Unassociated Document


    
      

        MONMOUTH
          AGREEMENT

         

        THIS
          AGREEMENT is dated effective the 12th
          day of
          June, 2007.

         

        BETWEEN:

         

        YVON
          GAGNE

         

        (hereinafter
          called “Owner”)

         

        -
          and
          -

         

        CROMWELL
          URANIUM HOLDINGS, INC. an
          Arizona corporation

         

        (hereinafter
          called “Cromwell”)

         

        RECITALS:

        


        A.               
          Owner
          owns certain Claims located in the Province of Ontario, Canada.

         

        B.               Cromwell
          wishes to acquire an undivided one hundred (100%) per cent interest in
          such
          Claims. 

        


        C.               Owner
          is
          prepared sell Cromwell an undivided one hundred (100%) per cent interest
          in such
          Claims on the terms and conditions hereinafter set forth. 

         

                        NOW
          THEREFORE,
in
          consideration of the premises and the mutual obligations hereinafter described,
          and intending to be legally bound, the parties agree as follows: 

         

        ARTICLE
          I

         

        INTERPRETATION
          AND DEFINITIONS


         

        Section
          1.01    Definitions
          

        


        As
          used
          in this Agreement, the following words and phrases have the following meanings:
          

         

        (a)    “Affiliate”
          means any person, partnership, limited liability company, joint venture,
          corporation, or other form of enterprise which controls, is controlled
          by, or is
          under common control with a party to this Agreement. 

         

        (b)    “Agreement”
          means this agreement as the term is defined in Section 1.03 hereof.


         

        
          
            
            

          

          
            1

            
              

            

          

          
            
            

          

        

         

        (c)    “Force
          Majeure” means any event beyond a party's reasonable control including laws
          which prohibit a party's ability to comply with its obligations; action
          or
          inaction of civil or military authority; mining casualty; damage to or
          destruction of mine, plant or facility; fire; explosion; flood; insurrection;
          riot; labour disputes; and acts of God, but does not include a party's
          inability
          to make any payments required under this Agreement. 

         

        (d)    “Claims”
          means all mineral rights constituting the claim units marked as such on
          Schedule
“A” attached to this Agreement. 

         

        (e)    “NMR”
          means the net mineral royalty reserved by Owner and calculated in accordance
          with Schedule “B: hereto.

         

        (f)    “Option”
          has the meaning given that term by Section 2.01.

         

        (g)    “Option
          Payments” has the meaning given that term by Section 2.01.

         

        (h)    “Option
          Period” means the period of time from the execution of this Agreement to the
          exercise, abandonment or termination of the Option in accordance with the
          terms
          and conditions of this Agreement.


         

        Section
          1.02    Schedules
          

        


        The
          following schedules are attached to and form part of this Agreement:


         

        (a) Schedule
          “A” - List of Claims 

         

        (b) Schedule
          “B” - Calculation of NMR


         

        Section
          1.03    Entire
          Agreement 

        


        This
          agreement and the attached schedules and all properly executed amendments
          are
          hereinafter collectively referred to as this “Agreement”. This Agreement
          constitutes the entire agreement between the parties and supersedes all
          previous
          agreements and undertakings relating to the subject matter. The parties
          acknowledge that there are no agreements, undertakings, representations,
          warranties or conditions collateral to this Agreement except as specifically
          stated otherwise in this Agreement. 


         

        Section
          1.04    Caption
          and Headlines

        


        The
          division of this Agreement into articles and sections and the insertion
          of
          headings is for convenience of reference only and shall not affect the
          interpretation of this Agreement. Any reference to a section or article
          shall be
          a reference to a section or article of this Agreement unless specifically
          stated
          otherwise.

        


        Section
          1.05    Extended
          Meanings 

        


        In
          this
          Agreement, where the context so requires or permits, the masculine gender
          shall
          include the feminine and neuter genders, the plural shall include the singular
          and vice versa, and the words “person” and “persons” shall include corporations,
          partnerships, and all other entities of whatever description. 

         

        
          
            
            

          

          
            2

            
              

            

          

          
            
            

          

        

         

        Section
          1.06    Currency
          

        


        In
          this
          Agreement all statements of and references to dollar amounts shall mean
          Canadian
          dollars. 


