Common use of Court Proceedings Clause in Contracts

Court Proceedings. Subject to the terms of this Agreement, First Majestic will cooperate with and assist Silvermex in seeking the Interim Order and the Final Order, including by providing Silvermex on a timely basis any information reasonably required to be supplied by First Majestic in connection therewith. Silvermex will provide legal counsel to First Majestic with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 or with First Majestic’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, that nothing herein shall require First Majestic to agree or consent to any increase in consideration or other modification or amendment to such filed or served materials that expands or increases First Majestic’s obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex shall also provide to First Majestic’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex will not object to legal counsel to First Majestic making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, that Silvermex is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First Majestic.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will cooperate with and assist Silvermex in seeking the Interim Order and the Final Order, including by providing Silvermex on a timely basis any information reasonably required to be supplied by First Majestic in connection therewith. Silvermex KML will provide Pembina and its legal counsel to First Majestic with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, including by providing on a timely basis a description of any information required to be supplied by Pembina for inclusion in such material, prior to the service and filing of that material, and will give accept the reasonable consideration comments of Pembina and its legal counsel with respect to any such information required to be supplied by Pembina and included in such material and any other matters contained therein. KML will ensure that all material filed with the Court in connection with the Arrangement is consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, KML will not object to legal counsel to Pembina making submissions on the application for the Interim Order and the application for the Final Order as such commentscounsel considers appropriate, provided such submissions are consistent with this Agreement and the Plan of Arrangement. KML will also provide legal counsel to Pembina on a timely basis with copies of any notice and evidence served on KML or its legal counsel in respect of the application for the Interim Order or Final Order or any appeal therefrom. Subject to applicable LawLaws, Silvermex KML will not file any material with with, or make any submissions to, the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 hereby or with First MajesticPembina’s prior written consent, such consent not to be unreasonably withheld, conditioned withheld or delayed; provided, however, provided that nothing herein shall require First Majestic Pembina to agree or consent to any increase in increased purchase price or other consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticPembina’s obligations set forth in any such filed or served materials or under this Agreement or the ArrangementAgreement. Silvermex KML shall also provide to First Majestic’s legal counsel on a timely basis copies of oppose any notice of appearance or other Court documents served on Silvermex proposal from any Person that would result in respect of the application for the Interim Order or the Final Order or containing any appeal therefrom and of any notice, whether written or oral, received by Silvermex indicating any intention provision that is inconsistent with this Agreement. Subject to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement Agreement, Pembina shall use commercially reasonable efforts cooperate with and the Plan of Arrangement. In addition, Silvermex will not object to legal counsel to First Majestic making such submissions on the hearing of the motion for assist KML in seeking the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, that Silvermex is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice toincluding by providing to KML, and on a timely basis, any information reasonably required to be supplied by Pembina in consultation and cooperation with, First Majesticconnection therewith.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will cooperate with and assist Silvermex in seeking the Interim Order and the Final Order, including by providing Silvermex on a timely basis any information reasonably required to be supplied by First Majestic in connection therewith. Silvermex Cardiome will provide Cipher and its legal counsel to First Majestic with a reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the ArrangementInterim Order and the Final Order, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex Cardiome will not file any material with the Court in connection with the Arrangement Interim Order and the Final Order, or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 Agreement, the Plan of Arrangement, or with First MajesticCipher’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, that nothing herein shall require First Majestic Cipher to agree or consent to any increase in consideration the Share Purchase Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticCipher’s obligations set forth in any such filed or served materials or under this Agreement or the Plan of Arrangement, or diminishes or limits Cipher’s and/or Cardiome’s rights in respect of the Retained Assets following the Effective Time. Silvermex Cardiome shall also provide to First MajesticCipher and to Cipher’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex Cardiome in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex Cardiome indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex Cardiome will ensure that all materials filed with the Court in connection with the Arrangement Interim Order and the Final Order, are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex Cardiome will not object to legal counsel to First Majestic Cipher making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; , provided, however, that Silvermex Cardiome is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex Cardiome will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex Cardiome is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticCipher.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will cooperate with and assist Silvermex SilverCrest in seeking the Interim Order and the Final Order, including by providing Silvermex SilverCrest on a timely basis any information reasonably required to be supplied by First Majestic in connection therewith. Silvermex SilverCrest will provide legal counsel to First Majestic with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex SilverCrest will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.7 or with First Majestic’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, that nothing herein shall require First Majestic to agree or consent to any increase in consideration or other modification or amendment to such filed or served materials that expands or increases First Majestic’s obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex SilverCrest shall also provide to First Majestic’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex SilverCrest in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex SilverCrest indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex SilverCrest will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex SilverCrest will not object to legal counsel to First Majestic making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, that Silvermex SilverCrest is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex SilverCrest will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex SilverCrest is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First Majestic.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will cooperate with and assist Silvermex in seeking the Interim Order and the Final Order, including by providing Silvermex on a timely basis any information reasonably required to be supplied by First Majestic in connection therewith. Silvermex Rio Alto will provide legal counsel to First Majestic Tahoe with a reasonable opportunity to review and comment upon drafts of all material materials to be filed with the Court in connection with the Arrangement, Arrangement prior to the service and filing of such materials and will give reasonable consideration to all such comments. Rio Alto will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. Subject to applicable Law, Silvermex Rio Alto will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 or with First MajesticTahoe’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; , provided, however, that nothing herein shall require First Majestic Tahoe to agree or consent to any increase or change in the consideration payable under the terms of the Plan of Arrangement or other any modification or amendment to such filed or served materials that expands or increases First MajesticTahoe’s obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex shall In addition, Rio Alto will not object to legal counsel to Tahoe making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate, provided that Rio Alto or its legal counsel is advised of the nature of any submissions prior to the hearing and such submissions are consistent in all material respects with this Agreement and the Plan of Arrangement. Rio Alto will also provide to First Majestic’s legal counsel Tahoe on a timely basis with copies of any notice of appearance and evidence or other Court documents served on Silvermex Rio Alto or its legal counsel in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oralnot in writing, received by Silvermex Rio Alto or its legal counsel indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex will not object to legal counsel to First Majestic making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, that Silvermex is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First Majestic.

Court Proceedings. Subject to the terms of this Agreement, First Majestic Eldorado will cooperate with and assist Silvermex European Goldfields in seeking the Interim Order and the Final Order, including by providing Silvermex European Goldfields on a timely basis any information reasonably required to be supplied by First Majestic Eldorado in connection therewith. Silvermex European Goldfields will provide legal counsel to First Majestic Eldorado with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex European Goldfields will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.7 or with First MajesticEldorado’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, that nothing herein shall require First Majestic Eldorado to agree or consent to any increase in consideration Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticEldorado’s obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex European Goldfields shall also provide to First MajesticEldorado’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex European Goldfields in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex European Goldfields indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex European Goldfields will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex European Goldfields will not object to legal counsel to First Majestic Eldorado making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; , provided, however, that Silvermex European Goldfields is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex European Goldfields will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex European Goldfields is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticEldorado.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will VAALCO and AcquireCo shall cooperate with and assist Silvermex TransGlobe in seeking the Interim Order and the Final Order, including by providing Silvermex to TransGlobe, on a timely basis basis, any information reasonably required to be supplied by First Majestic VAALCO or AcquireCo in connection therewith. Silvermex will TransGlobe shall provide VAALCO and AcquireCo and their legal counsel to First Majestic with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex will TransGlobe shall not file any material with the Court in connection with the Arrangement or serve any such material, and will shall not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.11 or with First MajesticVAALCO’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; providedprovided that, however, that nothing herein shall require First Majestic VAALCO or AcquireCo to agree or consent to any increase in consideration or variation in the form of Consideration or other modification or amendment to such filed or served materials that expands or increases First Majestic’s the obligations of VAALCO or AcquireCo, or diminishes or limits the rights of VAALCO or AcquireCo, set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex TransGlobe shall also provide to First Majestic’s VAALCO, AcquireCo and their legal counsel on a timely basis basis, copies of any notice of appearance appearance, evidence or other Court documents served on Silvermex TransGlobe in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex TransGlobe indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will TransGlobe shall ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex will TransGlobe shall not object to VAALCO, AcquireCo and their legal counsel to First Majestic making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, provided that Silvermex TransGlobe is advised of the nature of any submissions prior to the hearing and such submissions are consistent in all material respects with this Agreement and the Plan of Arrangement. Silvermex will TransGlobe shall also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex TransGlobe is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticVAALCO and AcquireCo.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will Purchaser and Parent shall cooperate with and assist Silvermex the Company in seeking the Interim Order and the Final Order, including by providing Silvermex to the Company, on a timely basis basis, any information reasonably required to be supplied by First Majestic Purchaser or Parent in connection therewith. Silvermex will The Company shall provide both Purchaser and Parent and their legal counsel to First Majestic with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the ArrangementArrangement (including by providing, on a timely basis and prior to the service and filing of such material, a description of any information required to be supplied by Purchaser or Parent for inclusion in such material), and will give reasonable consideration to all such commentscomments and will accept the reasonable comments of Purchaser and Parent and their legal counsel with respect to any such materials. Subject to applicable Law, Silvermex will the Company shall not file any material with the Court in connection with the Arrangement or serve any such material, and will shall not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.8 or with First Majesticboth Purchaser’s and Parent’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; providedprovided that, however, that nothing herein shall require First Majestic Purchaser or Parent to agree or consent to any increase in or variation in the form of consideration payable to the Company Shareholders or the holders of the Company Options or Company RSUs pursuant to the plan of Arrangement or other modification or amendment to such filed or served materials that expands or increases First MajesticPurchaser’s obligations obligations, or diminishes or limits Purchaser’s rights, set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex The Company shall also provide to First Majestic’s Purchaser and Parent and their legal counsel on a timely basis basis, copies of any notice of appearance appearance, evidence or other Court documents served on Silvermex the Company in respect of the application motion for the Interim Order or application for the Final Order (or any appeal therefrom and of appeals therefrom), as well as any notice, whether written or oral, received by Silvermex the Company indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will The Company shall ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex will the Company shall not object to Purchaser or Purchaser’s legal counsel to First Majestic making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, provided that Silvermex the Company is advised as promptly as practicable of the nature of any submissions prior to the hearing and such submissions are consistent in all material respects with this Agreement and the Plan of Arrangement. Silvermex will The Company shall also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex the Company is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticPurchaser.

