Common use of Offtake Clause in Contracts

Offtake. (a) Grantor shall ensure that, when Products that contain any marketable metal are to be Sold or otherwise disposed of, all such Products are sold by Grantor to a Processor pursuant to an Offtake Agreement. (b) Grantor shall ensure that all Offtake Agreements entered into by Grantor (or any other Bunker Hill Entity) shall be on commercially reasonable arm’s length terms and conditions for concentrates similar in make-up and quality to those derived from the Products, and shall include (i) industry standard reporting and payment settlement protocols, (ii) provisions that require the delivery of metals return statements, provisional and final settlement sheets and invoices and certificates for final shipped moisture content and analyses and assays evidencing the amount of Products, and (iii) provisions that require appropriate and separate sampling, assaying, weighing and moisture determination procedures so that Grantor and the applicable Processor can determine the grade or content of silver, lead, zinc and other metals in each delivery to a Processor. (c) Grantor shall give Holder at least ten (10) Business Days prior written notice of the terms of any proposed amendment to any Offtake Agreement with any Related Party (or any new offtake agreement with a Related Party). If H▇▇▇▇▇, acting reasonably, believes that the proposed amended terms (or the proposed new agreement) do not comply with this Section 4.3(b), Holder may, by written notice to Grantor within five (5) Business Days of receipt of notice of the proposed amendment (or new offtake agreement), request that Grantor refer the proposed amended terms (or the proposed new agreement) to Exen Consulting Services (or such other independent offtake consultant agreed by Grantor and Holder) (the “Consultant”) to render an opinion on whether such terms comply with this Section 4.3(b) within 14 days of such referral. If the Consultant determines that the proposed amendments (or the new offtake agreement) complies with Section 4.3(b), or, despite the commercially reasonable efforts of the Grantor, the Consultant fails to render an opinion within the timeline referred to above, the Grantor shall be entitled to proceed to execute the proposed amendments (or the new offtake agreement). If Grantor and H▇▇▇▇▇ do not accept the opinion as a final determination of whether this Section 4.3(b) has been complied with then either one of them may refer the dispute for resolution pursuant to Article 11. For the purposes of this Section 4.3(c), “Related Party” shall mean any entity which, together with its Affiliates, holds more than 20% of the equity capital of the Grantor or any of its Affiliates.

Offtake. (a) Grantor shall ensure that, when Products that contain any marketable metal are to be Sold or otherwise disposed of, all such Products are sold by Grantor to a Processor pursuant to an Offtake Agreement. (b) Grantor shall ensure that all Offtake Agreements entered into by Grantor (or any other Bunker Hill Entity) shall be on commercially reasonable arm’s length terms and conditions for concentrates similar in make-up and quality to those derived from the Products, and shall include (i) industry standard reporting and payment settlement protocols, (ii) provisions that require the delivery of metals return statements, provisional and final settlement sheets and invoices and certificates for final shipped moisture content and analyses and assays evidencing the amount of Products, and (iii) provisions that require appropriate and separate sampling, assaying, weighing and moisture determination procedures so that Grantor and the applicable Processor can determine the grade or content of silver, lead, zinc and other metals in each delivery to a Processor. (c) Grantor shall give Holder at least ten (10) Business Days prior written notice of the terms of any proposed amendment to any Offtake Agreement with any Related Party (or any new offtake agreement with a Related Party). If H▇▇▇▇▇, acting reasonably, believes that the proposed amended terms (or the proposed new agreement) do not comply with this Section 4.3(b), Holder may, by written notice to Grantor within five (5) Business Days of receipt of notice of the proposed amendment (or new offtake agreement), request that Grantor refer the proposed amended terms (or the proposed new agreement) to Exen Consulting Services (or such other independent offtake consultant agreed by Grantor and Holder) (the “Consultant”) to render an opinion on whether such terms comply with this Section 4.3(b) within 14 days of such referral. If the Consultant determines that the proposed amendments (or the new offtake agreement) complies with Section 4.3(b), or, despite the commercially reasonable efforts of the Grantor, the Consultant fails to render an opinion within the timeline referred to above, the Grantor shall be entitled to proceed to execute the proposed amendments (or the new offtake agreement). If Grantor and H▇▇▇▇▇ do not accept the opinion as a final determination of whether this Section 4.3(b) has been complied with then either one of them may refer the dispute for resolution pursuant to Article 11. For the purposes of this Section 4.3(c(c), “Related Party” shall mean any entity which, together with its Affiliates, holds more than 20% of the equity capital of the Grantor or any of its Affiliates.