         

        Section
          1.07    Governing
          Law 

        


        This
          Agreement shall be interpreted in accordance with the laws of the Province
          of
          Ontario, Canada, and the federal laws of Canada as applicable therein.
          


         

        Section
          1.08    Severability
          

        


        If
          any
          provision of this Agreement is found invalid, illegal, or incapable of
          enforcement by any court of competent jurisdiction, such provision and
          the
          remaining provisions of the Agreement shall continue to be enforceable
          to the
          extent permitted by such court against any person(s) and in any circumstance(s)
          other than those to whom it has been found invalid, illegal or incapable
          of
          enforcement. 

        


        Section
          1.09    Amendments
          

        


        No
          amendments to this Agreement shall be of any force and effect unless executed
          in
          writing by all the parties to this Agreement. 

         

        ARTICLE
          II

         

        GRANT
          AND EXERCISE OF OPTION

         

        Section
          2.01    Option

        


        a)
          Owner
          hereby agrees to sell Cromwell and Cromwell hereby agrees to Purchase (the
          “Purchase”) an undivided one hundred (100%) per cent interest in the Claims by
          making the following payments (the “Payments”) to Owner: 

        


        a)    $16,000
          will be paid to Owner concurrently with the execution of this Agreement;
          and

        


        b)    _____
          common shares of Cromwell will be issued to Owner by no later than ____
          ,2007.

        


        Section
          2.02    Completion
          of Purchase 

        


        a)    Owner
          grants Cromwell an exclusive and irrevocable option (“Option”) to acquire an
          undivided one hundred (100%) per cent interest in the Claims by making
          the
          following payments (the “Option Payments”) to the Owner:

        


        
          	 	
                  a)

                	
                  100,000
                    common shares of Cromwell will be issued to Owner by no later
                    than __
                    2007:

                


        

        
          	 	
                  b)

                	
                  100,000
                    common shares of Cromwell will be issued to Owner by no later
                    than ___,
                    2008;

                


        

        
          	 	
                  c)

                	
                  $5,000
                    will be paid to Owner concurrently with the execution of this
                    Agreement;

                


        

        
        

         

        
          
            
            

          

          
            3

            
              

            

          

          
            
            

          

        

         

        
          	 	
                  d)

                	
                  $15,000
                    will be paid to Owner by no later than May 14,
                    2007;

                


        

        
          	 	
                  e)

                	
                  $40,000
                    will be paid to Owner by no later than March 14,
                    2008;

                


        

        
          	 	
                  f)

                	
                  $60,000
                    will be paid to Owner by no later than March 14, 2009; and
                    

                


        

        
          	 	
                  g)

                	
                  $60,000
                    will be paid to Owner by no later than March 14,
                    2010.

                


        

         

        Section
          2.02    Exercise
          of Option


         

        The
          Option shall be automatically exercised and the Claims vested in Cromwell
          making
          all the Option Payments set forth in Section 2.01. Upon exercise of the
          Option
          in accordance with that Section, Cromwell shall have earned and acquired
          an
          undivided hundred (100%) per cent ownership interest in and to the Claims
          free
          and clear of any mortgages, liens, charges, pledges, security interest,
          encumbrances and any other claims of any description, but subject to a
          3% NMR,
          determined and paid in accordance Schedule “B” hereto.


         

        b)    The
          3%
          NMR may be partially purchased (the “Buyout”) by Cromwell at any time (as to 50%
          thereof leaving Owner with an NMR equal to 1.5%) by Cromwell paying to
          Owner
          $1,500,000. This purchase will not affect any or the NMR that is otherwise
          due
          to Owener at the date of the Buyout.


         

        Section
          2.03    Results
          of Prior Exploration Work 

        


        Immediately
          following the execution of this Agreement, Owner shall deliver to Cromwell
          all
          technical data for the Claims in its possession including, but without
          limitation, drilling, geophysics and geological information held by Owner.
          

         

        Should
          this Agreement be terminated, for whatever reason, prior to vesting, then
          Cromwell will return and forward to Owner copies of data and information
          received from Owner but Cromwell will not be obliged to return any Claims
          data
          otherwise acquired by Cromwell during the Option Period. 

         

        Section
          2.04    Title
          

         

        Within
          sixty (60) days following the completion of the Purchase pursuant to Section
          2.02, Owner will provide Cromwell with executed transfers of an undivided
          hundred (100%) percent interest in the Claims and will provide any additional
          assistance required by Cromwell or its nominee to legally record the transfers.
          