Court Proceedings. Subject to the terms of this Agreement, First Majestic Parent will cooperate with and assist Silvermex the Company in seeking the Interim Order and the Final Order, including by providing Silvermex to the Company, on a timely basis basis, any information reasonably required to be supplied by First Majestic Parent in connection therewith. Silvermex The Company will provide legal counsel to First Majestic Parent’s outside counsel, as specified in Section 8.1(a), with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex the Company will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.9 or with First MajesticParent’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, provided that nothing herein in this Agreement shall require First Majestic limit the Company’s ability to agree or consent take any and all steps, including the filing of all manner of documents with any Governmental Entity, to any increase in consideration or other modification or amendment to such filed or served materials that expands or increases First Majestic’s obligations set forth in any such filed or served materials or enforce its rights under this Agreement or Agreement, including in connection with any dispute involving the ArrangementCompany and its Subsidiaries on the one hand and Parent on the other hand. Silvermex The Company shall also provide to First MajesticParent’s legal counsel outside counsel, as specified in Section 8.1(a) and on a timely basis basis, copies of any notice of appearance or other Court documents served on Silvermex the Company in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex the Company indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex The Company will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In additionWith the Company’s prior consent (such consent not to be unreasonably withheld or delayed), Silvermex will not object to legal counsel to First Majestic making Parent may make such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, provided that Silvermex is advised of the nature of any submissions prior to the hearing and such submissions are consistent in all material respects with this Agreement and the Plan of Arrangement. Silvermex The Company will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex the Company is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticParent.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will cooperate with and assist Silvermex in seeking the Interim Order and the Final Order, including by providing Silvermex on a timely basis any information reasonably required to be supplied by First Majestic in connection therewith. Silvermex The Company will provide legal counsel to First Majestic the Purchaser with a reasonable opportunity to review and comment upon drafts of all material materials to be filed with the Court in connection with the Arrangement, Arrangement prior to the service and filing of such materials and will give reasonable consideration to all such comments. The Company will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. Subject to applicable Applicable Law, Silvermex the Company will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 or with First Majesticthe Purchaser’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; , provided, however, that nothing herein shall require First Majestic the Purchaser to agree or consent to any increase in the consideration payable under the terms of the Plan of Arrangement or other any modification or amendment to such filed or served materials that expands or increases First Majesticthe Purchaser’s or Digital River’s obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex shall In addition, the Company will not object to legal counsel to the Purchaser making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate, provided that the Company or its legal counsel is advised of the nature of any submissions prior to the hearing. The Company will also provide to First Majestic’s legal counsel to the Purchaser on a timely basis with copies of any notice of appearance and evidence or other Court documents served on Silvermex the Company or its legal counsel in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oralnot in writing, received by Silvermex the Company or its legal counsel indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex will not object to legal counsel to First Majestic making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, that Silvermex is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First Majestic.

Court Proceedings. Subject to the terms of this Agreement, First Majestic US Gold will cooperate with and assist Silvermex Minera Andes in seeking the Interim Order and the Final Order, including by providing Silvermex to Minera Andes, on a timely basis basis, any information reasonably required to be supplied by First Majestic US Gold in connection therewith. Silvermex Minera Andes will provide legal US Gold and the US Gold Special Committee and their respective counsel to First Majestic with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex Minera Andes will not file any material with the Court in connection with the approval of the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.11 or with First Majestic’s US Gold's prior written consent, such consent not to be unreasonably withheld, conditioned withheld or delayed; provided, however, provided that nothing herein shall require First Majestic US Gold to agree or consent to any increase in or variation in the form of consideration or other modification or amendment to such filed or served materials that expands or increases First Majestic’s US Gold's obligations set forth in any such filed or served materials or under this Agreement or the ArrangementArrangement and provided further that nothing herein shall limit Minera Andes' ability to take any and all steps to enforce its rights hereunder. Silvermex Minera Andes shall also provide to First Majestic’s legal US Gold and the US Gold Special Committee and their respective counsel on a timely basis basis, copies of any notice of appearance or other Court documents served on Silvermex Minera Andes in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex Minera Andes indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex Minera Andes will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex Minera Andes will not object to legal counsel to First Majestic US Gold or the US Gold Special Committee making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, provided that Silvermex Minera Andes is advised of the nature of any submissions prior to the hearing and such submissions are consistent in all material respects with this Agreement and the Plan of Arrangement. Silvermex Minera Andes will also oppose any proposal from any party Person that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex Minera Andes is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticUS Gold and the US Gold Special Committee.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will the Purchaser and the Parent shall cooperate with and assist Silvermex the Company in seeking the Interim Order and the Final Order, including by providing Silvermex to the Company, on a timely basis basis, any information reasonably required to be supplied by First Majestic the Purchaser or the Parent in connection therewith. Silvermex will The Company shall provide the Purchaser’s legal counsel to First Majestic with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex will the Company shall not file any material with the Court in connection with the Arrangement or serve any such material, and will shall not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 or with First Majesticthe Purchaser’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; providedprovided that, however, that nothing herein shall require First Majestic the Purchaser to agree or consent to any increase in consideration or variation in the form of Consideration or other modification or amendment to such filed or served materials that expands or increases First Majesticthe Purchaser’s obligations obligations, or diminishes or limits the Purchaser’s rights, set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex The Company shall also provide to First Majesticthe Purchaser’s legal counsel on a timely basis basis, copies of any notice of appearance appearance, evidence or other Court documents served on Silvermex the Company in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex the Company indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will The Company shall ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex will the Company shall not object to the Purchaser’s legal counsel to First Majestic making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, howeverprovided that the Company is provided with copies of such written submissions, that Silvermex is advised of the nature of any submissions if any, with reasonably sufficient time prior to the hearing hearing, the Company and the Company’s legal counsel are provided with a reasonable opportunity to review and comment upon the drafts of such submissions and such submissions submissions, if any, are consistent in all material respects with this Agreement and the Plan of Arrangement. Silvermex will The Company shall also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex the Company is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First Majesticthe Purchaser.

Court Proceedings. Subject In connection with all Court proceedings relating to the terms of this Agreement, First Majestic will cooperate with and assist Silvermex in seeking obtaining the Interim Order and the Final Order, including by providing Silvermex on a timely basis any information reasonably required to be supplied by First Majestic CRH shall diligently pursue, and cooperate with the Purchaser in connection therewith. Silvermex diligently pursuing, the Interim Order and the Final Order and CRH will provide the Purchaser and its legal counsel to First Majestic with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, including by providing on a timely basis a description of any information required to be supplied by the Purchaser for inclusion in such material, prior to the service and filing of that material, will provide the Purchaser with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement and will give reasonable consideration to all such comments. Subject to the terms of this Agreement, the Purchaser will cooperate with and assist CRH in seeking the Interim Order and the Final Order, including by providing CRH on a timely basis any information reasonably required to be supplied by the Purchaser in connection therewith. CRH will ensure that all material filed with the Court in connection with the Arrangement is consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, CRH will not object to legal counsel to the Purchaser making such submissions on the application for the Interim Order and the application for the Final Order as such counsel considers appropriate, acting reasonably, provided that CRH is advised of the nature of any submissions prior to the hearing and such submissions are consistent in all material respects with this Agreement and the Plan of Arrangement. Subject to applicable Law, Silvermex CRH will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.7 or with First Majesticthe Purchaser’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, delayed provided that nothing herein shall require First Majestic the Purchaser to agree or consent to any increase in increased purchase price or other consideration or other modification or amendment to such filed or served materials that expands or increases First Majesticthe Purchaser’s obligations obligations, or diminishes or limits the Purchaser’s rights, set forth in any such filed or served materials or under this Agreement or the ArrangementAgreement. Silvermex CRH shall also provide to First Majestic’s legal counsel the Purchaser on a timely basis copies of any notice of appearance or other Court documents served on Silvermex CRH in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex CRH indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex CRH will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex will not object use commercially reasonable efforts to legal counsel to First Majestic making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, that Silvermex is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex will also oppose any proposal from any party Person that the Final Order contain any provision inconsistent with this Agreement, and, and if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall Order do so only after notice to, and in consultation and cooperation with, First Majesticthe Purchaser.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will Newmont shall cooperate with and assist Silvermex Goldcorp in seeking the Interim Order and the Final Order, including by providing Silvermex to Goldcorp, on a timely basis basis, any information reasonably required to be supplied by First Majestic Newmont in connection therewith. Silvermex will Goldcorp shall provide Newmont’s legal counsel to First Majestic with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex will Goldcorp shall not file any material with the Court in connection with the Arrangement or serve any such material, and will shall not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.10 or with First MajesticNewmont’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; providedprovided that, however, that nothing herein shall require First Majestic Newmont to agree or consent to any increase in consideration or variation in the form of Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticNewmont’s obligations obligations, or diminishes or limits Newmont’s rights, set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex Goldcorp shall also provide to First MajesticNewmont’s legal counsel on a timely basis basis, copies of any notice of appearance appearance, evidence or other Court documents served on Silvermex Goldcorp in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex Goldcorp indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will Goldcorp shall ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex will Goldcorp shall not object to Newmont’s legal counsel to First Majestic making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, provided that Silvermex Goldcorp is advised of the nature of any submissions prior to the hearing and such submissions are consistent in all material respects with this Agreement and the Plan of Arrangement. Silvermex will Goldcorp shall also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex Goldcorp is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticNewmont.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will cooperate with and assist Silvermex in seeking the Interim Order and the Final Order, including by providing Silvermex on a timely basis any information reasonably required to be supplied by First Majestic in connection therewith. Silvermex The Company will provide the Purchaser and its legal counsel to First Majestic with reasonable an opportunity to review and comment upon drafts of all material materials to be filed with the Court in connection with the Arrangement, Arrangement prior to the service and filing of such materials and will give reasonable consideration to all such comments. The Company will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. Subject to applicable Law, Silvermex the Company will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.8 or with First Majesticthe Purchaser’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; , provided, however, that nothing herein shall require First Majestic the Purchaser to agree or consent to any increase or change in the consideration payable under the terms of the Plan of Arrangement or other any modification or amendment to such filed or served materials that expands or increases First Majesticthe Purchaser’s obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex shall In addition, the Company will not unreasonably object to legal counsel to the Purchaser making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate, provided that the Company or its legal counsel is advised of the nature of any submissions prior to the hearing and such submissions are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. The Company will also provide to First Majestic’s legal counsel the Purchaser on a timely basis with copies of any notice of appearance and evidence or other Court documents served on Silvermex the Company or its legal counsel in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oralnot in writing, received by Silvermex the Company or its legal counsel indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex will not object to legal counsel to First Majestic making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, that Silvermex is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First Majestic.

