Common use of Operational Matters Clause in Contracts

Operational Matters. Except as would not, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect with respect to the Company: (i) all rentals, royalties, overriding royalty interests, production payments, net profits, interest burdens and other payments due or payable on or prior to the date hereof under or with respect to the direct or indirect assets of the Company, its Subsidiaries and its material joint ventures, have been properly and timely paid; (ii) all rentals, payments, and obligations due and payable or performable on or prior to the date hereof under or on account of any of the direct or indirect assets of the Company, its Subsidiaries and its material joint ventures have been duly paid, performed, or provided for prior to the date hereof; (iii) all: (i) mines where the Company or a Subsidiary of the Company is operator at the relevant time have been developed in accordance with mining practices and in compliance with all applicable Laws; and (ii) mines located in or on the lands of the Company, any Subsidiary or material joint venture, or lands pooled or unitized therewith, which have been abandoned by the Company or any Subsidiary or material joint venture of the Company, have been abandoned in accordance with good mining practices and in compliance with all applicable Laws; and (iii) all future abandonment, remediation and reclamation obligations have been accurately Disclosed Publicly by the Company without omission of information necessary to make the disclosure not misleading; and (iv) all costs, expenses, and liabilities payable on or prior to the date hereof under the terms of any contracts and agreements to which the Company or any of its Subsidiaries or material joint ventures is directly or indirectly bound have been properly and timely paid, except for such expenses that are being currently paid prior to delinquency in the ordinary course of business.

Operational Matters. Except as would not, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect with respect to the CompanyOfferor: (i) all rentals, royalties, overriding royalty interests, production payments, net profits, interest burdens and other payments due or payable on or prior to the date hereof under or with respect to the direct or indirect assets of the CompanyOfferor, its Subsidiaries and its material joint ventures, ventures have been properly and timely paid; (ii) all rentals, payments, and obligations due and payable or performable on or prior to the date hereof under or on account of any of the direct or indirect assets of the CompanyOfferor, its Subsidiaries and its material joint ventures have been duly paid, performed, or provided for prior to the date hereof; (iii) all: (i) mines where the Company Offeror or a Subsidiary of the Company Offeror is operator at the relevant time have been developed in accordance with mining practices and in compliance with all applicable Laws; and (ii) mines located in or on the lands of the CompanyOfferor, any Subsidiary or material joint venture, or lands pooled or unitized therewith, which have been abandoned by the Company Offeror or any Subsidiary or material joint venture of the CompanyOfferor, have been abandoned in accordance with good mining practices and in compliance with all applicable Laws; and (iii) all future abandonment, remediation and reclamation obligations have been accurately Disclosed Publicly by the Company Offeror without omission of information necessary to make the disclosure not misleading; and (iv) all costs, expenses, and liabilities payable on or prior to the date hereof under the terms of any contracts and agreements to which the Company Offeror or any of its Subsidiaries or material joint ventures is directly or indirectly bound have been properly and timely paid, except for such expenses that are being currently paid prior to delinquency in the ordinary course of business.

Operational Matters. Except as would notnot reasonably be expected, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect with respect to the CompanyParent: (ia) all rentals, royalties, overriding royalty interests, production payments, net profits, interest burdens and other payments due or payable on or prior to the date hereof under or with respect to the direct or indirect assets of the Company, Parent and its Subsidiaries and its material joint ventures, have been properly and timely paid; (iib) all rentals, payments, and obligations due and payable or performable on or prior to the date hereof under or on account of any of the direct or indirect assets of the Company, Parent and its Subsidiaries and its material joint ventures have been duly paid, performed, or provided for prior to the date hereof; (iiic) all: all (i) mines where the Company Parent or a Subsidiary of Parent is the Company is operator at the relevant time have been developed and operated in accordance with good mining practices and in compliance with all applicable then-Applicable Laws; and , (ii) mines located in or on the lands of the Company, Parent or any Subsidiary or material joint ventureSubsidiary, or lands pooled or unitized therewith, which have been abandoned by the Company Parent or any Subsidiary or material joint venture of the CompanySubsidiary, have been developed, managed, and abandoned in accordance with good mining practices and in compliance with all applicable Applicable Laws; and , (iii) all future abandonment, remediation and reclamation obligations have been accurately Disclosed Publicly by the Company disclosed in Parent SEC Documents without omission of information necessary to make the disclosure not misleading; and , and (iv) all costs, expenses, and liabilities payable on or prior to the date hereof under the terms of any contracts and agreements to which the Company or any of its Subsidiaries or material joint ventures is directly or indirectly bound Material Parent Contract have been properly and timely paid, except for such expenses that are being currently paid prior to delinquency in the ordinary course of business.

Operational Matters. Except as would notnot reasonably be expected, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect with respect to the Company: (ia) all rentals, royalties, overriding royalty interests, production payments, net profits, interest burdens and other payments due or payable on or prior to the date hereof under or with respect to the direct or indirect assets of the Company, Company and its Subsidiaries and its material joint ventures, have been properly and timely paid; (iib) all rentals, payments, and obligations due and payable or performable on or prior to the date hereof under or on account of any of the direct or indirect assets of the Company, Company and its Subsidiaries and its material joint ventures have been duly paid, performed, or provided for prior to the date hereof; (iiic) all: all (i) mines where the Company or a Subsidiary of the Company is the operator at the relevant time have been developed and operated in accordance with good mining practices and in compliance with all applicable then-Applicable Laws; and , (ii) mines located in or on the lands of the Company, Company or any Subsidiary or material joint ventureSubsidiary, or lands pooled or unitized therewith, which have been abandoned by the Company or any Subsidiary or material joint venture of the CompanySubsidiary, have been developed, managed, and abandoned in accordance with good mining practices and in compliance with all applicable Applicable Laws; and , (iii) all future abandonment, remediation and reclamation obligations have been accurately Disclosed Publicly by the disclosed in Company SEC Documents without omission of information necessary to make the disclosure not misleading; and , and (iv) all costs, expenses, and liabilities payable on or prior to the date hereof under the terms of any contracts and agreements to which the Material Company or any of its Subsidiaries or material joint ventures is directly or indirectly bound Contract have been properly and timely paid, except for such expenses that are being currently paid prior to delinquency in the ordinary course of business.