         

        ARTICLE
          III

         

        REPRESENTATIONS
          AND WARRANTIES


         

        Section
          3.01    Representations
          and Warranties bv Owner 

        


        Owner
          represents and warrants that: 

         

        
          	
                  (a)

                	
                  he
                    has all requisite power and authority to perform his obligations
                    under
                    this Agreement; 

                


        

         

        
          	
                  (b)

                	
                  all
                    necessary action has been taken by Owner to execute and allow
                    the proper
                    performance of the terms of this Agreement, and this Agreement
                    constitutes
                    a valid and binding obligation of Owner enforceable in accordance
                    with its
                    terms; 

                


        

         

        
          
            
            

          

          
            4

            
              

            

          

          
            
            

          

        

         

        
          	
                  (c)

                	
                  to
                    the best of Owner's knowledge the location of each of the Claims
                    on the
                    ground conforms to the description appearing on records in the
                    appropriate
                    records office, and the Claims were properly located according
                    to the laws
                    of Ontario and will be in good standing for at least 180-days
                    days after
                    the execution of this Agreement; 

                


        

         

        
          	
                  (d)

                	
                  he
                    has not received notice of any violation of or investigation
                    relating to
                    any federal, provincial or local environmental or pollution law,
                    regulation or ordinance with respect to the Claims;
                    

                


        

         

        
          	
                  (e)

                	
                  to
                    the best of Owner' s knowledge there are no reclamation liabilities
                    in
                    connection with the Claims and, in particular, there are no obligations
                    to
                    monitor or clean up any preexisting mine sites or mine waste
                    dumps or
                    tailings; 

                


        

         

        
          	
                  (f)

                	
                  his
                    interest in the Claims is free and clear of any mortgages, liens,
                    charges,
                    pledges, security interests, encumbrances or other claims of
                    any
                    description and, upon completion of the Purchase by Cromwell,
                    Cromwell
                    will acquire an undivided one hundred (100%) interest in the
                    Claims free
                    and clear of any mortgages, liens, charges, pledges, security
                    interests,
                    encumbrances or other claims of any description; except for the
                    NMR set
                    our in Section 2.02 and Schedule “B” of this
                    Agreement;

                


        

         

        
          	
                  (g)

                	
                  no
                    person or other entity has any right or agreement, option, understanding,
                    prior commitment or privilege capable of becoming an agreement
                    for the
                    purchase or acquisition from Owner of any interest in the Claims;
                    

                


        

         

        
          	
                  (h)

                	
                  all
                    assessment work required to maintain the Claims in full force
                    and effect
                    has been performed as of the execution of this Agreement; and
                    

                


        

         

        
          	
                  (i)

                	
                  there
                    are no royalties or other latent interests in the Claims owing
                    to any
                    parties, except as outlined in Section 2.02 and Schedule
                    “B.”

                


        

         

        Section
          3.02    Survival
          

        


        Owner
          acknowledges that Cromwell is relying on the representations and warranties
          contained in Section 3.01 in entering into this Agreement and that such
          representations and warranties are continuing and survive the execution
          of this
          Agreement. 


         

        Section
          3.03    Representations
          and Warranties bv Cromwell 

        


        Cromwell
          represents and warrants that: 

         

        
          	
                  (a)

                	
                  it
                    has been duly incorporated and is a validly subsisting corporation
                    under
                    the laws of the State of Nevada and has all corporate power and
                    authority
                    to perform its obligations under this Agreement; and
                    

                


        

         

        
          	
                  (b)

                	
                  all
                    necessary corporate action has been taken by Cromwell to authorize
                    the
                    execution, delivery and performance of this Agreement, and this
                    Agreement
                    constitutes a valid and binding obligation of Cromwell enforceable
                    in
                    accordance with its terms. 

                


        

         

         

        
          
            
            

          

          
            5

            
              

            

          

          
            
            

          

        

      

       

      Section
        3.04    Indemnitv
        

      


      Each
        party will indemnify and save the other party and its directors, officers,
        employees, agents, representatives, subcontractors and Affiliates harmless
        from
        all losses, damages, costs, actions, and suits arising out of or in connection
        with any breach by that party of any representation, warranty, covenant or
        agreement contained in this Agreement. This indemnity shall survive the
        termination of this Agreement. 