Court Proceedings. Subject In connection with all Court proceedings relating to the terms of this Agreement, First Majestic will cooperate with and assist Silvermex in seeking obtaining the Interim Order and the Final Order, including by providing Silvermex on a timely basis any information reasonably required to be supplied by First Majestic the Company shall diligently pursue, and the Purchaser and the Parent will cooperate with the Company in connection therewith. Silvermex diligently pursuing, the Interim Order and the Final Order and the Company will provide the Purchaser, the Parent and their legal counsel to First Majestic with a reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the ArrangementArrangement (including by providing, on a timely basis and prior to the service and filing of such material, a description of any information required to be supplied by the Purchaser and the Parent for inclusion in such material) and the Company will give reasonable consideration to the comments of the Purchaser, the Parent and their legal counsel on such material. The Company will use reasonable best efforts to ensure that all material filed by it with the Court in connection with the Arrangement is consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, the Company will not object to legal counsel to the Purchaser and the Parent making such commentssubmissions on the application for the Interim Order and the application for the Final Order as such counsel considers appropriate, acting reasonably; provided that the Parent and the Purchaser will provide the Company and its legal counsel with a reasonable opportunity to review and comment upon drafts of any such submissions and the Purchaser and the Parent will give reasonable consideration to the comments of the Company and its legal counsel on such submissions. The Company will also provide legal counsel to the Purchaser and the Parent on a reasonably timely basis with copies of any notice, evidence or other documents served on the Company or its legal counsel in respect of the application for the Final Order or any appeal therefrom. Subject to applicable LawLaw and other than in connection with an Acquisition Proposal or an Intervening Event, Silvermex the Company will not file any material with with, or make any submissions to, the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 hereby or with First Majesticthe Purchaser’s and the Parent’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayedacting reasonably; provided, however, provided that nothing herein shall require First Majestic any Party to agree or consent to any increase change in the purchase price or other consideration contemplated hereby or other modification or amendment to such filed or served materials that expands or increases First Majestic’s obligations in any material respect its obligations, or diminishes or limits in any material respect its rights, set forth in any such filed or served materials or under this Agreement or the ArrangementAgreement. Silvermex shall also provide to First Majestic’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex will not object to legal counsel to First Majestic making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, that Silvermex is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if If at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex the Company is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall will, whenever reasonably practicable, do so after written notice to, to the Purchaser and in consultation and cooperation with, First Majesticthe Parent.

Court Proceedings. Subject to the terms of this Agreement, First Majestic LSEG will cooperate with and assist Silvermex TMX Group in seeking the Interim Order and the Final Order, including by providing Silvermex to TMX Group, on a timely basis basis, any information reasonably required to be supplied by First Majestic LSEG in connection therewith. Silvermex TMX Group will provide legal counsel to First Majestic LSEG’s outside counsel, as specified in Section 8.1(a), with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex TMX Group will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.9 or with First MajesticLSEG’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, provided that nothing herein shall require First Majestic LSEG to agree or consent to any increase in consideration or variation in the form of Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticLSEG’s obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex TMX Group shall also provide to First MajesticLSEG’s legal counsel outside counsel, as specified in Section 8.1(a) and on a timely basis basis, copies of any notice of appearance or other Court documents served on Silvermex TMX Group in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex TMX Group indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex TMX Group will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex TMX Group will not object to legal counsel to First Majestic LSEG making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, provided that Silvermex TMX Group is advised of the nature of any submissions prior to the hearing and such submissions are consistent in all material respects with this Agreement and the Plan of Arrangement. Silvermex TMX Group will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex TMX Group is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticLSEG.

Court Proceedings. Subject In connection with all Court proceedings relating to the terms of this Agreement, First Majestic will cooperate with and assist Silvermex in seeking obtaining the Interim Order and the Final Order, including by providing Silvermex on a timely basis any information reasonably required to be supplied by First Majestic IPL will diligently pursue, and cooperate with Pembina in connection therewith. Silvermex diligently pursuing, the Interim Order and the Final Order, and IPL will provide Pembina and its legal counsel to First Majestic with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, including by providing on a timely basis a description of any information required to be supplied by Pembina for inclusion in such material, prior to the service and filing of that material, and will give accept the reasonable consideration comments of Pembina and its legal counsel with respect to any such information required to be supplied by Pembina and included in such material and any other matters contained therein. IPL will ensure that all material filed with the Court in connection with the Arrangement is consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, IPL will not object to legal counsel to Pembina making submissions on the application for the Interim Order and the application for the Final Order as such commentscounsel considers appropriate, provided such submissions are consistent with this Agreement and the Plan of Arrangement. IPL will also provide legal counsel to Pembina on a timely basis with copies of any notice and evidence served on IPL or its legal counsel in respect of the application for the Interim Order or Final Order or any appeal therefrom and any notice, written or oral, indicating the intention of any Person to appeal, or oppose the granting of, the Interim Order or the Final Order. Subject to applicable LawLaws, Silvermex IPL will not file any material with with, or make any submissions to, the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 hereby or with First Majestic’s Pembina's prior written consent, such consent not to be unreasonably withheld, conditioned withheld or delayed; provided, however, provided that nothing herein shall require First Majestic Pembina to agree or consent to any increase in increased purchase price or other consideration or other modification or amendment to such filed or served materials that expands or increases First Majestic’s obligations Pembina's obligations, or diminishes or limits Pembina's rights, set forth in any such filed or served materials or under this Agreement or the ArrangementAgreement. Silvermex IPL shall also provide to First Majestic’s legal counsel on a timely basis copies of oppose any notice of appearance or other Court documents served on Silvermex proposal from any Person that would result in respect of the application for the Interim Order or the Final Order or containing any appeal therefrom and of any notice, whether written or oral, received by Silvermex indicating any intention provision that is inconsistent with this Agreement. Subject to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement Agreement, Pembina shall use commercially reasonable efforts to cooperate with and the Plan of Arrangement. In addition, Silvermex will not object to legal counsel to First Majestic making such submissions on the hearing of the motion for assist IPL in seeking the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, that Silvermex is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice toincluding by providing to IPL, and on a timely basis, any information reasonably required to be supplied by Pembina in consultation and cooperation with, First Majesticconnection therewith.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will Meta shall diligently pursue, and Meta and RTO Acquiror shall cooperate with and assist Silvermex each other in seeking pursuing, the Interim Order and the Final Order, including by providing Silvermex on a timely basis any information reasonably required to be supplied by First Majestic in connection therewith. Silvermex Meta will provide RTO Acquiror and its legal counsel to First Majestic with a reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, Interim Order and the Final Order and will give incorporate all reasonable consideration to comments of RTO Acquiror and its counsel. Meta will ensure that all such commentsmaterials filed with the Court in connection with the Arrangement are consistent with this Agreement and the Plan of Arrangement. Subject to applicable Law, Silvermex Meta will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 or with First MajesticRTO Acquiror’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; , provided, however, that nothing herein shall require First Majestic RTO Acquiror to agree or consent to any increase or change in consideration the Consideration or other any modification or amendment to such filed or served materials that expands or increases First MajesticRTO Acquiror’s obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex Meta shall also provide to First MajesticRTO Acquiror and to RTO Acquiror’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex Meta in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex Meta indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex Meta will not object to legal counsel to First Majestic RTO Acquiror making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; , provided, however, that Silvermex Meta is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex Meta will also oppose any proposal from any party that the Interim Order or the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective DateTime, Silvermex Meta is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so only after reasonable advance notice to, and in consultation and cooperation with, First MajesticRTO Acquiror. If the Courts in Ontario are closed due to disease outbreaks, pandemics or epidemics or other related conditions, then the time to make application to the Court or convene and conduct the Meta Meeting in Sections 2.2(d), 2.4 and 2.6, shall be tolled for such period as the Courts are closed plus three (3) Business Days; provided that in no event shall such tolling and three (3) Business Day period extend beyond the Outside Date.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will each of Pan American and Agnico shall cooperate with and assist Silvermex Yxxxxx in seeking the Interim Order and the Final Order, including by providing Silvermex to Yamana, on a timely basis basis, any information reasonably required to be supplied by First Majestic each of Pan American and Agnico, respectively, in connection therewith. Silvermex will Yamana shall provide Pan American’s and Agnico’s legal counsel to First Majestic with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex will Yamana shall not file any material with the Court in connection with the Arrangement or serve any such material, and will shall not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.11 or with First MajesticPan American’s and Agnico’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; providedprovided that, however, that nothing herein shall require First Majestic Pan American or Agnico to agree or consent to any increase in consideration or variation in the form of Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticPan American’s obligations or Agnico’s obligations, or diminishes or limits Pan American’s or Agnico’s rights, set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex Yamana shall also provide to First MajesticPan American’s and Agnico’s legal counsel on a timely basis basis, copies of any notice of appearance appearance, evidence or other Court documents served on Silvermex Yamana in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex Yxxxxx indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will Yamana shall ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex will Yxxxxx shall not object to Pan American’s legal counsel to First Majestic or Agnico’s legal counsel making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, provided that Silvermex Yxxxxx is advised of the nature of any submissions prior to the hearing and such submissions are consistent in all material respects with this Agreement and the Plan of Arrangement. Silvermex will Yxxxxx shall also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex Yamana is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticPan American and Agnico.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will PODA shall, in cooperation with Gamora, diligently pursue the Interim Order and the Final Order and Gamora shall cooperate with and assist Silvermex PODA in seeking the Interim Order and the Final Order, including by providing Silvermex PODA on a timely basis any information reasonably required to be supplied by First Majestic Gamora in connection therewith. Silvermex will PODA shall provide Xxxxxx’s legal counsel to First Majestic with a reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will shall give reasonable consideration to all such comments. PODA shall ensure that all material filed with the Court in connection with the Arrangement is consistent with this Agreement and the Plan of Arrangement. PODA shall also provide Xxxxxx’s legal counsel on a timely basis with copies of any notice of appearance or notice of intent to oppose and any evidence served on PODA or its legal counsel in respect of the application for the Interim Order or the Final Order or any appeal therefrom. Subject to applicable Law, Silvermex will PODA shall not file any material with the Court in connection with the Arrangement or serve any such material, and will shall not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 hereby or with First MajesticXxxxxx’s prior written consent, such consent not to be unreasonably withheld, conditioned withheld or delayed; provided, however, provided that nothing herein shall require First Majestic Gamora to agree or consent to any increase in consideration the Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticGamora’s obligations or diminishes Gamora’s rights set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex shall also provide to First Majestic’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangementsuch materials. In addition, Silvermex will PODA shall not object to legal counsel to First Majestic Xxxxxx making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, provided that Silvermex PODA is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex will also PODA shall oppose any proposal from any party Person that the Final Order contain any provision inconsistent with this Agreement, and, and if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall Order do so only after notice to, and in consultation and cooperation with, First MajesticGamora.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will Akerna shall cooperate with and assist Silvermex Ample in seeking the Interim Order and the Final Order, including by providing Silvermex to Ample, on a timely basis basis, any information reasonably required to be supplied by First Majestic Akerna in connection therewith. Silvermex will Ample shall provide Akerna’s legal counsel to First Majestic with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Applicable Law, Silvermex will Ample shall not file any material with the Court in connection with the Arrangement or serve any such material, and will shall not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.10 or with First MajesticAkerna’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; providedprovided that, however, that nothing herein shall require First Majestic Akerna to agree or consent to any increase in consideration or variation in the form of Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticAkerna’s obligations obligations, or diminishes or limits Akerna’s rights, set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex Ample shall also provide to First MajesticAkerna’s legal counsel on a timely basis basis, copies of any notice of appearance appearance, evidence or other Court documents served on Silvermex Ample in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex Ample indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will Ample shall ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex will Ample shall not object to Akerna’s legal counsel to First Majestic making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, provided that Silvermex Ample is advised of the nature of any submissions prior to the hearing and such submissions are consistent in all material respects with this Agreement and the Plan of Arrangement. Silvermex will Ample shall also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex Ample is required by the terms of the Final Order or by Applicable Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticAkerna.

