Common use of Project Areas Clause in Contracts

Project Areas. (a) Within of the Effective Date of this Agreement, Rimfire may, in its discretion, designate one or more project areas (each a “Project Area”) within the Property, on which Rimfire desires to conduct Exploration Work. Each Project Area shall be of a size reasonably necessary to test the specific geologic target identified within the Project Area, but in no event shall the initially designated Project Area be larger than. Within such period, Rimfire shall provide written notice to Newmont of any Project Area(s) that it identifies, which notice shall include a description of the identified geologic target for each Area, a description of the proposed boundary of each Project Area and a map delineating the proposed boundary of each Project Area. The parties shall thereafter use their reasonable best efforts to reach agreement on the precise boundary for each identified Project Area. A Project Area shall not be effective under this Agreement until both parties agree in writing to the Project Area boundaries. (b) Each effective Project Area designated under Section 4(a) shall remain a Project Area after the Effective Date of this Agreement (“Project Review Period”). If Rimfire acquires any property interest within a Project Area during the Project Review Period, the Project Area boundary shall thereupon be amended to be the area of all such acquired property and the area extending from the boundaries of such acquired property, including that portion of the area, if any, which may lie outside the initially defined Project Area, and such area shall remain a Project Area for the term of this Agreement. All other areas within the initially designated Project Area, if any, shall no longer be part of the Project Area upon expiration of the Project Review Period unless Rimfire and Newmont agree in writing to extend the Project Review Period for such other areas. If Rimfire does not acquire any property interest within a Project Area during the Project Review Period, that Project Area shall expire at the end of the Project Review Period unless Rimfire and Newmont agree in writing to extend the Project Review Period for that Project Area. In the event that Rimfire is negotiating in good faith to lease or otherwise acquire a property held by a third party within a Project Area during the Project Review Period, and Rimfire has notified Newmont in writing of such negotiation prior to the expiration of the Project Review Period, the area of such third-party property plus an area extending from the boundary of that property shall be deemed a Project Area for so long as Rimfire diligently pursues such acquisition, but in no event longer after the Effective Date of this Agreement, unless Rimfire completes the proposed acquisition within such period, in which case the Project Area (which comprises the area of such third-party property plus an area extending from the boundary of that property) shall remain a Project Area for the term of this Agreement.

Project Areas. (a) Within 3.1 From time to time and at any time prior to the expiration of the Effective Date of this AgreementLicense Period, Rimfire ORE may, in its discretion, designate one or more project specific geographic areas within the NN Target Area (each a “"Project Area”) within the Property"), on which Rimfire desires to conduct ORE conducts Exploration Work. ORE shall be deemed to have designated a geographic area as a Project Area upon the commencement of a drill program on any mineral property acquired by ORE within the NN Target Area. Each Project Area shall be of a size reasonably necessary to test the specific geologic target identified within the Project Area, but in no event shall the initially designated Project Area be larger thanthan thirty-six (36) square kilometers unless agreed upon by both parties. Within such period, Rimfire ORE shall provide written notice to Newmont BWG of any Project Area(s) that it identifies, which notice shall include a description of the identified geologic target for each Project Area, a description of the proposed boundary of each Project Area and a map delineating the proposed boundary of each Project Area. The parties shall thereafter use their commercially reasonable best efforts to reach agreement on the precise boundary for each identified Project Area, acting in good faith and adhering to good mining and exploration industry practice. A Project Area shall not be effective under this Agreement until both parties agree in writing to the Project Area boundaries. (b) Each effective 3.2 Any exploration license or other mineral right acquired by or on behalf of either party of which portion lies wholly or partly within 1.0 km from the present outside boundary of any Project Area designated under Section 4(a) shall remain a Project Area after will be deemed to have been acquired on behalf of and for the Effective Date of this Agreement (“Project Review Period”). If Rimfire acquires any property interest within a Project Area during the Project Review Period, the Project Area boundary shall thereupon be amended to be the area of all such acquired property and the area extending from the boundaries of such acquired property, including that portion benefit of the area, if any, which may lie outside the initially defined Project Areaparties, and such area shall remain a Project Area for the term of this Agreement. All other areas within the initially designated Project Area, if any, shall no longer will be included as part of the Project Area upon expiration under this Agreement. 3.3 ORE acknowledges that any Open Targets acquired by ORE prior to the date of this Agreement are to be considered within the NN Target Area and will be subject to this Agreement. 3.4 In the event that a Project Review Period unless Rimfire Area designated by Ore includes or is comprised of mineral claims held by arms-length third parties ("3P Properties"), and Newmont Ore is required to contract with such third parties in order to explore or develop such 3P Properties, the parties agree to negotiate on a fair and reasonable basis to ameliorate the obligations of ORE hereunder as they apply to such 3P Property so as to make the inclusion of such property into a Project Area financially viable. A Project Area shall not be effective under this Agreement until both parties agree in writing to extend such a variation in the Project Review Period for such other areas. If Rimfire does not acquire any property interest within a Project Area during the Project Review Periodterms of compensation due to BWG from those set out in Sections 6.1, that Project Area shall expire at the end of the Project Review Period unless Rimfire 6.2 and Newmont agree in writing to extend the Project Review Period for that Project Area. In the event that Rimfire is negotiating in good faith to lease or otherwise acquire a property held by a third party within a Project Area during the Project Review Period, and Rimfire has notified Newmont in writing of such negotiation prior to the expiration of the Project Review Period, the area of such third-party property plus an area extending from the boundary of that property shall be deemed a Project Area for so long as Rimfire diligently pursues such acquisition, but in no event longer after the Effective Date of this Agreement, unless Rimfire completes the proposed acquisition within such period, in which case the Project Area (which comprises the area of such third-party property plus an area extending from the boundary of that property) shall remain a Project Area for the term of this Agreement6.3.