       

      ARTICLE
        IV

       

      EXPLORATION
        AND DEVELOPMENT ACTIVITIES

      


      Section
        4.01    Right
        to Explore and Develop 

       

      Owner
        grants to Cromwell, its employees, directors, officers, agents, representatives
        and contractors, the exclusive right to enter upon the property comprising
        the
        Claims for the purpose of exploration, development, mining and such other
        operations as Cromwell considers necessary during the Purchase Period, the
        nature, manner and extent of which operations will be in Cromwell’s sole
        discretion. 

       

      Section
        4.02    Conduct
        of
        Exploration and
        Development Work

      


      Cromwell
        shall perform its exploration and development work on the Property comprising
        the Claims in accordance with good mining practice and shall comply with
        all
        applicable laws and regulations. 

       

      Section
        4.03    Installation
        of Equipment 

      


      Cromwell
        may install, maintain, replace and remove any and all mining machinery,
        equipment, tools, and facilities which it may desire to use in connection
        with
        its exploration and development activities on the property comprising the
        Claims. Upon termination of this Agreement for any reason, Cromwell shall
        within
        a period of six (6) months following such termination remove its equipment
        at
        its sole cost and expense from the Claims, having Owner’s permission to enter
        onto the property comprising the Claims for such purpose. 

       

      ARTICLE
        V

       

      CROMWELL’S
        OBLIGATIONS

       

      Section
        5.01    Reporting

       

      By
        no
        later than each anniversary of this Agreement, Cromwell shall provide a copy
        of
        any geological report that has been prepared respecting exploration conducted
        on
        the Claims in the previous year.

       

       

      
        
          
          

        

        
          6

          
            

          

        

        
          
          

        

      

       

      ARTICLE
        VI

       

      ASSIGNMENTS

       

      Section
        6.01    Assignments
        

      


      Cromwell
        shall be entitled to assign its rights and obligations under this Agreement
        without the prior written consent of Owner. 

       

      ARTICLE
        VII

       

      TERMINATION

       

      Section
        7.01    Cromwell’s
        Right to Terminate

      


      Cromwell
        shall have the right to terminate this Agreement and its interest in the
        Claims
        at any time during the Option Period upon written notice to the Owner thirty
        (30) days prior to the contemplated termination date. 

       

      Section
        7.02    Termination
        for Default 

      


      If
        at any
        time during the Purchase Period, Cromwell fails to duly payor cure any default
        in the performance of any obligation of this Agreement within a period of
        thirty
        (30) days after receipt of a default notice from Owner, Owner may terminate
        the
        Option. Exercise of such right by Owner shall be without prejudice to any
        other
        rights or remedies Owner may have at law or in equity as a result of such
        default of this Agreement by Cromwell. 

      


      ARTICLE
        VIII

       

      FORCE
        MAJEURE

       

      Section
        8.01    Suspension
        of Obligation

      


      If
        Cromwell is prevented by Force Majeure from timely performance of any of
        its
        obligations under this Agreement (other than the payment of any of the Purchase
        Payments), such failure shall be excused and the period for performance and
        the
        Purchase Period shall be extended for an additional period of time equal
        to the
        duration of such Force Majeure. Upon the occurrence and upon the termination
        of
        a Force Majeure, Cromwell shall promptly notify Owner in writing. Cromwell
        shall
        use reasonable efforts to remedy any Force Majeure, but shall not hereunder
        be
        obligated to contest the validity of any law or regulation, nor any action
        or
        inaction of any civil or military authority. 

       

      
        
          
          

        

        
          7

          
            

          

        

        
          
          

        

      

       

      ARTICLE
        IX

       

      MISCELLANEOUS

       

      Section
        9.01    Notices
        

      


      Any
        notice under this Agreement will be given in writing, by delivery in person
        to a
        named representative or by mail or facsimile, properly addressed to each
        party.
        A notice given will be deemed given only when received by the party to whom
        such
        notice is directed; except that any notice given by facsimile properly addressed
        to the party, to whom given, shall be deemed given to and received by the
        party,
        to whom directed, 48 hours after such notice is successfully faxed or ten
        days
        after it is mailed, provided there is no postal disruption at the time. Each
        party’s address will be the following until such party specifies another address
        by written notice: 

      


      To
        Owner:


      2060014
        ONTARIO LTD.

      1390
        Government Road North

      Timmins,
        Ontario, Canada

      P4N
        7C3


      Tel.:
            

      Facsimile:                               
        

      


      Attention:
            

      


      To
        Cromwell: 

      CROMWELL
        URANIUM HOLDINGS, INC. 