Court Proceedings. Subject to the terms of this Agreement, First Majestic Endeavour will cooperate with and assist Silvermex Avion in seeking the Interim Order and the Final Order, including by providing Silvermex Avion on a timely basis any information reasonably required to be supplied by First Majestic Endeavour in connection therewith. Silvermex Avion will provide legal counsel to First Majestic Endeavour with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex Avion will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.7 or with First MajesticEndeavour’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, that nothing herein shall require First Majestic Endeavour to agree or consent to any increase in consideration Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticEndeavour’s obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex Avion shall also provide to First MajesticEndeavour’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex Avion in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex Avion indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex Avion will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex Avion will not object to legal counsel to First Majestic Endeavour making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; , provided, however, that Silvermex Avion is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex Avion will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex Avion is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticEndeavour.

Court Proceedings. Subject to the terms of this Agreement, First Majestic DXP and Acquiror will cooperate with and assist Silvermex HSE in seeking the Interim Order and the Final Order, including by providing Silvermex HSE on a timely basis any information reasonably required to be supplied by First Majestic DXP and Acquiror in connection therewith. Silvermex HSE will provide legal counsel to First Majestic DXP and Acquiror with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex HSE will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.7 or with First MajesticDXP’s and Acquiror’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, provided that nothing herein shall require First Majestic DXP or Acquiror to agree or consent to any increase in consideration Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticDXP’s and Acquiror’s obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex HSE shall also provide to First MajesticDXP’s and Acquiror’s outside legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex HSE in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex HSE indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex HSE will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex HSE will not object to legal counsel to First Majestic DXP and Acquiror making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, provided that Silvermex HSE is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of ArrangementArrangement and are supportive thereof. Silvermex HSE will also use commercially reasonable efforts to oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex HSE is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticDXP and Acquiror.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will Xxxxxxxx shall use reasonable best efforts to pursue, and Correvio and Purchaser shall cooperate with and assist Silvermex each other in seeking pursuing, the Interim Order and the Final Order, including by providing Silvermex on a timely basis any information reasonably required to be supplied by First Majestic in connection therewith. Silvermex Correvio will provide Purchaser and its legal counsel to First Majestic with a reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the ArrangementInterim Order and the Final Order, and will give incorporate all reasonable consideration to all such commentscomments of Purchaser and its legal counsel. Subject to applicable Law, Silvermex Correvio will not file any material with the Court in connection with the Arrangement Interim Order and the Final Order, or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 Agreement, the Plan of Arrangement, or with First MajesticPurchaser’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, that nothing herein shall require First Majestic Purchaser to agree or consent to any increase in consideration Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticPurchaser’s obligations or liabilities set forth in any such filed or served materials or under this Agreement or the Plan of Arrangement. Silvermex Xxxxxxxx shall also provide to First MajesticPurchaser and to Purchaser’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex Correvio in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex Xxxxxxxx indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex Xxxxxxxx will ensure that all materials filed with the Court in connection with the Arrangement Interim Order and the Final Order, are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex Xxxxxxxx will not object to legal counsel to First Majestic Purchaser making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; , provided, however, that Silvermex Xxxxxxxx is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex Xxxxxxxx will also oppose any proposal from any party that the Interim Order or the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective DateTime, Silvermex Correvio is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so only after reasonable advance notice to, and in consultation and cooperation with, First MajesticPurchaser. If the Courts in British Columbia are closed due to disease outbreaks, pandemics or epidemics or other related conditions, then the time to make application to the Court or convene and conduct the Correvio Meeting in Section 2.2(b), 2.3, 2.4 and 2.6 shall be tolled for such period as the Courts are closed plus three Business Days; provided that in no event shall such tolling and three Business Day period extend beyond the Outside Date.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will cooperate with and assist Silvermex Primero in seeking the Interim Order and the Final Order, including by providing Silvermex Primero on a timely basis any information reasonably required to be supplied by First Majestic in connection therewith. Silvermex Primero will provide legal counsel to First Majestic with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable LawLaws, Silvermex Primero will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 or with First Majestic’s Majestics prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, that nothing herein shall require First Majestic to agree or consent to any increase in consideration or other modification or amendment to such filed or served materials that expands or increases First Majestic’s Majestics obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex Primero shall also provide to First Majestic’s Majestics legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex Primero in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex Primero indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex Primero will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex Primero will not object to legal counsel to First Majestic making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, that Silvermex Primero is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex Primero will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex Primero is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First Majestic.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will cooperate with and assist Silvermex in seeking the Interim Order and the Final Order, including by providing Silvermex on a timely basis any information reasonably required to be supplied by First Majestic in connection therewith. Silvermex The Company will provide legal counsel to First Majestic Parent with a reasonable opportunity to review and comment upon drafts of all material materials to be filed with the Court in connection with the Arrangement, Arrangement prior to the service and filing of such materials and will give reasonable consideration to include in such materials all such commentscomments reasonably and promptly proposed by Parent or its legal counsel. The Company will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. Subject to applicable LawLaws, Silvermex the Company will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.1 or with First MajesticParent’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; , provided, however, that nothing herein shall require First Majestic Parent to agree or consent to any increase in the consideration payable under the terms of the Plan of Arrangement or other any modification or amendment to such filed or served materials that expands or increases First Majestic’s the obligations of Parent and its Subsidiaries set forth in any such filed or served materials or under this Agreement Agreement, the Merger or the Arrangement. Silvermex shall In addition, the Company will not object to legal counsel to Parent making such submissions on the hearing of the application for the Interim Order and the application for the Final Order as such counsel considers appropriate, acting reasonably, provided that the Company or its legal counsel is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. The Company will also provide to First Majestic’s legal counsel to Parent on a timely basis with copies of any notice of appearance and evidence or other Court documents served on Silvermex the Company or its legal counsel in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oralnot in writing, received by Silvermex the Company or its legal counsel indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex will not object to legal counsel to First Majestic making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, that Silvermex is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex The Company will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First Majestic.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will the Company shall cooperate with and assist Silvermex Telecure and Acquireco in seeking the Interim Order and the Final Order, including by providing Silvermex to Telecure on a timely basis any information reasonably required to be supplied by First Majestic the Company in connection therewiththerewith as requested by Telecure. Silvermex will Telecure shall provide legal counsel to First Majestic the Company with a reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, Arrangement and will shall give reasonable consideration to all such comments. Subject to applicable Law, Silvermex Acquireco will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.04 or with First Majesticthe Company’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; providedprovided that, however, that nothing herein shall require First Majestic the Company to agree or consent to any increase decrease in consideration the Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticTelecure’s obligations and Acquireco’s rights set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex Telecure and Acquireco shall, subject to applicable Law, oppose any proposal from any Person that the Final Order contain any provision inconsistent with this Agreement, and if required by the terms of the Final Order or by Law to return to Court with respect to the Final Order do so only after notice to, and in consultation and cooperation with the Company. Acquireco shall also provide to First Majesticthe Company’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex Telecure or Acquireco in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex Telecure or Acquireco indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will Telecure and Acquireco shall ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex Telecure and Acquireco will not object to legal counsel to First Majestic the Company making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; providedprovided that, however, that Silvermex is Telecure and Acquireco are advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex will also oppose For greater certainty, nothing in this Section 2.04 shall limit the Company’s ability to take any proposal from and all steps, including the filing of all manner of documents with any party that Governmental Entity, to enforce its rights hereunder, including in connection with any dispute involving the Final Order contain any provision inconsistent with this AgreementCompany, and, if at any time after on the issuance of the Final Order and prior to the Effective Date, Silvermex is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice toone hand, and in consultation Telecure and cooperation withAcquireco, First Majestictogether, on the other hand.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will Meta shall diligently pursue, and Meta and RTO Acquiror shall cooperate with and assist Silvermex each other in seeking pursuing, the Interim Order and the Final Order, including by providing Silvermex on a timely basis any information reasonably required to be supplied by First Majestic in connection therewith. Silvermex Meta will provide RTO Acquiror and its legal counsel to First Majestic with a reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, Interim Order and the Final Order and will give incorporate all reasonable consideration to comments of RTO Acquiror and its counsel. Meta will ensure that all such commentsmaterials filed with the Court in connection with the Arrangement are consistent with this Agreement and the Plan of Arrangement. Subject to applicable Law, Silvermex Meta will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 or with First MajesticRTO Acquiror’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; , provided, however, that nothing herein shall require First Majestic RTO Acquiror to agree or consent to any increase or change in consideration the Consideration or other any modification or amendment to such filed or served materials that expands or increases First MajesticRTO Acquiror’s obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex .Meta shall also provide to First MajesticRTO Acquiror and to RTO Acquiror’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex Meta in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex Meta indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex Meta will not object to legal counsel to First Majestic RTO Acquiror making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; , provided, however, that Silvermex Meta is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex Meta will also oppose any proposal from any party that the Interim Order or the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective DateTime, Silvermex Meta is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so only after reasonable advance notice to, and in consultation and cooperation with, First MajesticRTO Acquiror. If the Courts in Ontario are closed due to disease outbreaks, pandemics or epidemics or other related conditions, then the time to make application to the Court or convene and conduct the Meta Meeting in Sections 2.2(d), 2.4 and 2.6, shall be tolled for such period as the Courts are closed plus three (3) Business Days; provided that in no event shall such tolling and three (3) Business Day period extend beyond the Outside Date.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will Company shall prepare, file and diligently pursue an application for the Interim Order and the Final Order and Acquiror shall cooperate with and assist Silvermex Company in seeking the Interim Order and the Final Order, including by providing Silvermex Company on a timely basis any information reasonably required to be supplied by First Majestic Acquiror in connection therewith. Silvermex will Company shall provide Acquiror’s legal counsel to First Majestic with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will shall give reasonable consideration to all such comments. Company shall ensure that all material filed with the Court in connection with the Arrangement is consistent with this Agreement and the Plan of Arrangement. Company shall also provide Acquiror’s legal counsel on a timely basis with copies of any notice of appearance or notice of intent to oppose and any evidence served on Company or its legal counsel in respect of the application for the Interim Order or the Final Order or any appeal therefrom. Subject to applicable Law, Silvermex will Company shall not file any material with the Court in connection with the Arrangement or serve any such material, and will shall not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 hereby or with First MajesticAcquiror’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, provided that nothing herein shall require First Majestic Acquiror to agree or consent to any increase in consideration the Consideration or other modification or amendment to such filed or served materials that expands or increases First Majestic’s the obligations of, or diminishes rights of, Acquiror and its Subsidiaries set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex shall also provide to First Majestic’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangementsuch materials. In addition, Silvermex will Company shall not unreasonably object to Acquiror or its legal counsel to First Majestic making such submissions on the hearing of the motion application for the Interim Order and the application for the Final Order as such Acquiror or its legal counsel considers reasonably appropriate; provided, however, provided that Silvermex Company is advised of the nature of any submissions as soon as practicable prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex will also Company shall oppose any proposal from any party Person that the Final Order contain any provision inconsistent with this Agreement, and, and if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall Order do so only after notice to, and in consultation and cooperation with, First MajesticAcquiror.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will cooperate with and assist Silvermex in seeking the Interim Order and the Final Order, including by providing Silvermex on a timely basis any information reasonably required to be supplied by First Majestic in connection therewith. Silvermex Fission will provide Xxxxxxx and its legal counsel to First Majestic with a reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the ArrangementInterim Order and the Final Order, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex Fission will not file any material with the Court in connection with the Arrangement Interim Order and the Final Order, or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 Agreement, the Plan of Arrangement, or with First Majestic’s Xxxxxxx’x prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, that nothing herein shall require First Majestic Xxxxxxx to agree or consent to any increase in consideration Consideration or other modification or amendment to such filed or served materials that expands or increases First Majestic’s Xxxxxxx’x obligations set forth in any such filed or served materials or under this Agreement or the Plan of Arrangement. Silvermex Fission shall also provide to First Majestic’s Xxxxxxx and to Xxxxxxx’x legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex Fission in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex Fission indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex Fission will ensure that all materials filed with the Court in connection with the Arrangement Interim Order and the Final Order, are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex Fission will not object to legal counsel to First Majestic Xxxxxxx making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; , provided, however, that Silvermex Fission is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex Fission will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex Fission is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticXxxxxxx.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will Gold Fields shall cooperate with and assist Silvermex Yxxxxx in seeking the Interim Order and the Final Order, including by providing Silvermex to Yamana, on a timely basis basis, any information reasonably required to be supplied by First Majestic Gold Fields in connection therewith. Silvermex will Yamana shall provide Gold Fields’ legal counsel to First Majestic with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex will Yamana shall not file any material with the Court in connection with the Arrangement or serve any such material, and will shall not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.10 or with First Majestic’s Gold Fields’ prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; providedprovided that, however, that nothing herein shall require First Majestic Gold Fields to agree or consent to any increase in consideration or variation in the form of Consideration or other modification or amendment to such filed or served materials that expands or increases First Majestic’s obligations Gold Fields’ obligations, or diminishes or limits Gold Fields’ rights, set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex Yamana shall also provide to First Majestic’s Gold Fields’ legal counsel on a timely basis basis, copies of any notice of appearance appearance, evidence or other Court documents served on Silvermex Yamana in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex Yxxxxx indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will Yamana shall ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex will Yxxxxx shall not object to Gold Fields’ legal counsel to First Majestic making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, provided that Silvermex Yxxxxx is advised of the nature of any submissions prior to the hearing and such submissions are consistent in all material respects with this Agreement and the Plan of Arrangement. Silvermex will Yxxxxx shall also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex Yamana is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticGold Fields.