Offtake. (a) Grantor shall ensure that, when Products that contain any marketable metal are to be Sold or otherwise disposed of, all such Products are sold by Grantor to a Processor pursuant to an Offtake Agreement. (b) Grantor shall ensure that all Offtake Agreements entered into by Grantor (or any other Bunker Hill Entity) shall be on commercially reasonable arm’s length terms and conditions for concentrates similar in make-up and quality to those derived from the Products, and shall include (i) industry standard reporting and payment settlement protocols, (ii) provisions that require the delivery of metals return statements, provisional and final settlement sheets and invoices and certificates for final shipped moisture content and analyses and assays evidencing the amount of Products, and (iii) provisions that require appropriate and separate sampling, assaying, weighing and moisture determination procedures so that Grantor and the applicable Processor can determine the grade or content of silver, lead, zinc and other metals in each delivery to a Processor. (c) Grantor shall give Holder at least ten (10) Business Days prior written notice of the terms of any proposed amendment to any Offtake Agreement with any Related Party (or any new offtake agreement with a Related Party). If H▇▇▇▇▇, acting reasonably, believes that the proposed amended terms (or the proposed new agreement) do not comply with this Section 4.3(b), Holder may, by written notice to Grantor within five (5) Business Days of receipt of notice of the proposed amendment (or new offtake agreement), request that Grantor refer the proposed amended terms (or the proposed new agreement) to Exen Consulting Services (or such other independent offtake consultant agreed by Grantor and Holder) (the “Consultant”) to render an opinion on whether such terms comply with this Section 4.3(b) within 14 days of such referral. If the Consultant determines that the proposed amendments (or the new offtake agreement) complies with Section 4.3(b), or, despite the commercially reasonable efforts of the Grantor, the Consultant fails to render an opinion within the timeline referred to above, the Grantor shall be entitled to proceed to execute the proposed amendments (or the new offtake agreement). If Grantor and H▇▇▇▇▇ do not accept the opinion as a final determination of whether this Section 4.3(b) has been complied with then either one of them may refer the dispute for resolution pursuant to Article 11. For the purposes of this Section 4.3(c), “Related Party” shall mean any entity which, together with its Affiliates, holds more than 20% of the equity capital of the Grantor or any of its Affiliates.

Offtake. (a) Grantor shall ensure that, when Products that contain any marketable metal are to be Sold or otherwise disposed of, all such Products are sold by Grantor to a Processor pursuant to an Offtake Agreement. (b) Grantor shall ensure that all Offtake Agreements entered into by Grantor (or any other Bunker Hill Entity) shall be on commercially reasonable arm’s length terms and conditions for concentrates similar in make-up and quality to those derived from the Products, and shall include (i) industry standard reporting and payment settlement protocols, (ii) provisions that require the delivery of metals return statements, provisional and final settlement sheets and invoices and certificates for final shipped moisture content and analyses and assays evidencing the amount of Products, and (iii) provisions that require appropriate and separate sampling, assaying, weighing and moisture determination procedures so that Grantor and the applicable Processor can determine the grade or content of silver, lead, zinc and other metals in each delivery to a Processor. (c) Grantor shall give deliver all Products that include marketable metal to each Processor in such quantity, description and amounts and at such times and places as required under and in accordance with each Offtake Agreement. (d) Grantor shall promptly provide to Holder at least ten (10) Business Days prior written notice confirmation of the terms of any proposed amendment such Offtake Agreement and, within 15 days after the execution thereof by each of the parties thereto, Grantor shall provide to Holder a final signed copy of such Offtake Agreement and use its commercially reasonable efforts to avoid any requirement for the redaction of any part thereof, failing which, such Offtake Agreement shall be provided subject to the redactions required by any such Offtake Agreements. (e) Grantor shall take all commercially reasonable steps to enforce its rights and remedies under each Offtake Agreement with respect to any breaches of the terms thereof relating to the timing and amount of Processor settlements. Grantor shall notify Holder in writing when any dispute in respect of a material matter arising out of or in connection with any Offtake Agreement is commenced and shall provide Holder with any Related Party (or any new offtake agreement with a Related Party). If H▇▇▇▇▇, acting reasonably, believes that the proposed amended terms (or the proposed new agreement) do not comply with this Section 4.3(b), Holder may, by written notice to Grantor within five (5) Business Days of receipt of notice timely updates of the proposed amendment (or new offtake agreement), request that Grantor refer status of any such dispute and the proposed amended terms (or the proposed new agreement) to Exen Consulting Services (or such other independent offtake consultant agreed by Grantor final decision and Holder) (the “Consultant”) to render an opinion on whether such terms comply with this Section 4.3(b) within 14 days of such referral. If the Consultant determines that the proposed amendments (or the new offtake agreement) complies with Section 4.3(b), or, despite the commercially reasonable efforts award of the Grantorcourt or arbitration panel with respect to such dispute, as the Consultant fails to render an opinion within the timeline referred to above, the Grantor shall be entitled to proceed to execute the proposed amendments (or the new offtake agreement). If Grantor and H▇▇▇▇▇ do not accept the opinion as a final determination of whether this Section 4.3(b) has been complied with then either one of them case may refer the dispute for resolution pursuant to Article 11. For the purposes of this Section 4.3(c), “Related Party” shall mean any entity which, together with its Affiliates, holds more than 20% of the equity capital of the Grantor or any of its Affiliatesbe.