SUPERSEDE ANY
AND ALL OTHER INSTRUMENTS, WHETHER WRITTEN OR ORAL, PERTAINING TO THE SUBJECT
MATTER OF THIS AGREEMENT.
7.
ASSIGNMENT
NEITHER PARTY MAY ASSIGN OR TRANSFER THIS AGREEMENT IN WHOLE OR IN PART WITHOUT
THE PRIOR WRITTEN CONSENT OF THE OTHER PARTY, PROVIDED THAT SILVER WHEATON MAY
ASSIGN THIS AGREEMENT OR THE RIGHTS GRANTED HEREUNDER TO ANY OF ITS AFFILIATES
UPON THE PROVISION OF WRITTEN NOTICE THEREOF TO MMI. SUBJECT TO THE FOREGOING,
ALL THE TERMS AND CONDITIONS CONTAINED HEREIN WILL INURE TO THE BENEFIT OF AND
WILL BE BINDING UPON THE PARTIES HERETO AND THEIR RESPECTIVE SUCCESSORS AND
ASSIGNS.
8.
APPLICABLE LAW AND SEVERABILITY
THIS AGREEMENT WILL IN ALL RESPECTS BE GOVERNED BY THE LAWS OF THE STATE OF
IDAHO. THE INVALIDITY OR
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ENFORCEABILITY OF ANY PROVISION OF THIS AGREEMENT SHALL NOT EFFECT THE VALIDITY
OR ENFORCEABILITY OF ANY OTHER PROVISION HEREOF AND ANY SUCH INVALID OR
UNENFORCEABLE PROVISION SHALL BE DEEMED TO BE SEVERABLE.
9.
HEADINGS
THE HEADINGS APPEARING AT THE COMMENCEMENT OF THE SECTIONS HEREOF ARE
DESCRIPTIVE ONLY AND FOR CONVENIENCE AND REFERENCE. SHOULD THERE BE ANY
CONFLICTS BETWEEN ANY SUCH HEADING AND THE SECTION AT THE HEAD OF WHICH IT
APPEARS, THE SECTION AND NOT SUCH HEADING WILL CONTROL AND GOVERN IN THE
CONSTRUCTION OF THIS AGREEMENT.
10.
MODIFICATIONS OR AMENDMENTS
NO AMENDMENT, CHANGE, MODIFICATION OR WAIVER OF THIS AGREEMENT WILL BE VALID
UNLESS IT IS IN WRITING AND SIGNED BY BOTH OF THE PARTIES HERETO AND EXPRESSLY
STATES THAT SUCH AMENDMENT, CHANGE, MODIFICATION OR WAIVER IS INTENDED.
11.
COUNTERPARTS
THIS DOCUMENT MAY BE EXECUTED AND DELIVERED BY FACSIMILE, EMAIL OR OTHER
ELECTRONIC TRANSMISSION IN ONE OR MORE SEPARATE COUNTERPARTS, EACH OF WHICH,
WHEN SO EXECUTED, WILL BE DEEMED TO BE AN ORIGINAL. SUCH COUNTERPARTS WILL,
TOGETHER, CONSTITUTE AND BE ONE AND THE SAME INSTRUMENT.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by
their duly authorized officers on the date first appearing above.
SILVER WHEATON CORP.
By:
/s/ Nolan Watson
Name:
Nolan Watson
Title:
Chief Financial Officer
MINES MANAGEMENT, INC.
By:
/s/ James Moore
Name:
James Moore
Title:
Chief Financial Officer
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