Court Proceedings. Subject to the terms of this Agreement, First Majestic Auryn will cooperate with and assist Silvermex Eastmain in seeking the Eastmain Interim Order and the Eastmain Final Order, including by providing Silvermex Eastmain on a timely basis any information reasonably required to be supplied by First Majestic Auryn in connection therewith. Silvermex Eastmain will provide legal counsel to First Majestic Auryn with reasonable opportunity to review and comment upon drafts of all material to be filed with the Ontario Court in connection with the Eastmain Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex Eastmain will not file any material with the Ontario Court in connection with the Eastmain Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.7 or with First MajesticAuryn’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, howeverthat, that nothing herein shall require First Majestic Auryn to agree or consent to any increase in consideration the Eastmain Securityholder Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticAuryn’s obligations set forth in any such filed or served materials or under this Agreement or the Eastmain Arrangement. Silvermex Eastmain shall also provide to First MajesticAuryn’s legal counsel on a timely basis copies of any notice of appearance or other Ontario Court documents served on Silvermex Eastmain in respect of the application for the Eastmain Interim Order or the Eastmain Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex Eastmain indicating any intention to oppose the granting of the Eastmain Interim Order or the Eastmain Final Order or to appeal the Eastmain Interim Order or the Eastmain Final Order. Silvermex Eastmain will ensure that all materials filed with the Ontario Court in connection with the Eastmain Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Eastmain Arrangement. In addition, Silvermex Eastmain will not object to legal counsel to First Majestic Auryn making such submissions on the hearing of the motion for the Eastmain Interim Order and the application for the Eastmain Final Order as such counsel considers appropriate; provided, however, provided that Silvermex Eastmain is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Eastmain Arrangement. Silvermex Eastmain will also oppose any proposal from any party that the Eastmain Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Eastmain Final Order and prior to the Effective Date, Silvermex Eastmain is required by the terms of the Eastmain Final Order or by Law to return to Ontario Court with respect to the Eastmain Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticAuryn.

Court Proceedings. Subject to the terms of this Agreement, First Majestic GSV will cooperate with with, assist and assist Silvermex in consent to BMG seeking the Interim Order and the Final Order, including by providing Silvermex BMG on a timely basis any information reasonably required to be supplied by First Majestic GSV in connection therewith. Silvermex BMG will provide legal counsel to First Majestic GSV with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. BMG will also provide legal counsel to GSV on a timely basis with copies of any notice of appearance or notice of intent to oppose and any evidence served on BMG or its legal counsel in respect of the application for the Interim Order or the Final Order or any appeal therefrom. Subject to applicable Law, Silvermex BMG will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 or with First MajesticGSV’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, provided that nothing herein shall require First Majestic GSV to agree or consent to any increase in consideration Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticGSV’s obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex shall also provide to First Majestic’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of ArrangementAgreement. In addition, Silvermex BMG will not object to legal counsel to First Majestic GSV making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, that Silvermex BMG is advised of the nature of any submissions prior to the such hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex BMG will also oppose any proposal from any party that the Final Order contain contains any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex BMG is required by the terms of the Final Order or by Law to return to the Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First Majesticwith GSV.

Court Proceedings. Subject to the terms of this Agreement, First Majestic Premier will diligently pursue, and Equinox Gold will cooperate with and assist Silvermex Premier in seeking seeking, the Interim Order and the Final Order, including by providing Silvermex on a timely basis any information reasonably required to be supplied by First Majestic in connection therewith. Silvermex Premier will provide legal counsel to First Majestic Equinox Gold with a reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Premier will also provide legal counsel to Equinox Gold on a timely basis with copies of any notice of appearance or notice of intent to oppose and any evidence served on Premier or its legal counsel in respect of the application for the Interim Order or the Final Order or any appeal therefrom. Subject to applicable Law, Silvermex Premier will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 hereby or with First MajesticEquinox Gold’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, provided that nothing herein shall require First Majestic Equinox Gold to agree or consent to any increase in consideration the Consideration Shares, or other modification or amendment to such filed or served materials that expands or increases First MajesticEquinox Gold’s obligations obligations, or diminishes or limits Equinox Gold’s rights set forth in any such filed or served materials or under this Agreement or the ArrangementAgreement. Silvermex shall also provide to First Majestic’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex Premier will ensure that all materials material filed with the Court in connection with the Arrangement are is consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex Premier will not object to legal counsel to First Majestic Equinox Gold making such submissions on the hearing in support of the motion application for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, howeveracting reasonably, that Silvermex is advised provided Equinox Gold advises Premier of the nature of any such submissions prior to the hearing application and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First Majestic.

Court Proceedings. Subject to the terms of this Agreement, First Majestic Coeur will cooperate with and assist Silvermex Orko in seeking the Interim Order and the Final Order, including by providing Silvermex Orko on a timely basis any information reasonably required to be supplied by First Majestic Coeur in connection therewith. Silvermex Orko will provide legal counsel to First Majestic Coeur with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex Orko will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 or with First MajesticCoeur’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, that nothing herein shall require First Majestic Coeur to agree or consent to any increase in consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticCoeur’s obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex Orko shall also provide to First MajesticCoeur’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex Orko in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex Orko indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex Orko will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex Orko will not object to legal counsel to First Majestic Coeur making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, that Silvermex Orko is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex Orko will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex Orko is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticCoeur.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will cooperate with and assist Silvermex in seeking the Interim Order and the Final Order, including by providing Silvermex on a timely basis any information reasonably required to be supplied by First Majestic in connection therewith. Silvermex Company will provide Newmarket and its legal counsel to First Majestic with a reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the ArrangementInterim Order and the Final Order, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex Company will not file any material with the Court in connection with the Arrangement Interim Order and the Final Order, or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 Agreement, the Plan of Arrangement, or with First MajesticNewmarket’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, that nothing herein shall require First Majestic Newmarket to agree or consent to any increase in consideration Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticNewmarket’s obligations set forth in any such filed or served materials or under this Agreement or the Plan of Arrangement. Silvermex Company shall also provide to First MajesticNewmarket and to Newmarket’s legal counsel on a timely basis copies of any notice of appearance response or other Court documents served on Silvermex Company in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex Company indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will Company will, subject to applicable Laws, ensure that all materials filed with the Court in connection with the Arrangement Interim Order and the Final Order, are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex Company will not object to legal counsel to First Majestic Newmarket making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; , provided, however, that Silvermex Company is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex Company will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex Company is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticNewmarket.

Court Proceedings. (a) Subject to the terms of this Agreement, First Majestic will Terrace shall use reasonable all commercially reasonable efforts to pursue, and Terrace and Purchaser shall cooperate with and assist Silvermex each other in seeking pursuing, the Interim Order and the Final Order, including by providing Silvermex on a timely basis any information reasonably required to be supplied by First Majestic in connection therewith. Silvermex Terrace will provide Purchaser and its legal counsel to First Majestic with a reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the ArrangementInterim Order and the Final Order, and will give incorporate all reasonable consideration to all such commentscomments of Purchaser and its legal counsel. Subject to applicable Law, Silvermex Terrace will not file any material with the Court in connection with the Arrangement Interim Order and the Final Order, or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 Agreement, the Plan of Arrangement, or with First MajesticPurchaser’s prior written consent, such consent not to be unreasonably withheld, conditioned delayed or delayedconditioned; provided, however, that nothing herein shall require First Majestic Purchaser to agree or consent to any increase in consideration Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticPurchaser’s obligations or liabilities set forth in any such filed or served materials or under this Agreement or the Plan of Arrangement. Silvermex Terrace shall also provide to First MajesticPurchaser and to Purchaser’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex Terrace in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex Terrace indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex Terrace will ensure that all materials filed with the Court in connection with the Arrangement Interim Order and the Final Order, are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex Xxxxxxx will not object to legal counsel to First Majestic Purchaser making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; , acting reasonably, provided, however, that Silvermex Terrace is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex Xxxxxxx will also oppose any proposal from any party that the Interim Order or the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective DateTime, Silvermex Terrace is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so only after reasonable advance notice to, and in consultation and cooperation with, First MajesticPurchaser.

