0001104659-16-109042 Sample Contracts

UNDERWRITING AGREEMENT
Underwriting Agreement • April 1st, 2016 • Silver Wheaton Corp. • Gold and silver ores • British Columbia

The undersigned, a director or officer of Silver Wheaton Corp. (the “Corporation”), understands that [·] and [·] (collectively, the “Underwriters”) have entered into an underwriting agreement with the Corporation providing for a public offering in Canada and the United States (the “Offering”) of common shares of the Corporation. The undersigned also acknowledges that the Underwriters have requested that the undersigned enter into this agreement as a condition of completion of the Offering and that, in consideration of the Offering and for other good and valuable consideration, the receipt and sufficiency of which are hereby expressly acknowledged by the undersigned, the undersigned has agreed to enter into this agreement (the “Lock-Up Agreement”) in favour of the Underwriters.

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