      8655
        East
        Via De Ventura, Suite G200,

      Scottsdale,
        AZ 85258 

      Tel:
        TOLL
        FREE 877-776-3932

      Local
        480-346-1460 

      FAX
        480-346-1461 

      


      Attention:
        Robert McIntosh 

      


      Section
        9.02    Area
        of Influence

      


      Owner
        agrees that there shall be an area of influence (the “Area of Influence”)
        respecting any additional claims staked or recorded by Owner which are
        contiguous to the Claims and any such claims will fall under the terms of
        this
        Agreement. In the event that Cromwell acquires addit9ional claims within
        the
        Area of Influence from Owner pursuant to this Section, Cromwell agrees to
        pay
        Owner $100.00 per additional claim unit so acquired.

       

      Section
        9.03    Relationship
        of Parties 

      


      This
        Agreement is not intended to create any partnership or agency relationship
        between the parties or fiduciary obligations of any description, and this
        Agreement shall not be construed so as to render the parties liable as partners
        or as creating a partnership, and no party shall be or shall be deemed to
        be, or
        shall hold itself out to be an agent of any other party. 

       

      
        
          
          

        

        
          8

          
            

          

        

        
          
          

        

      

       

      Section
        9.04    Successors
        and Assigns 

      


      This
        Agreement shall be binding upon and inure to the benefit of the respective
        successors and permitted assigns of the parties. 

       

      Section
        9.05    Regulatory
        Approval 

       

      This
        Agreement and the obligations of Cromwell hereunder are subject to regulatory
        approval, as applicable. 

       

      Section
        9.06    Prior
        Agreements 

      


      The
        Agreement contains the entire agreement and understanding of the parties
        and
        replaces all prior agreements bearing on the subject matter hereof.


      


      Section
        9.07    Counterparts
        

      


      This
        Agreement may be executed in counterparts, all of which taken together shall
        constitute one and the same instrument and any of the parties hereto may
        execute
        this Agreement by signing any such counterpart. 


      
        
          
          

        

        
          9

          
            

          

        

        
          
          

        

      

       

      IN
        WITNESS WHEREOF the
        parties make this Agreement effective as of the date first above written.
        

       

      
        	YVON
                GAGNE	 	 
	 	 	 
	Per:	        
                /s/ Yvon Gagne	 	 	 
	 	
                

              	 	 	
              
	 	 	 	 	 
	CROMWELL URANIUM
                HOLDINGS,
                INC.	 	 	 
	 	 	 	 
	Per:	        
                /s/ Rob McIntosh	 	 	 
	 	
                

              	 	 	 


      

      

        
          
            
            

            
            

          

          
            10

            
              

            

          

          
            
            

            
            

          

        

      

    

     

    SCHEDULE
      A

     

    to

     

    MONMOUTH
      AGREEMENT

     

    List
      of Claims

    


    Mining
      Claims Representing 29 units (District of Mining Division, Monmouth Township,
      Ontario, Canada) 

    


    944
      (4
      units) — lot
      5 con 7 and lot 6 con 7

    945
      (1
      unit) — lot 7 con 7 (South 1⁄2)

    946
      (2
      units) – lot 8 con
      7

    947
      (8
      units) – lots 5, 6, 7, and 8 con 6

    948
      (12
      units) – lots 3, 5, 5, 6,7 and 8 con 5

    949
      (12
      units) – lots 3, 4, 4, 6, 7 and 8 con 4


    
      
         

        
        

      

      
        i

        
          

        

      

      
        
        

      

    


    SCHEDULE
      B

    To

    MONMOUTH
      AGREEMENT

    


    Net
      Mineral Royalty

    


    Definitions

    


    Where
      used herein:

    


    
      	 	
              (a)

            	
              “Agreement”
                means the agreement to which this schedule is
                attached.

            


    

    
      	 	
              (b)

            	
              “Claims”
                means those mineral claims set forth in Schedule “B” to the
                Agreement.

            


    

    
      	 	
              (c)

            	
              “Fiscal
                Period” means a three month period ending on the last day of March, June,
                September and December of each calendar
                year.