Court Proceedings. Subject to the terms of this Agreement, First Majestic Kinross will cooperate with and assist Silvermex Red Back in seeking the Interim Order and the Final Order, including by providing Silvermex Red Back on a timely basis any information reasonably required to be supplied by First Majestic Kinross in connection therewith. Silvermex Red Back will provide legal counsel to First Majestic Kinross with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex Red Back will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.7 or with First Majestic’s Kinross’ prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, provided that nothing herein shall require First Majestic Kinross to agree or consent to any increase in consideration Consideration or other modification or amendment to such filed or served materials that expands or increases First Majestic’s Kinross’ obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex Red Back shall also provide to First Majestic’s legal Kinross’ outside counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex Red Back in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex Red Back indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex Red Back will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Arrangement Agreement and the Plan of Arrangement. In addition, Silvermex Red Back will not object to legal counsel to First Majestic Kinross making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, provided that Silvermex Red Back is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Arrangement Agreement and the Plan of Arrangement. Silvermex Red Back will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Arrangement Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex Red Back is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticKinross.

Court Proceedings. Subject to the terms of this Agreement, First Majestic Rio Alto will cooperate with and assist Silvermex Sulliden in seeking the Interim Order and the Final Order, including by providing Silvermex Sulliden on a timely basis any information reasonably required to be supplied by First Majestic Rio Alto in connection therewith. Silvermex Sulliden will provide legal counsel to First Majestic Rio Alto with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex Sulliden will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 Agreement, the Arrangement, or with First Majestic’s Rio Alto's prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, that nothing herein shall require First Majestic Rio Alto to agree or consent to any increase in consideration Consideration or other modification or amendment to such filed or served materials that expands or increases First Majestic’s Rio Alto's obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex Sulliden shall also provide to First Majestic’s Rio Alto's legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex Sulliden in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex Sulliden indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex Sulliden will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex Sulliden will not object to legal counsel to First Majestic Rio Alto making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; , provided, however, that Silvermex Sulliden is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex Sulliden will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex Sulliden is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticRio Alto. [Redacted to protect sensitive confidential information.]

Court Proceedings. Subject to the terms of this Agreement, First Majestic Xxxxxx will cooperate with and assist Silvermex the Company in seeking the Interim Order and the Final Order, including by providing Silvermex the Company on a timely basis any information reasonably required to be supplied by First Majestic Xxxxxx in connection therewith. Silvermex The Company will provide legal counsel to First Majestic Xxxxxx with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex the Company will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.7 or with First MajesticWalter’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, that nothing herein shall require First Majestic Xxxxxx to agree or consent to any increase in consideration the Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticWalter’s obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex The Company shall also provide to First MajesticWalter’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex the Company in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex the Company indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex The Company will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Arrangement Agreement and the Plan of Arrangement. In addition, Silvermex the Company will not object to legal counsel to First Majestic Xxxxxx making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, provided that Silvermex the Company is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Arrangement Agreement and the Plan of Arrangement. Silvermex The Company will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Arrangement Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex the Company is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticXxxxxx.

Court Proceedings. Subject to the terms of this Agreement, First Majestic Maple will cooperate with and assist Silvermex TMX Group in seeking the Subsequent Arrangement Interim Order and the Subsequent Arrangement Final Order, including by providing Silvermex to TMX Group, on a timely basis basis, any information reasonably required to be supplied by First Majestic Maple in connection therewith. Silvermex TMX Group will provide legal counsel to First Majestic Maple’s outside counsel, as specified in Section 9.1(a), with a reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Subsequent Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex TMX Group will not file any material with the Court in connection with the Subsequent Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 3.6 or with First MajesticMaple’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, provided that nothing herein shall require First Majestic Maple to agree or consent to any increase in consideration or variation in the form of the Subsequent Arrangement Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticMaple’s obligations set forth in any such filed or served materials or under this Agreement or the Subsequent Arrangement. Silvermex TMX Group shall also provide to First MajesticMaple’s legal counsel outside counsel, as specified in Section 9.1(a) and on a timely basis basis, copies of any notice of appearance or other Court documents served on Silvermex TMX Group in respect of the application for the Subsequent Arrangement Interim Order or the Subsequent Arrangement Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex TMX Group indicating any intention to oppose the granting of the Subsequent Arrangement Interim Order or the Subsequent Arrangement Final Order or to appeal the Subsequent Arrangement Interim Order or the Subsequent Arrangement Final Order. Silvermex TMX Group will ensure that all materials filed with the Court in connection with the Subsequent Arrangement are consistent in all material respects with the terms of this Agreement Agreement, the Maple Offer Documents and the Subsequent Plan of Arrangement. In addition, Silvermex TMX Group will not object to legal counsel to First Majestic Maple making such submissions on the hearing of the motion for the Subsequent Arrangement Interim Order and the application for the Subsequent Arrangement Final Order as such counsel considers appropriate; provided, however, provided that Silvermex TMX Group is advised of the nature of any submissions prior to the hearing and such submissions are consistent in all material respects with this Agreement Agreement, the Maple Offer Documents and the Subsequent Plan of Arrangement. Silvermex TMX Group will also oppose any proposal from any party that the Subsequent Arrangement Final Order contain any provision inconsistent with this AgreementAgreement or the Maple Offer Documents, and, if at any time after the issuance of the Subsequent Arrangement Final Order and prior to the Subsequent Arrangement Effective Date, Silvermex TMX Group is required by the terms of the Subsequent Arrangement Final Order or by Law to return to Court with respect to the Subsequent Arrangement Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticMaple.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will Correvio shall use reasonable best efforts to pursue, and Correvio and Purchaser shall cooperate with and assist Silvermex each other in seeking pursuing, the Interim Order and the Final Order, including by providing Silvermex on a timely basis any information reasonably required to be supplied by First Majestic in connection therewith. Silvermex Correvio will provide Purchaser and its legal counsel to First Majestic with a reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the ArrangementInterim Order and the Final Order, and will give incorporate all reasonable consideration to all such commentscomments of Purchaser and its legal counsel. Subject to applicable Law, Silvermex Correvio will not file any material with the Court in connection with the Arrangement Interim Order and the Final Order, or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 Agreement, the Plan of Arrangement, or with First MajesticPurchaser’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, that nothing herein shall require First Majestic Purchaser to agree or consent to any increase in consideration Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticPurchaser’s obligations or liabilities set forth in any such filed or served materials or under this Agreement or the Plan of Arrangement. Silvermex Correvio shall also provide to First MajesticPurchaser and to Purchaser’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex Correvio in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex Correvio indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex Correvio will ensure that all materials filed with the Court in connection with the Arrangement Interim Order and the Final Order, are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex Correvio will not object to legal counsel to First Majestic Purchaser making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; , provided, however, that Silvermex Correvio is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex Correvio will also oppose any proposal from any party that the Interim Order or the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective DateTime, Silvermex Correvio is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so only after reasonable advance notice to, and in consultation and cooperation with, First MajesticPurchaser. If the Courts in British Columbia are closed due to disease outbreaks, pandemics or epidemics or other related conditions, then the time to make application to the Court or convene and conduct the Correvio Meeting in Section 2.2(b), 2.3, 2.4 and 2.6 shall be tolled for such period as the Courts are closed plus three Business Days; provided that in no event shall such tolling and three Business Day period extend beyond the Outside Date.

Court Proceedings. Subject to the terms of this Agreement, First Majestic GG and FCR will cooperate with and assist Silvermex GAA in seeking the Interim Order and the Final Order, including by providing Silvermex to GAA, on a timely basis basis, any information reasonably required to be supplied by First Majestic GG or FCR, as the case may be, in connection therewith. Silvermex GAA will provide legal counsel to First Majestic each of GG and FCR with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex GAA will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to not modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.7, as required by the Court or with First Majesticeach of GG and FCR’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, provided that nothing herein shall require First Majestic GG or FCR to agree or consent to any increase in consideration Consideration or other modification or amendment to such filed or served materials that expands or increases First Majesticeither of GG or FCR’s obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex GAA shall also provide to First MajesticGG and FCR’s respective legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex GAA in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex GAA indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex GAA will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex GAA will not object to legal counsel to First Majestic GG and/or FCR making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, provided that Silvermex GAA is advised of the nature of any submissions prior to the hearing and such submissions are consistent in all material respects with this Agreement and the Plan of Arrangement. Silvermex GAA will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex GAA is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticGG and FCR.

Court Proceedings. Subject to the terms of this Agreement, First Majestic Metanor will cooperate with and assist Silvermex Bonterra in seeking the Bonterra Interim Order and the Bonterra Final Order, including by providing Silvermex Bonterra on a timely basis any information reasonably required to be supplied by First Majestic Metanor in connection therewith. Silvermex Bonterra will provide legal counsel to First Majestic Metanor with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Bonterra Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex Bonterra will not file any material with the Court in connection with the Bonterra Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 3.6 or with First MajesticMetanor’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, howeverthat, that nothing herein shall require First Majestic Metanor to agree or consent to any increase decrease in consideration Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticMetanor’s obligations set forth in any such filed or served materials or under this Agreement or the Bonterra Arrangement. Silvermex Bonterra shall also provide to First MajesticMetanor’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex Bonterra in respect of the application for the Bonterra Interim Order or the Bonterra Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex Bonterra indicating any intention to oppose the granting of the Bonterra Interim Order or the Bonterra Final Order or to appeal the Bonterra Interim Order or the Bonterra Final Order. Silvermex Bonterra will ensure that all materials filed with the Court in connection with the Bonterra Arrangement are consistent in all material respects with the terms of this Agreement and the Bonterra Plan of Arrangement. In addition, Silvermex will not object to legal counsel to First Majestic making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, that Silvermex is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex Bonterra will also oppose any proposal from any party that the Bonterra Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Bonterra Final Order and prior to the Effective Date, Silvermex Bonterra is required by the terms of the Bonterra Final Order or by Law to return to Court with respect to the Bonterra Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticMetanor.

Court Proceedings. Subject to the terms of this Agreement, First Majestic Pan American will cooperate with and assist Silvermex Minefinders in seeking the Interim Order and the Final Order, including by providing Silvermex Minefinders on a timely basis any information reasonably required to be supplied by First Majestic Pan American in connection therewith. Silvermex Minefinders will provide legal counsel to First Majestic Pan American with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex Minefinders will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.7 or with First MajesticPan American’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, that nothing herein shall require First Majestic Pan American to agree or consent to any increase in consideration Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticPan American’s obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex Minefinders shall also provide to First MajesticPan American’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex Minefinders in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex Minefinders indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex Minefinders will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex Minefinders will not object to legal counsel to First Majestic Pan American making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, that Silvermex Minefinders is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex Minefinders will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex Minefinders is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticPan American.

