, 2014 • Royal Gold Inc • Mineral royalty traders • Delaware

THIS INDEMNIFICATION AGREEMENT (the “Agreement”) dated as of ____________, is made by and between Royal Gold, Inc., a Delaware corporation (the “Corporation”), and the undersigned member of the Board of Directors or officer, manager, employee, agent or fiduciary of the Corporation (“Indemnitee”).

ADOPTION AGREEMENT DEFERRED COMPENSATION PLAN
Adoption Agreement • July 20th, 2017 • Royal Gold Inc • Mineral royalty traders

The undersigned Company acting on behalf of itself and each Participating Employer, having been duly advised by its own counsel as to the legal and tax consequences of adopting this Deferred Compensation Plan, and having determined that adoption of this Plan as an unfunded, nonqualified deferred compensation plan (intending that the same comply with the applicable requirements of Section 409A of the Internal Revenue Code of 1986, as amended) would better enable the Company to attract and retain key personnel, HEREBY ADOPTS the attached Deferred Compensation Plan, subject to the following terms, conditions and elections, all of which are integral parts of the Plan adopted hereby:

INDEMNIFICATION AGREEMENT (NOVEMBER 2006)
Indemnification Agreement • November 13th, 2006 • Royal Gold Inc • Mineral royalty traders • Delaware

THIS INDEMNIFICATION AGREEMENT (the “Agreement") dated as of ___, 200_, is made by and between Royal Gold, Inc., a Delaware corporation (the “Corporation"), and the undersigned member of the Board of Directors or officer of the Corporation (“Indemnitee").

Royal Gold, Inc. 5,250,000 Shares Common Stock (par value $0.01 per share) Underwriting Agreement New York, New York October 10, 2012
Underwriting Agreement • October 12th, 2012 • Royal Gold Inc • Mineral royalty traders • New York

Royal Gold, Inc., a corporation organized under the laws of Delaware (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 5,250,000 shares (the “Firm Securities”) and, at the election of the Underwriters, up to 750,000 additional shares (the “Optional Securities”) of common stock, par value $0.01 per share, of the Company (“Stock”) (the Firm Securities and the Optional Securities which the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Securities”).

AND
Funding Agreement • February 8th, 2006 • Royal Gold Inc • Mineral royalty traders • Colorado
ROYALGOLD, INC. September 6, 2002 Acqua Wellington North American Funds Equities Ltd. C/o Fortis Fund Services (Bahamas) Ltd. Montague Sterling Centre East Bay Street, P.O. Box SS-6238 Nassau, Bahamas Dear Sirs:
Stock Purchase Agreement • September 11th, 2002 • Royal Gold Inc /De/ • Mineral royalty traders

This letter sets forth the agreement of Acqua Wellington North American Equities Fund, Ltd. (the "Purchaser") and Royal Gold, Inc. (the "Company") regarding the purchase by the Purchaser from the Company of the Company's common stock on the date hereof. The parties agree as follows:

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AMENDED AND RESTATED SECURITY AGREEMENT
Security Agreement • February 4th, 2011 • Royal Gold Inc • Mineral royalty traders • New York

THIS AMENDED AND RESTATED SECURITY AGREEMENT (the “Agreement”) is made as of February 1, 2011, by and among ROYAL GOLD, INC., a corporation organized and existing under the laws of the State of Delaware (“Royal Gold” or “Borrower”), HIGH DESERT MINERAL RESOURCES, INC., a corporation organized and existing under the laws of the State of Delaware (“High Desert”), RG MEXICO, INC., a corporation organized and existing under the laws of the State of Delaware (“RG Mexico”), each of the other parties executing this Agreement under the heading “Debtors” (together with the Borrower, High Desert, RG Mexico and such other parties, along with any party that joins this Agreement as a Debtor in the future, being referred to individually as a “Debtor” and collectively as the “Debtors”) and HSBC BANK USA, NATIONAL ASSOCIATION (“HSBC Bank”), as administrative agent for the Lenders under the Credit Agreement defined below (in such capacity as administrative agent, together with its successors and assign

