INTERCREDITOR AGREEMENTIntercreditor 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.
CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR THE REDACTED PORTIONS OF THIS EXHIBIT. THE REDACTIONS ARE INDICATED WITH “*[Redacted]*”. A COMPLETE VERSION OF THIS AGREEMENT AND EXHIBIT HAS BEEN FILED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION.Definitive Agreement • November 3rd, 2016 • Royal Gold Inc • Mineral royalty traders • British Columbia
WHEREAS, Terrane Metals Corp. (a predecessor of the Vendor), as vendor, the Purchaser, Thompson Creek Metals Company Inc. (a predecessor of the Vendor), as guarantor and Royal Gold, solely in respect of Article 10 and Sections 3.5, 11.2 and 17.3 thereof,are parties to that certain Amended and Restated Purchase and Sale Agreement dated as of December 14, 2011, as amended by the First Amendment to Amended and Restated Purchase and Sale Agreement, dated as of August 8, 2012, and the Second Amendment to Amended and Restated Purchase and Sale Agreement, dated as of December 11, 2014 (as amended prior to the date hereof, the “Existing Agreement”);