Court Proceedings. Subject to the terms of this Agreement, First Majestic Gold Royalty will cooperate with with, assist and assist Silvermex in consent to Exx seeking the Interim Order and the Final Order, including by providing Silvermex Exx on a timely basis any information reasonably required to be supplied by First Majestic Gold Royalty as required by Law or reasonably requested by Exx in connection therewith. Silvermex will Exx shall provide Gold Royalty and its legal counsel to First Majestic with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Exx will also provide Gold Royalty and its legal counsel, on a timely basis, with copies of any notice of appearance or notice of intent to oppose and any evidence served on Exx or its legal counsel in respect of the application for the Interim Order or the Final Order or any appeal therefrom. Subject to applicable Law, Silvermex Exx will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 or with First MajesticGold Royalty’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, provided that nothing herein shall require First Majestic Gold Royalty to agree or consent to any increase in consideration Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticGold Royalty’s obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex shall also provide to First Majestic’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of ArrangementAgreement. In addition, Silvermex Exx will not object to legal counsel to First Majestic Gold Royalty making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, that Silvermex Exx is advised of the nature of any submissions prior to the such hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex Exx will also oppose any appearance, proposal or motion from any third party that on the hearing of the motion for the Interim Order and the application for the Final Order contain any provision which is inconsistent with this Agreement, and, if Agreement or the Plan of Arrangement. If at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex Exx is required by the terms of the Final Order or by Law to return to the Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticGold Royalty.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will cooperate with and assist Silvermex in seeking the Interim Order and the Final Order, including by providing Silvermex on a timely basis any information reasonably required to be supplied by First Majestic in connection therewith. Silvermex The Company will provide the Purchaser and its legal counsel to First Majestic with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, including by providing on a timely basis a description of any information required to be supplied by the Purchaser for inclusion in such material, prior to the service and filing of that material, and will give accept the reasonable consideration comments of the Purchaser and its legal counsel with respect to any such information required to be supplied by the Purchaser and included in such material and any other matters contained therein. The Company will ensure that all material filed with the Court in connection with the Arrangement is consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, the Company will not object to legal counsel to the Purchaser making submissions on the application for the Interim Order and the application for the Final Order as such commentscounsel considers appropriate, provided such submissions are consistent with this Agreement and the Plan of Arrangement. The Company will also provide legal counsel to the Purchaser on a timely basis with copies of any notice and evidence served on the Company or its legal counsel in respect of the application for the Interim Order or Final Order or any appeal therefrom. Subject to applicable LawLaws, Silvermex the Company will not file any material with with, or make any submissions to, the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 hereby or with First Majesticthe Purchaser’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, provided that nothing herein shall require First Majestic the Purchaser to agree or consent to any increase in increased purchase price or other consideration or other modification or amendment to such filed or served materials that expands or increases First Majesticthe Purchaser’s obligations set forth in any such filed or served materials or under this Agreement or the ArrangementAgreement. Silvermex The Company shall also provide to First Majestic’s legal counsel on a timely basis copies of oppose any notice of appearance or other Court documents served on Silvermex proposal from any Person that would result in respect of the application for the Interim Order or the Final Order or containing any appeal therefrom and of any notice, whether written or oral, received by Silvermex indicating any intention provision that is inconsistent with this Agreement. Subject to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement Agreement, the Purchaser shall use commercially reasonable efforts to cooperate with and assist the Plan of Arrangement. In addition, Silvermex will not object to legal counsel to First Majestic making such submissions on the hearing of the motion for Company in seeking the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, that Silvermex is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice toincluding by providing to the Company, and on a timely basis, any information reasonably required to be supplied by the Purchaser in consultation and cooperation with, First Majesticconnection therewith.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will the Purchaser shall cooperate with and assist Silvermex the Company in seeking the Interim Order and the Final Order, including by providing Silvermex to the Company, on a timely basis basis, any information reasonably required to be supplied by First Majestic the Purchaser or Acquireco in connection therewith. Silvermex will The Company shall provide the Purchaser’s legal counsel to First Majestic with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex will the Company shall not file any material with the Court in connection with the Arrangement or serve any such material, and will shall not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.7 or with First Majesticthe Purchaser’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; providedprovided that, however, that nothing herein shall require First Majestic the Purchaser to agree or consent to any increase in consideration or variation in the form of Consideration or other modification or amendment to such filed or served materials that expands or increases First Majesticthe Purchaser’s obligations obligations, or diminishes or limits the Purchaser’s rights, set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex The Company shall also provide to First Majesticthe Purchaser’s legal counsel on a timely basis basis, copies of any notice of appearance appearance, evidence or other Court documents served on Silvermex the Company in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex the Company indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will The Company shall ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex will the Company shall not object to the Purchaser’s legal counsel to First Majestic making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, provided that Silvermex the Company is advised of the nature of any submissions with reasonably sufficient time prior to the hearing and such submissions are consistent in all material respects with this Agreement and the Plan of Arrangement. Silvermex will The Company shall also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex the Company is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First Majesticthe Purchaser.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will MZKR shall cooperate with and assist Silvermex Instadose in seeking the Interim Order and the Final Order, including by providing Silvermex to Instadose, on a timely basis basis, any information reasonably required to be supplied by First Majestic MZKR in connection therewith. Silvermex will Instadose shall provide MZKR’s legal counsel to First Majestic with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, Arrangement and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex will Instadose shall not file any material with the Court in connection with the Arrangement or serve any such material, and will shall not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.8 or with First MajesticMZKR’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; providedprovided that, however, that nothing herein shall require First Majestic MZKR to agree or consent to any increase in consideration or variation in the form of Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticMZKR’s obligations obligations, or diminishes or limits MZKR’s rights, set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex Instadose shall also provide to First MajesticMZKR’s legal counsel on a timely basis basis, copies of any notice of appearance appearance, evidence or other Court documents served on Silvermex Instadose in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex Instadose indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will Instadose shall ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex will Instadose shall not object to MZKR’s legal counsel to First Majestic making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, provided that Silvermex Instadose is advised of the nature of any submissions prior to the hearing and such submissions are consistent in all material respects with this Agreement and the Plan of Arrangement. Silvermex will Instadose shall also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex Instadose is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticMZKR.

Court Proceedings. Aurizon will diligently pursue obtaining the Interim Order and the Final Order and ensure that all material filed with the Court is consistent with this Agreement and the Plan of Arrangement. Subject to the terms of this Agreement, First Majestic Hecla will cooperate with co-operate with, assist and assist Silvermex in consent to Aurizon seeking the Interim Order and the Final Order, including by providing Silvermex Aurizon on a timely basis any information reasonably required to be supplied by First Majestic Hecla in connection therewith. Silvermex Aurizon will provide legal counsel to First Majestic Hecla with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Aurizon will also provide legal counsel to Hecla on a timely basis with copies of any notice of appearance or notice of intent to oppose and any evidence served on Aurizon or its legal counsel in respect of the application for the Interim Order or the Final Order or any appeal therefrom. Subject to applicable Law, Silvermex Aurizon will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 hereby or with First MajesticHecla’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, provided that nothing herein shall require First Majestic Hecla to agree or consent to any increase in consideration the Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticHecla’s obligations set forth in any such filed or served materials or under this Agreement or the ArrangementAgreement. Silvermex shall also provide to First Majestic’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex Aurizon will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex will not object to legal counsel to First Majestic making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, that Silvermex is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex will also oppose any proposal from any party person that the Final Order contain any provision inconsistent with this Agreement, and, and if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall Order do so only after notice to, and in consultation and cooperation withwith Hecla. Aurizon will not object to legal counsel to Hecla making such submissions on the application for the Interim Order and the application for the Final Order as such counsel considers appropriate, First Majesticprovided that such submissions are consistent with this Agreement and the Plan of Arrangement and provided further that Aurizon and its legal counsel are advised of the nature of any such submissions prior to the hearing.

Court Proceedings. Subject to the terms of this Agreement, First Majestic Numinus will cooperate with and assist Silvermex Novamind in seeking the Interim Order and the Final Order, including by providing Silvermex Novamind on a timely basis any information reasonably required to be supplied by First Majestic Numinus in connection therewith. Silvermex Novamind will provide legal counsel to First Majestic Numinus with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, Arrangement and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex Novamind will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.9 or with First Majestic’s Numinus’ prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, that nothing herein shall require First Majestic to agree or consent to any increase in consideration or other modification or amendment to such filed or served materials that expands or increases First Majestic’s obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex Novamind shall also provide to First Majestic’s legal Numinus’ outside counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex Novamind in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex Novamind indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will Novamind shall ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. Subject to applicable Law, Novamind will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except with Numinus’ prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided that nothing herein shall require Numinus to agree or consent to any increase in or variation in the form of Consideration or other modification or amendment to such filed or served materials that expands or increases Numinus’ obligations, or diminishes or limits Numinus’ rights, set forth in any such filed or served materials or under this Agreement or the Arrangement. In addition, Silvermex Novamind will not object to legal counsel to First Majestic Numinus making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, that Silvermex Novamind is advised of the nature of any submissions with reasonably sufficient time prior to the such hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex Novamind will also oppose any appearance, proposal or motion from any party that on the hearing of the motion for the Interim Order and the application for the Final Order contain any provision which is inconsistent with this Agreement, and, if Agreement or the Plan of Arrangement. If at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex Novamind is required by the terms of the Final Order or by Law to return to the Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First Majesticwith Numinus.

Court Proceedings. Subject to the terms of this Agreement, First Majestic CBK will cooperate with and assist Silvermex RDK in seeking the Interim Order and the Final Order, including by providing Silvermex RDK on a timely basis any information reasonably required to be supplied by First Majestic CBK in connection therewith. Silvermex RDK will provide legal counsel to First Majestic CBK with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex RDK will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 or with First MajesticCBK’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, that nothing herein shall require First Majestic CBK to agree or consent to any increase in consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticCBK’s obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex RDK shall also provide to First MajesticCBK’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex RDK in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex RDK indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex RDK will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex RDK will not object to legal counsel to First Majestic CBK making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, that Silvermex RDK is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex RDK will also use commercially reasonable efforts to oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex RDK is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticCBK.

