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 Offeror: (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 Offeror, 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 Offeror, 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 Offeror or a Subsidiary of the 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 Offeror, any Subsidiary or material joint venture, or lands pooled or unitized therewith, which have been abandoned by the Offeror or any Subsidiary or material joint venture of the Offeror, 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 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 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 not, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect with respect to the OfferorCompany: (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 OfferorCompany, 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 OfferorCompany, 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 Offeror Company or a Subsidiary of the Offeror 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 OfferorCompany, any Subsidiary or material joint venture, or lands pooled or unitized therewith, which have been abandoned by the Offeror Company or any Subsidiary or material joint venture of the OfferorCompany, 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 Offeror 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 Offeror 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 notnot reasonably be expected, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect with respect to the OfferorParent: (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 Offeror, 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 Offeror, 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 Offeror Parent or a Subsidiary of Parent is the Offeror 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 Offeror, Parent or any Subsidiary or material joint ventureSubsidiary, or lands pooled or unitized therewith, which have been abandoned by the Offeror Parent or any Subsidiary or material joint venture of the OfferorSubsidiary, 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 Offeror 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 Offeror 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 not, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect with respect to the OfferorViceroy: (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 OfferorViceroy, its Subsidiaries 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 OfferorViceroy, 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 Offeror Viceroy or a Subsidiary subsidiary of the Offeror 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 OfferorViceroy, any Subsidiary subsidiary or material joint venture, or lands pooled or unitized therewith, which have been abandoned by the Offeror Viceroy or any Subsidiary subsidiary or material joint venture of the OfferorViceroy, 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 Offeror 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 Offeror 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.

Operational Matters. Except as would not, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect with respect to the OfferorYamana: (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 Offeror, 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 Offeror, 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 Offeror Yamana or a Subsidiary material subsidiary of the Offeror 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 Offeror, Yamana or any Subsidiary or material joint venturesubsidiary, or lands pooled or unitized therewith, which have been abandoned by the Offeror Yamana or any Subsidiary or material joint venture subsidiary of the OfferorYamana, 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 Offeror 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 Offeror 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 OfferorCompany: (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 Offeror, 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 Offeror, 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 Offeror Company or a Subsidiary of the Offeror 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 Offeror, Company or any Subsidiary or material joint ventureSubsidiary, or lands pooled or unitized therewith, which have been abandoned by the Offeror Company or any Subsidiary or material joint venture of the OfferorSubsidiary, 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 Offeror 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 Offeror or any of its Subsidiaries or material joint ventures is directly or indirectly bound Material Company 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 OfferorCompany: (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 Offeror, 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 Offeror, 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 Offeror Company or a Subsidiary of the Offeror 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 Offeror, Company or any Subsidiary or material joint ventureSubsidiary, or lands pooled or unitized therewith, which have been abandoned by the Offeror Company or any Subsidiary or material joint venture of the OfferorSubsidiary, 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 Offeror 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 Offeror or any of its Subsidiaries or material joint ventures is directly or indirectly bound Material Company 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.