Royal Gold, Inc. 4,000,000 Shares Common Stock (par value $0.01 per share) Underwriting Agreement New York, New York January 10, 2012
Underwriting Agreement • January 12th, 2012 • Royal Gold Inc • Mineral royalty traders • New York

Royal Gold, Inc., a corporation organized under the laws of Delaware (the “Company”), proposes to sell to Goldman, Sachs & Co. (the “Underwriter”) 4,000,000 shares of common stock, par value $0.01 per share (“Common Stock”), of the Company (said shares to be issued and sold by the Company being hereinafter called the “Securities”). Any reference herein to the Registration Statement, the Base Prospectus, any Preliminary Prospectus or the Final Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to Item 12 of Form S-3 which were filed under the Securities Exchange Act of 1934, as amended, on or before the Effective Date of the Registration Statement or the issue date of the Base Prospectus, any Preliminary Prospectus or the Final Prospectus, as the case may be; and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement, the Base Prospectus, any Preliminary Prospectus or the

AMENDED AND RESTATED TERM LOAN AGREEMENT dated as of August 27, 2008 Between ROYAL GOLD CHILE LIMITADA and HSBC BANK USA, NATIONAL ASSOCIATION
Term Loan Agreement • September 2nd, 2008 • Royal Gold Inc • Mineral royalty traders • New York

AMENDED AND RESTATED TERM LOAN AGREEMENT (this “Agreement”) dated as of August 27, 2008 by and between ROYAL GOLD CHILE LIMITADA, a Chilean limited liability company (the “Borrower”) and HSBC Bank USA, National Association, its successors and assigns (the “Bank”).

AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER by and among BATTLE MOUNTAIN GOLD EXPLORATION CORP., ROYAL GOLD, INC., and ROYAL BATTLE MOUNTAIN, INC. Dated July 30, 2007
Agreement and Plan of Merger • August 2nd, 2007 • Royal Gold Inc • Mineral royalty traders • Colorado

This AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated July 30, 2007, is entered into by and among Battle Mountain Gold Exploration Corp., a Nevada corporation (the “Company”), Royal Gold, Inc., a Delaware corporation (the “Acquiror”), and Royal Battle Mountain, Inc., a Nevada corporation (the “Acquiror Sub”) (the Company, Acquiror and Acquiror Sub are individually hereinafter referred to as “Party” and collectively as the “Parties”).

CONTRIBUTION AGREEMENT IN SUPPORT OF SOMITA FUNDING AGREEMENT
Contribution Agreement • May 9th, 2006 • Royal Gold Inc • Mineral royalty traders • Colorado

This CONTRIBUTION AGREEMENT IN SUPPORT OF SOMITA FUNDING AGREEMENT (this “Agreement”) dated as of February 22, 2006, is from HIGH RIVER GOLD MINES LTD., a corporation formed under the federal laws of Canada (“High River”) to and for the benefit of ROYAL GOLD, INC., a Delaware corporation (“Royal Gold”).

AMENDED AND RESTATED PLEDGE AGREEMENT
Pledge Agreement • February 4th, 2011 • Royal Gold Inc • Mineral royalty traders • New York

This AMENDED AND RESTATED PLEDGE AGREEMENT, dated as of February 1, 2011 (as amended, restated, supplemented or otherwise modified from time to time in accordance with the provisions hereof, this “Agreement”), is made and given by ROYAL GOLD, INC., a corporation organized and existing under the laws of the State of Delaware, as pledgor, assignor and debtor (in such capacity and together with any successors in such capacity, the “Pledgor,”) in favor of HSBC BANK USA, NATIONAL ASSOCIATION a national banking association organized under the laws of the United States (“HSBC Bank”), as pledgee, assignee, secured party and administrative agent (in such capacity and together with any successors in such capacity, the “Administrative Agent”).

ROYAL GOLD, INC.
Stock Appreciation Rights Agreement • August 11th, 2016 • Royal Gold Inc • Mineral royalty traders

Royal Gold, Inc., a Delaware corporation (the “Company”), hereby grants stock appreciation rights (“SARs”) relating to its common stock, $.01 par value per share (the “Stock”), to the Grantee named below subject to the restrictions and vesting conditions set forth in the attachment. The terms and conditions of the SARs are set forth in this cover sheet, in the attachment, and in the Company’s 2015 Omnibus Long-Term Incentive Plan (the “Plan”).