Court Proceedings. Subject to the terms of this Agreement, First Majestic PTC will cooperate with and assist Silvermex MKS in seeking the Interim Order and the Final Order, including by providing Silvermex on a timely basis any information reasonably required to be supplied by First Majestic in connection therewith. Silvermex MKS will provide legal counsel to First Majestic PTC with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, Arrangement and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex MKS will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 2.7 or with First MajesticPTC’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, provided that nothing herein shall require First Majestic PTC to agree or consent to any increase in consideration Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticPTC’s obligations set forth in any such filed or served materials or under this Agreement or the Plan of Arrangement. Silvermex MKS shall also provide to First MajesticPTC’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex MKS in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex MKS indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex MKS will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex MKS will not object to legal counsel to First Majestic PTC making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, provided that Silvermex MKS is advised of the nature of any submissions on a timely basis prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex MKS will also oppose any proposal from any party that the Interim Order or Final Order contain any provision inconsistent with this Agreement, Agreement and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex MKS is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticPTC.

Court Proceedings. Subject to the terms of this Agreement, First Majestic eOne will diligently pursue and the Purchaser will cooperate with and assist Silvermex eOne in seeking the Interim Order and the Final Order, including by providing Silvermex eOne on a timely basis any information reasonably required to be supplied by First Majestic the Purchaser or Acquireco in connection therewith. Silvermex eOne will provide legal counsel to First Majestic the Purchaser with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex eOne will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by Section 2.3(c) of this Agreement and this Section 2.6 2.7 or with First Majesticthe Purchaser’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, provided that nothing herein shall require First Majestic the Purchaser to agree or consent to any increase in consideration Consideration or other modification or amendment to such filed or served materials that expands or increases First Majesticthe Purchaser’s obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex eOne shall also provide to First Majesticthe Purchaser’s legal outside counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex eOne in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex eOne indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex eOne will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Arrangement Agreement and the Plan of Arrangement. In addition, Silvermex eOne will not object to legal counsel to First Majestic the Purchaser making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, provided that Silvermex eOne is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Arrangement Agreement and the Plan of Arrangement. Silvermex eOne will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Arrangement Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex eOne is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First Majesticthe Purchaser.

Court Proceedings. Subject to the terms of this Agreement, First Majestic Hecla will cooperate with with, assist and assist Silvermex in consent to Alexco seeking the Interim Order and the Final Order, including by providing Silvermex Alexco on a timely basis any information reasonably required to be supplied by First Majestic Hecla in connection therewith. Silvermex Alexco will provide legal counsel to First Majestic Hecla with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Alexco will also provide legal counsel to Hecla on a timely basis with copies of any notice of appearance or notice of intent to oppose and any evidence or other Court documents served on Alexco or its legal counsel in respect of the application for the Interim Order or the Final Order or any appeal therefrom. Alexco shall ensure that all materials filed with the Court in connection with the Arrangement are consistent with the terms of this Agreement and the Plan of Arrangement. Subject to applicable Law, Silvermex Alexco will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 or with First MajesticHecla’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, provided that nothing herein shall require First Majestic Hecla to agree or consent to any increase in consideration or variation in the form of Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticHecla’s obligations obligations, or diminishes or limits Hecla’ rights, set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex shall also provide to First Majestic’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex Alexco will not object to legal counsel to First Majestic Hecla making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, that Silvermex Alexco is advised of the nature of any submissions with reasonably sufficient time prior to the such hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex Alexco will also oppose any appearance, proposal or motion from any party that on the hearing of the motion for the Interim Order and the application for the Final Order contain any provision which is inconsistent with this Agreement, and, if Agreement or the Plan of Arrangement. If at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex Alexco is required by the terms of the Final Order or by Law to return to the Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First Majesticwith Hecla.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will cooperate with SMART shall provide AcquisitionCo and assist Silvermex in seeking the Interim Order and the Final Order, including by providing Silvermex on a timely basis any information reasonably required to be supplied by First Majestic in connection therewith. Silvermex will provide its legal counsel to First Majestic with a reasonable opportunity to review and comment upon drafts of the Interim Order, the Final Order and all other material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated including by this Section 2.6 or with First Majestic’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, that nothing herein shall require First Majestic to agree or consent to any increase in consideration or other modification or amendment to such filed or served materials that expands or increases First Majestic’s obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex shall also provide to First Majestic’s legal counsel providing on a timely basis copies a description of any notice information required to be supplied by the Purchaser Parties for inclusion in such material, prior to the service and filing of appearance or that material, and shall accept the reasonable comments of AcquisitionCo and its legal counsel with respect to any such information required to be supplied by the Purchaser Parties and included in such material and any other Court documents served on Silvermex in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Ordermatters contained therein. Silvermex will SMART shall ensure that all materials material filed with the Court in connection with the Arrangement are is consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex will SMART shall not object to legal counsel to First Majestic AcquisitionCo making such submissions on the hearing of the motion application for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, that Silvermex is advised of the nature of any submissions prior to the hearing and provided such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex will also oppose any proposal from any party Arrangement and provided further that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance SMART and its legal counsel are advised of the Final Order and nature of any such submissions prior to the Effective Date, Silvermex is required by hearing. SMART shall also provide legal counsel to AcquisitionCo on a timely basis with copies of any notice and evidence served on SMART or its legal counsel in respect of the terms of application for the Final Order or by Law any appeal therefrom and any notice, written or oral, indicating the intention of any person to return to Court with respect to appeal or oppose the granting of the Interim Order or the Final Order. Subject to applicable Laws, it SMART shall do so after notice not file any material with, or make any submissions to, the Court in connection with the Arrangement or serve any such material, and shall not agree to modify or amend materials so filed or served, except as contemplated hereby or with AcquisitionCo’s prior written consent, such consent not to be unreasonably withheld or delayed; provided that nothing herein shall require AcquisitionCo to agree or consent to any increased purchase price or other consideration or other modification or amendment to such filed or served materials that expands or increases AcquisitionCo’s obligations set forth in consultation and cooperation with, First Majesticany such filed or served materials or under this Agreement.

Court Proceedings. Subject to the terms of this Agreement, First Majestic the Company will diligently pursue the Interim Order and the Final Order and the Acquiror and Acquiror Parent will cooperate with and assist Silvermex the Company in seeking the Interim Order and the Final Order, including by providing Silvermex the Company on a timely basis any information reasonably required to be supplied by First Majestic the Acquiror or Acquiror Parent in connection therewith. Silvermex The Company will provide the Acquiror's legal counsel to First Majestic with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. The Company will ensure that all material filed with the Court in connection with the Arrangement is consistent with this Agreement and the Plan of Arrangement. The Company will also provide the Acquiror's legal counsel on a timely basis with copies of any notice of appearance or notice of intent to oppose and any evidence served on the Company or its legal counsel in respect of the application for the Interim Order or the Final Order or any appeal therefrom. Subject to applicable Law, Silvermex the Company will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 hereby or with First Majestic’s the Acquiror's prior written consent, such consent not to be unreasonably withheld, conditioned withheld or delayed; provided, however, provided that nothing herein shall require First Majestic the Acquiror to agree or consent to any increase in consideration the Consideration or other modification or amendment to such filed or served materials that expands or increases First Majestic’s the Acquiror's obligations or diminish the Acquiror's rights set forth in any such filed or served materials or under this Agreement or the Arrangementin such materials. Silvermex shall also provide to First Majestic’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex The Company will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex will not object to legal counsel to First Majestic making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, that Silvermex is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex will also oppose any proposal from any party Person that the Final Order contain any provision inconsistent with this Agreement, and, and if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall Order do so only after notice to, and in consultation and cooperation with, First Majesticthe Acquiror.

Court Proceedings. Subject to the terms of this Agreement, First Majestic Primero will cooperate with and assist Silvermex Brigus in seeking the Interim Order and the Final Order, including by providing Silvermex Brigus on a timely basis any information reasonably required to be supplied by First Majestic Primero in connection therewith. Silvermex Brigus will provide legal counsel to First Majestic Primero with reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give reasonable consideration to all such comments. Subject to applicable Law, Silvermex Brigus will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 or with First MajesticPrimero’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, that nothing herein shall require First Majestic Primero to agree or consent to any increase in consideration Consideration or other modification or amendment to such filed or served materials that expands or increases First MajesticPrimero’s obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex Brigus shall also provide to First MajesticPrimero’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex Brigus in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex Brigus indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex Brigus will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex Brigus will not object to legal counsel to First Majestic Primero making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; , provided, however, that Silvermex Brigus is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silvermex Brigus will also oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex Brigus is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, First MajesticPrimero.

Court Proceedings. Subject to the terms of this Agreement, First Majestic will cooperate Renewables shall provide TransAlta and its counsel with and assist Silvermex in seeking the Interim Order and the Final Order, including by providing Silvermex on a timely basis any information reasonably required to be supplied by First Majestic in connection therewith. Silvermex will provide legal counsel to First Majestic with reasonable opportunity to review and comment upon drafts of all material to be filed by Renewables with the Court in connection with the ArrangementArrangement and any supplement or amendment thereto, including by providing on a timely basis a description of any information required to be supplied by TransAlta for inclusion in such materials, prior to the service and filing of such materials, and will give accept the reasonable consideration comments of TransAlta and its legal counsel with respect to any such information required to be supplied by TransAlta and included in such materials, and will provide counsel to TransAlta on a timely basis with copies of any notice of appearance and evidence served on Renewables or its counsel in respect of the application for the Interim Order and/or the Final Order or any appeal therefrom and of any notice (written or oral) received by Renewables indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Renewables will ensure that all such commentsmaterial filed with the Court in connection with the Arrangement is consistent in all material respects with this Agreement and the Plan of Arrangement. Subject Renewables will not, subject to applicable Applicable Law, Silvermex will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except as contemplated by this Section 2.6 or with First Majestic’s prior the written consentconsent of TransAlta, such consent not to be unreasonably withheld, conditioned withheld or delayed; provided, however, that nothing herein shall require First Majestic to agree or consent to any increase in consideration or other modification or amendment to such filed or served materials that expands or increases First Majestic’s obligations set forth in any such filed or served materials or under this Agreement or the Arrangement. Silvermex shall also provide to First Majestic’s legal counsel on a timely basis copies of any notice of appearance or other Court documents served on Silvermex in respect of the application for the Interim Order or the Final Order or any appeal therefrom and of any notice, whether written or oral, received by Silvermex indicating any intention to oppose the granting of the Interim Order or the Final Order or to appeal the Interim Order or the Final Order. Silvermex will ensure that all materials filed with the Court in connection with the Arrangement are consistent in all material respects with the terms of this Agreement and the Plan of Arrangement. In addition, Silvermex Xxxxxxxxxx will not object to legal counsel to First Majestic TransAlta making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided, however, that Silvermex is advised of the nature of any submissions prior to the hearing and such submissions are consistent with this Agreement and the Plan of Arrangementacting reasonably. Silvermex Xxxxxxxxxx will also oppose any proposal from any party Person that the Final Order contain any provision inconsistent with this Agreement, and, and if at any time after the issuance of the Final Order and prior to the Effective Date, Silvermex is required by the terms of the Final Order or by Applicable Law to return to Court with respect to the Final Order, it shall to do so only after notice to, and in consultation and cooperation with, First MajesticTransAlta.