Acquisitions Within Area of Interest. 15.1 If during the period commencing on the Commencement of Joint Funding throughout the term of the Agreement, hereinafter called, the Expansion Period, Surgold, acquires any Right of Exploration, Right of Exploitation, or Third Party Rights located wholly or partially within the Area of Interest, such Right of Exploration, Right of Exploitation, or Third Party Rights automatically shall be deemed to have been contributed for use by the Partnership and shall constitute Partnership Rights. If during the Expansion Period any Affiliate of Surgold acquires any Right of Exploration, Right of Exploitation, or Third Party Rights located wholly or partially within the Area of Interest, Surgold as the case may be, shall promptly cause such Right of Exploration, Right of Exploitation, or Third Party Rights to be transferred to Surgold as the case may be, for contribution for use by the Partnership. 15.2 Neither NV 2 nor its Affiliate(s) shall acquire any Right of Exploration, Right of Exploitation, or Third Party Rights either wholly or partially within the Area of Interest. In the event that NV 2 or its Affiliate(s) acquires any Right of Exploration, Right of Exploitation, or Third Party Rights within the Area of Interest, it shall, or it shall immediately cause its Affiliate(s) as the case may be, to offer to transfer such Right of Exploration, Right of Exploitation, or Third Party Rights to Surgold. Surgold may, but shall have no obligation to, accept any such offer. If it accepts such offer, the NV 2 shall transfer, or cause to be transferred, to Surgold such rights for the administrative transfer fee only (which shall be multiplied by Surgold’s Participating Interest), and Surgold shall contribute such rights for use by the Partnership. If Surgold does not accept such offer, the Partnership shall not acquire or be deemed to have acquired any such rights. In no event shall any adjustment to the Participating Interests of any Partner result from or be effected with respect to any Rights of Exploration, Rights of Exploitation or Third Party Rights subject to this Section 15.2, regardless of whether they are transferred to the Partnership. Venture Agreement RoS NV – Suriname Gold Company LLC 35 15.3 Within thirty (30) days after a Notice of intent to acquire any Right of Exploration, Right of Exploitation, or Third Party Rights located wholly or partially within the Area of Interest, the acquiring Partner shall notify the other Partner of such acquisition by it or its Affiliate. The acquiring Partner’s Notice shall describe in detail the acquisition, the rights, minerals, and assets covered thereby, the costs thereof, and the reasons why the acquiring Partner believes that the acquisition is in the best interests of the Partnership. In addition to such Notice, the acquiring Partner shall make any and all information concerning the acquired interest available for inspection by the other Partner. Notwithstanding the foregoing, any acquisition within the Area of Interest by NV 2 prior to the Date of the Initial NV 2 Contribution shall require the prior written consent of Surgold. 15.4 If, within thirty (30) days after receiving the acquiring Partner’s Notice, the other Partner notifies the acquiring Partner of its election to fund its proportionate interest in the acquired interest equal to its Participating Interest, the acquiring Partner shall convey to the other Partner such a proportionate undivided interest therein and the acquired interest shall become a part of the Properties for the purposes of this Agreement immediately upon payment to the acquiring Partner of the other Partner’s proportionate share of actual out-of-pocket acquisition costs equal to such other Partner’s Participating Interest. Provided, however, in the event of any acquisition by Surgold within the Area of Interest prior to the Contribution Effective Date, all out-of-pocket acquisition costs shall be borne by Surgold and calculated as Historical Cost. 15.5 If the other Partner does not give Notice within the thirty (30) day period set forth above, or in the alternative gives Notice within such thirty (30) day period that it does not wish to participate in the acquisition, its Participating Interest shall be diluted under the provisions of Section 6.2.
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Acquisitions Within Area of Interest. 15.1 If during the period commencing on the Commencement of Joint Funding throughout the term of the Agreement, hereinafter called, the Expansion Period, Surgold, acquires any Right of Exploration, Right of Exploitation, or Third Party Rights located wholly or partially within the Area of Interest, such Right of Exploration, Right of Exploitation, or Third Party Rights automatically shall be deemed to have been contributed for use by the Partnership and shall constitute Partnership Rights. If during the Expansion Period any Affiliate of Surgold acquires any Right of Exploration, Right of Exploitation, or Third Party Rights located wholly or partially within the Area of Interest, Surgold as the case may be, shall promptly cause such Right of Exploration, Right of Exploitation, or Third Party Rights to be transferred to Surgold as the case may be, for contribution for use by the Partnership.
15.2 Neither NV 2 nor its Affiliate(s) shall acquire any Right of Exploration, Right of Exploitation, or Third Party Rights either wholly or partially within the Area of Interest. In the event that NV 2 or its Affiliate(s) acquires any Right of Exploration, Right of Exploitation, or Third Party Rights within the Area of Interest, it shall, or it shall immediately cause its Affiliate(s) as the case may be, to offer to transfer such Right of Exploration, Right of Exploitation, or Third Party Rights to Surgold. Surgold may, but shall have no obligation to, accept any such offer. If it accepts such offer, the NV 2 shall transfer, or cause to be transferred, to Surgold such rights for the administrative transfer fee only (which shall be multiplied by Surgold’s Participating Interest), and Surgold shall contribute such rights for use by the Partnership. If Surgold does not accept such offer, the Partnership shall not acquire or be deemed to have acquired any such rights. In no event shall any adjustment to the Participating Interests of any Partner result from or be effected with respect to any Rights of Exploration, Rights of Exploitation or Third Party Rights subject to this Section 15.2, regardless of whether they are transferred to the Partnership. Venture Agreement RoS NV – Suriname Gold Company LLC 35.
15.3 Within thirty (30) days after a Notice of intent to acquire any Right of Exploration, Right of Exploitation, or Third Party Rights located wholly or partially within the Area of Interest, the acquiring Partner shall notify the other Partner of such acquisition by it or its Affiliate. The acquiring Partner’s Notice shall describe in detail the acquisition, the rights, minerals, and assets covered thereby, the costs thereof, and the reasons why the acquiring Partner believes that the acquisition is in the best interests of the Partnership. In addition to such Notice, the acquiring Partner shall make any and all information concerning the acquired interest available for inspection by the other Partner. Notwithstanding the foregoing, any acquisition within the Area of Interest by NV 2 prior to the Date of the Initial NV 2 Contribution shall require the prior written consent of Surgold.
15.4 If, within thirty (30) days after receiving the acquiring Partner’s Notice, the other Partner notifies the acquiring Partner of its election to fund its proportionate interest in the acquired interest equal to its Participating Interest, the acquiring Partner shall convey to the other Partner such a proportionate undivided interest therein and the acquired interest shall become a part of the Properties for the purposes of this Agreement immediately upon payment to the acquiring Partner of the other Partner’s proportionate share of actual out-of-pocket acquisition costs equal to such other Partner’s Participating Interest. Provided, however, in the event of any acquisition by Surgold within the Area of Interest prior to the Contribution Effective Date, all out-of-pocket acquisition costs shall be borne by Surgold and calculated as Historical Cost.
15.5 If the other Partner does not give Notice within the thirty (30) day period set forth above, or in the alternative gives Notice within such thirty (30) day period that it does not wish to participate in the acquisition, its Participating Interest shall be diluted under the provisions of Section 6.2.
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Sources: Mineral Agreement