Operational Matters. Except as would not, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect with respect to the CompanyYamana: (i) all rentals, royalties, overriding royalty interests, production payments, net profits, interest burdens and other payments due or payable on or prior to the date hereof under or with respect to the direct or indirect assets of the Company, its Subsidiaries Yamana and its material joint ventures, subsidiaries have been properly and timely paid; (ii) all rentals, payments, and obligations due and payable or performable on or prior to the date hereof under or on account of any of the direct or indirect assets of the Company, its Subsidiaries Yamana and its material joint ventures subsidiaries have been duly paid, performed, or provided for prior to the date hereof; (iii) all: (i) all mines where the Company Yamana or a Subsidiary material subsidiary of the Company Yamana is operator at the relevant time have been developed in accordance with standard mining practices and in compliance with all applicable Laws; and ; (iiiv) mines located in or on the lands of the Company, Yamana or any Subsidiary or material joint venturesubsidiary, or lands pooled or unitized therewith, which have been abandoned by the Company Yamana or any Subsidiary or material joint venture subsidiary of the CompanyYamana, have been abandoned in accordance with good mining practices and in compliance with all applicable Laws; and ; (iiiv) all future abandonment, remediation and reclamation obligations have been accurately Disclosed Publicly by the Company Yamana without omission of information necessary to make the disclosure not misleading; and (ivvi) all costs, expenses, and liabilities payable on or prior to the date hereof under the terms of any contracts and agreements to which the Company Yamana or any of its Subsidiaries or material joint ventures subsidiaries is directly or indirectly bound have been properly and timely paid, except for such expenses that are being currently paid prior to delinquency in the ordinary course of business.

Operational Matters. Except as would notnot reasonably be expected, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect with respect to the Company: (ia) all rentals, royalties, overriding royalty interests, production payments, net profits, interest burdens and other payments due or payable on or prior to the date hereof under or with respect to the direct or indirect assets of the Company, Company and its Subsidiaries and its material joint ventures, have been properly and timely paid; (iib) all rentals, payments, and obligations due and payable or performable on or prior to the date hereof under or on account of any of the direct or indirect assets of the Company, Company and its Subsidiaries and its material joint ventures have been duly paid, performed, or provided for prior to the date hereof; (iiic) all: all (i) mines where the Company or a Subsidiary of the Company is the operator at the relevant time have been developed and operated in accordance with good mining practices and in compliance with all applicable then-Applicable Laws; and , (ii) mines located in or on the lands of the Company, Company or any Subsidiary or material joint ventureSubsidiary, or lands pooled or unitized therewith, which have been abandoned by the Company or any Subsidiary or material joint venture of the CompanySubsidiary, have been developed, managed, and abandoned in accordance with good mining practices and in compliance with all applicable Applicable Laws; and , (iii) all future abandonment, remediation and reclamation obligations have been accurately Disclosed Publicly by the disclosed in Company SEC Documents without omission of information necessary to make the disclosure not misleading; and , and (iv) all costs, expenses, and liabilities payable on or prior to the date hereof under the terms of any contracts and agreements to which the Material Company or any of its Subsidiaries or material joint ventures is directly or indirectly bound Contract have been properly and timely paid, except for such expenses Table of Contents that are being currently paid prior to delinquency in the ordinary course of business.

Operational Matters. Except as would not, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect with respect to the CompanyViceroy: (i) all rentals, royalties, overriding royalty interests, production payments, net profits, interest burdens and other payments due or payable on or prior to the date hereof under or with respect to the direct or indirect assets of the CompanyViceroy, its Subsidiaries subsidiaries and its material joint ventures, have been properly and timely paid; (ii) all rentals, payments, and obligations due and payable or performable on or prior to the date hereof under or on account of any of the direct or indirect assets of the CompanyViceroy, its Subsidiaries subsidiaries and its material joint ventures have been duly paid, performed, or provided for prior to the date hereof; (iii) all: (i) all mines where the Company Viceroy or a Subsidiary subsidiary of the Company Viceroy is operator at the relevant time have been developed in accordance with standard mining practices and in compliance with all applicable Laws; and and (iiiv) mines located in or on the lands of the CompanyViceroy, any Subsidiary subsidiary or material joint venture, or lands pooled or unitized therewith, which have been abandoned by the Company Viceroy or any Subsidiary subsidiary or material joint venture of the CompanyViceroy, have been abandoned in accordance with good mining practices and in compliance with all applicable Laws; and and (iiiv) all future abandonment, remediation and reclamation obligations have been accurately Disclosed Publicly by the Company Viceroy without omission of information necessary to make the disclosure not misleading; and (ivvi) all costs, expenses, and liabilities payable on or prior to the date hereof under the terms of any contracts and agreements to which the Company Viceroy or any of its Subsidiaries subsidiaries or material joint ventures is directly or indirectly bound have been properly and timely paid, except for such expenses that are being currently paid prior to delinquency in the ordinary course of business.