0001062993-16-010324 Sample Contracts

SUBSCRIPTION AGREEMENT
Subscription Agreement • June 27th, 2016 • Osisko Gold Royalties LTD • Quebec

BETWEEN: RESSOURCES QUÉBEC INC., a business corporation governed by the Business Corporations Act (Quebec), having its head office at 600 de La Gauchetière West, suite 1500, Montreal, Quebec H3B 4L8, represented and acting through its representative, duly authorized as he so declares;

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CANADIAN MALARTIC NET SMELTER RETURN ROYALTY AGREEMENT (AMENDED AND RESTATED)
Return Royalty Agreement • June 27th, 2016 • Osisko Gold Royalties LTD

OSISKO GOLD ROYALTIES LTD., a corporation existing under the laws of Québec, as assignee of Osisko Mining Corporation (the "Holder")

RECITALS
First Amending Agreement • June 27th, 2016 • Osisko Gold Royalties LTD • Quebec
CREDIT AGREEMENT dated as of November 21,2014 among OSISKO GOLD ROYALTIES LTD (as Borrower) -and- NATIONAL BANK OF CANADA (as Administrative Agent) -and- NATIONAL BANK OF CANADA (as Lender) -and- NATIONAL BANK FINANCIAL INC. (as Sole Arranger)
Credit Agreement • June 27th, 2016 • Osisko Gold Royalties LTD

THIS AGREEMENT is made as of November 21, 2014 among Osisko Gold Royalties Ltd, a corporation incorporated under the laws of the Province of Québec, as borrower (the "Borrower"), National Bank of Canada, a Canadian bank, as administrative agent (in such capacity, the "Agent"), and National Bank of Canada, as lender.

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