AMENDED AND RESTATED TERM LOAN FACILITY AGREEMENT among ROYAL GOLD, INC., as a Borrower ROYAL GOLD CHILE LIMITADA, as a Guarantor RGLD GOLD CANADA, INC., as a Guarantor HIGH DESERT MINERAL RESOURCES, INC., as a Guarantor THE OTHER GUARANTORS FROM TIME...
Term Loan Facility Agreement • April 1st, 2010 • Royal Gold Inc • Mineral royalty traders • New York

This AMENDED AND RESTATED TERM LOAN FACILITY AGREEMENT (together with all amendments, restatements, amendments and restatements, modifications, revisions, increases, supplements, extensions, continuations, replacements or refinancings from time to time in accordance with the terms hereof, the “Agreement”) dated as of March 26, 2010 (the “Execution Date”), is by and among ROYAL GOLD, INC., a corporation organized and existing under the laws of the State of Delaware, as a borrower (“Royal Gold” or “Borrower”), ROYAL GOLD CHILE LIMITADA, a limited liability partnership organized and existing under the laws of Chile, as a guarantor (“RG Chile”), RGLD GOLD CANADA, INC., a corporation organized and existing under the laws of the Province of British Columbia, as a guarantor (“RGLD Canada”), HIGH DESERT MINERAL RESOURCES, INC., a corporation organized and existing under the laws of the State of Delaware, as a guarantor (“High Desert”), those additional guarantors from time to time party hereto

ROYAL GOLD, INC. 2004 OMNIBUS LONG-TERM INCENTIVE PLAN PERFORMANCE SHARE AGREEMENT
Performance Share Agreement • May 9th, 2006 • Royal Gold Inc • Mineral royalty traders • Delaware

This Performance Share grant is subject to all of the terms and conditions described in this Agreement and in the Plan, a copy of which is available for your review upon request to the Corporate Secretary. You should carefully review the Plan, and the Plan will control in the event any provision of this Agreement should appear to be inconsistent with the terms of the Plan.

ROYALTY FOR TECHNICAL EXPERTISE AGREEMENT
Royalty for Technical Expertise Agreement • January 6th, 2006 • Royal Gold Inc • Mineral royalty traders
ROYAL GOLD, INC.
Restricted Stock Agreement • November 5th, 2015 • Royal Gold Inc • Mineral royalty traders • Delaware

Royal Gold, Inc., a Delaware corporation (the “Company”), hereby grants shares of its common stock, $.01 par value, (the “Stock”) to the Grantee named below, subject to the restrictions and vesting conditions set forth in the attachment. Additional terms and conditions of the grant are set forth in this cover sheet, in the attachment and in the Company’s 2004 Omnibus Long-Term Incentive Plan (the “Plan”).

PRINCIPLES OF AGREEMENT
Principles of Agreement • April 6th, 2009 • Royal Gold Inc • Mineral royalty traders
SECOND AMENDED AND RESTATED LOAN AGREEMENT among ROYAL GOLD, INC., HIGH DESERT MINERAL RESOURCES, INC. and HSBC BANK USA, NATIONAL ASSOCIATION Dated as of January 5, 2007
Loan Agreement • February 9th, 2007 • Royal Gold Inc • Mineral royalty traders • Nevada

This SECOND AMENDED AND RESTATED LOAN AGREEMENT is entered into as of January 5, 2007, among ROYAL GOLD, INC., a corporation incorporated under the laws of the State of Delaware, as a borrower (“Royal Gold”), HIGH DESERT MINERAL RESOURCES, INC., a corporation incorporated under the laws of the State of Delaware, as a borrower (“High Desert”, with each of Royal Gold and High Desert individually referred to herein as a “Borrower” and collectively referred to herein as the "Borrowers”), and HSBC BANK USA, NATIONAL ASSOCIATION a national banking association organized under the laws of the United States (the “Lender”).

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