            


    

    
      	 	
              (d)

            	
              “Net
                Mineral Royalty” or “NMR” means the Revenue received by Cromwell from the
                sale of Product from mining operations on the
                Claims.

            


    

    
      	 	
              (e)

            	
              “Ore”
                means any material containing a mineral or minerals of commercial
                economic
                value mined from the Claims.

            


    

    
      	 	
              (f)

            	
              “Product”
                means Ore mined from the Claims and any concentrates or other materials
                or
                products derived therefrom; provided that if any such Ore, concentrates
                or
                other materials or products are further treated as part of the mining
                operation in respect of the Claims, such Ore, concentrates or other
                materials or products shall not be considered to be “Product” until after
                they have been so treated.

            


    

    
      	 	
              (g)

            	
              “Revenue”
                means gross revenues during each Fiscal Period received by the Royalty
                Payer from the sale of Product by the Royalty Payer to the smelter,
                refiner or other purchaser, plus any bonuses and subsidies less all
                penalties, umpire assaying, assaying, sampling charges, and insurance
                costs, whether deducted by such purchaser or otherwise paid or incurred
                by
                Royalty Payer. Where revenue otherwise to be included under this
                subsection is received by Royalty Payer in a transaction with a party
                with
                whom it is not dealing at arm’s length, the revenue to be included shall
                be based on the fair market value under the circumstances and at
                the time
                of the transaction.

            


    

    
      	 	
              (h)

            	
              “Royalty
                Interest” means the NMR payable to Royalty Holder pursuant to the
                Agreement.

            


    

    
      	 	
              (i)

            	
              “Royalty
                Holder” means “Owner, as defined in the Agreement, his heirs, executors
                and assigns.

            


    

    
      	 	
              (j)

            	
              “Royalty
                Payer” means “Cromwell”, as defined in the
                Agreement.

            


    

    


    Capitalized
      terms which are not specifically defined in this Schedule shall have the meaning
      given to them in the Agreement.

    


    2.    Net
      Mineral Royalty

    


    For
      each
      Fiscal Period, Royalty Payer shall pay Royalty Holder the Royalty Interest
      specified by the Agreement, calculated and paid in accordance with the
      Schedule.

     

    
      
        
        

      

      
        ii

        
          

        

      

      
        
        

      

    

     

    
      	 	
              3.

            	
              Calculation
                of Net Mineral Royalty

            


    

    


    The
      NMR
      shall be computed at the end of each Fiscal Quarter. On or before the last
      day
      of the first month following each Fiscal Quarter, a statement shall be furnished
      setting forth in reasonable detail the computation of the NMR for the previous
      Fiscal Quarter and the Royalty Interest due to the Royalty Holder, if any.
      Payment for the Royalty Interest due, if any, shall be enclosed with such
      statement.

    


    
      	 	
              4.

            	
              Audit

            


    

    


    The
      Royalty Holder, upon written notice to the Royalty Payer shall have the right
      to
      have an independent firm of chartered accountants audit the records that related
      to the calculation of the Royalty Interest with twenty-for (24) months after
      receipt of each payment described in this Schedule.

    


    The
      Royalty Holder shall be deemed to have waived any right it may have had to
      object to a payment made for any calendar year unless it provides notice in
      writing of such an objection within twenty four (24) months after receipt of
      each payment. If the parties are unable to resolve any such dispute with sixty
      (60) days after receipt of such notice, the dispute shall be resolved by
      arbitration.

    


    
      	 	
              5

            	
              Commingling
                of ore

            


    

    


    Before
      any Products from the Claims are commingled with ores and minerals from other
      properties, the Products from the Claims shall be measured and sampled in
      accordance with sound mining and metallurgical practices for moisture, metal,
      commercial minerals and other appropriate content. Representative samples of
      the
      Products shall be retained by the Royalty Payer and assays (including penalty
      substances) and other appropriate analyses of these samples shall be made before
      commingling to determine metal, commercial minerals and other appropriate
      content. Detailed records shall be kept by Royalty Payer showing measures,
      moisture, assays of metal, commercial and other appropriate content and penalty
      substances, and gross metal content of the Products. From this information,
      Royalty Payer shall determine the amount payable to Royalty Holder from Products
      from the Claims commingled with ores and minerals from other
      properties.

     

    
      
        
        

      

      
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