0001193125-13-060844 Sample Contracts

THIS PARTICIPATION AGREEMENT is made this 6th day of August, 2010.
Participation Agreement • February 15th, 2013 • Goldcorp Inc • Gold and silver ores • Ontario

WHEREAS, DMSL, Primero and Mala Noche Resources, S.A. de C.V. (the “Purchaser”) entered into an agreement dated the 6th day of July, 2010 (the “Asset Purchase Agreement”) for the purchase by the Purchaser and the sale by DMSL of all of the Purchased Assets, as defined therein;

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THIS ASSIGNMENT AGREEMENT is effective as of the 6th day of August, 2010.
Assignment Agreement • February 15th, 2013 • Goldcorp Inc • Gold and silver ores • Ontario

WHEREAS, DMSL and Primero Mining Corp. (“Primero”) entered into a participation agreement dated the 6th day of August, 2010 (the “Participation Agreement”) providing DMSL with certain participation rights with respect to the common shares of Primero (the “Primero Shares”) held by DMSL;

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