Common use of Additional Proceeds Clause in Contracts

Additional Proceeds. 8.1 On the Reference Period Calculation Date the Purchaser shall pay to the Seller or the Seller shall pay to the Purchaser the following amounts in accordance with clause 8.3 - 8.1.1 an amount ("Distribution Amount") equal to the DRDGOLD Dividends Amount less the EMO Distributions Amount (plus any interest accrued thereon), if any; and 8.1.2 in the event that the Purchaser undertakes a Rights Offer and the record date for participation in such Rights Offer occurs during the Reference Period, an aggregate amount ("LA Proceeds") equal to the VWAP of an LA for the relevant period during which the LA's were under the traded Rights Offer multiplied by the number of LA's that the Seller would be entitled to take up in respect of the Consideration Shares, assuming all the Consideration Shares had been issued to the Seller on the Signature Date 18 as adjusted in accordance with clause 8.2. (For purposes of clarity it is recorded that the number of LA’s for purposes of calculating the LA Proceeds shall be calculated by multiplying the actual rights offer ratio per DRDGOLD Share (as published on SENS when the Rights Offer is announced) by the number of Consideration Shares, taking into account the rounding conventions adopted by the JSE.) 8.2 If the Distribution Amount is calculated to be a positive number that exceeds R20,000,000, then the Distribution Amount shall be limited to R20,000,000 by first reducing the DRDGOLD Dividends Amount and secondly reducing the LA Proceeds, in aggregate, by such amount/s as is required to reduce the Distribution Amount to R20,000,000. 8.3 The Distribution Amount, if any, and the LA Proceeds, if any, shall be settled in the following manner – 8.3.1 in respect of the Distribution Amount – 8.3.1.1 the EMO Distributions Amount (together with any interest accrued thereon until and including the Effective Date) held in the Seller Escrow Account shall be transferred by the Attorneys to the Purchaser on the Seller's behalf in accordance with clause 9; 8.3.1.2 the Purchaser shall pay an amount in cash equal to the DRDGOLD Dividends Amount to the Seller; and 8.3.1.3 the amount of the payment described in clause 8.3.1.1 less the amount of the payment described in clause 8.3.1.2 shall equal the Distribution Amount. 8.3.2 in respect of the LA Proceeds, the Purchaser shall pay an amount in cash equal to the LA Proceeds to the Seller. 8.4 Subject to clause 9, any payments to be made under this clause 8 shall be made by way of electronic funds transfer of immediately available funds, free of any bank or other charges, into such bank account as may be specified in writing for this purpose by the Seller or the Purchaser, as the case may be. On the Reference Period Calculation Date the Purchaser shall deliver to the Seller appropriate proof that an amount equal to the aggregate of the DRDGOLD Dividends Amount and the LA Proceeds has been paid into the Seller's Nominated Account. 8.5 By no later than the 5 th Business Day before the Reference Period Calculation Date the Seller shall deliver to the Purchaser written confirmation from the Attorneys and the Seller confirming the amount held in the Seller Escrow Account and that such amount shall be transferred to the Purchaser on the Reference Period Calculation Date. 8.6 For purposes of this clause 8 –

Additional Proceeds. 8.1 On the Reference Period Calculation Date the Purchaser shall pay to the Seller or the Seller shall pay to the Purchaser the following amounts in accordance with clause 8.3 - 8.1.1 an amount ("Distribution Amount") equal to the DRDGOLD Dividends Amount less the EMO Distributions Amount (plus any interest accrued thereon), if any; and 8.1.2 in the event that the Purchaser undertakes a Rights Offer and the record date for participation in such Rights Offer occurs during the Reference Period, an aggregate amount ("LA Proceeds") equal to the VWAP of an LA for the relevant period during which the LA's were under the traded Rights Offer multiplied by the number of LA's that the Seller would be entitled to take up in respect of the Consideration Shares, assuming all the Consideration Shares had been issued to the Seller on the Signature Date 18 as adjusted in accordance with clause 8.2. (For purposes of clarity it is recorded that the number of LA’s for purposes of calculating the LA Proceeds shall be calculated by multiplying the actual rights offer ratio per DRDGOLD Share (as published on SENS when the Rights Offer is announced) by the number of Consideration Shares, taking into account the rounding conventions adopted by the JSE.) 8.2 If the Distribution Amount is calculated to be a positive number that exceeds R20,000,000R6,000,000, then the Distribution Amount shall be limited to R20,000,000 R6,000,000 by first reducing the DRDGOLD Dividends Amount and secondly reducing the LA Proceeds, in aggregate, by such amount/s as is required to reduce the Distribution Amount to R20,000,000R6,000,000. 8.3 The Distribution Amount, if any, and the LA Proceeds, if any, shall be settled in the following manner – 8.3.1 in respect of the Distribution Amount – 8.3.1.1 the EMO Distributions Amount (together with any interest accrued thereon until and including the Effective Date) held in the Seller Escrow Account shall be transferred by the Attorneys to the Purchaser on the Seller's behalf in accordance with clause 9; 8.3.1.2 the Purchaser shall pay an amount in cash equal to the DRDGOLD Dividends Amount to the Seller; and 8.3.1.3 the amount of the payment described in clause 8.3.1.1 less the amount of the payment described in clause 8.3.1.2 shall equal the Distribution Amount. 8.3.2 in respect of the LA Proceeds, the Purchaser shall pay an amount in cash equal to the LA Proceeds to the Seller. 8.4 Subject to clause 9, any payments to be made under this clause 8 shall be made by way of electronic funds transfer of immediately available funds, free of any bank or other charges, into such bank account as may be specified in writing for this purpose by the Seller or the Purchaser, as the case may be. On the Reference Period Calculation Date the Purchaser shall deliver to the Seller appropriate proof that an amount equal to the aggregate of the DRDGOLD Dividends Amount and the LA Proceeds has been paid into the Seller's Nominated Account. 8.5 By no later than the 5 th Business Day before the Reference Period Calculation Date the Seller shall deliver to the Purchaser written confirmation from the Attorneys and the Seller confirming the amount held in the Seller Escrow Account and that such amount shall be transferred to the Purchaser on the Reference Period Calculation Date. 8.6 For purposes of this clause 8 –