Royalty Sale and Purchase Agreement, dated August 1, 2022, between Royal Gold, Inc. and its wholly owned subsidiary RG Royalties, LLC, as purchaser parties, and Kennecott Royalty Company, as seller

Definitions

Certain Rules of Interpretation

the singular includes the plural and vice-versa;

where a word or phrase is defined, its other grammatical forms have a corresponding meaning;

the headings in this Agreement form no part of this Agreement and are deemed to have been inserted for convenience only and shall not affect the construction or interpretation of any of its provisions;

all references in this Agreement shall be read with such changes in number and gender that the context may require;

references to “Articles,” “Sections” and “Recitals” refer to articles, sections and recitals of this Agreement;

the use of the words “including” or “includes” followed by a specific example or examples shall not be construed as limiting the meaning of the general wording preceding it;

the rule of construction that, in the event of ambiguity, the contract shall be interpreted against the Party responsible for the drafting or preparation of the Agreement, shall not apply;

the words “herein,” “hereof’ and “hereunder” and other words of similar import refer to this Agreement as a whole and not to any particular Section or other subdivision;

any reference to a statute is a reference to the applicable statute and to any regulations made pursuant thereto and includes all amendments made thereto and in force, from time to time, and any statute or regulation that has the effect of supplementing or superseding such statute or regulation;

any reference to a specific agreement or document is to that agreement or document in its current form or as it may be from time to time amended, novated, supplemented or replaced;

all calculations and computations made pursuant to this Agreement shall be carried out in accordance with IFRS consistently applied to the extent that such principles are not inconsistent with the provisions of this Agreement;

the words “written” or “in writing” include printing, typewriting or any electronic means of communication capable of being visibly reproduced at the point of reception including email;

time is of the essence in the performance of the Parties’ respective obligations;

whenever a provision of this Agreement requires an approval or consent and such approval or consent is not delivered within the applicable time period, then, unless otherwise specified, the Party whose consent or approval is required shall be conclusively deemed to have withheld its consent or approval; and

the language used in this Agreement is the language chosen by the Parties to express their mutual intent, and no rule of strict construction shall be applied against any Party.

Incorporation of Parties and Recitals

Currency

Computation of Time

Schedule

Purchase and Sale of the Cortez Royalty

Consideration for the Cortez Royalty

Taxes

Any amount payable pursuant to this Agreement to Kennecott shall be made free and clear of and without any deduction or withholding for Taxes, unless required by the Code or any provision of provincial, state, local or foreign Tax Law. To the extent any Purchaser Party is so required to deduct or withhold from amounts otherwise payable pursuant to this Agreement, such deducted and withheld amounts shall be: (i) timely remitted by the Purchaser Party to the appropriate Governmental Authority in accordance with applicable Tax Law; and (ii) to the extent so timely remitted, treated for all purposes of this Agreement as having been paid to the Person in respect of which such deduction and withholding was made by the Purchaser Party. Upon determining that any such deduction or withholding may be required, the Purchaser Parties shall promptly notify Kennecott and give Kennecott the opportunity to provide forms or other certifications to reduce or eliminate such deduction or withholding.

If withholding of Taxes is required in respect of any amount payable to Kennecott as described in 2.3(a), the US Purchaser shall pay to Kennecott such additional amounts as may be necessary in order that the net amounts received by Kennecott after withholding of such Tax shall be equal to the net amounts which would have been received by Kennecott in respect of such payable amounts if such Tax had not been withheld.

Form and Method of Payment

Callback Contact

Notwithstanding any other provision of this Agreement, no notice, instruction or other communication relating to any change in any details of any Purchaser Party or Kennecott or any Affiliate of each such Party relating to payment (including identity of such Person, receiving bank or receiving account number, broker, broker account number, or, if applicable, refinery), or in any details of such Person’s callback contact, shall be valid, and no such notice, instruction or other communication shall be complied with by any Party unless:

a Notice of the change is given in accordance with Section 10.1;

the Person giving a Notice of the change is not a callback contact further to Section 3.2(b); and

such instruction is confirmed verbally by telephone or voice over internet protocol call, and not by writing in any form, between the Purchaser Parties’ callback contact and the Kennecott callback contact using the relevant details for that callback contact in Section 3.2(b).

The callback contacts for this Section 3.2(b) are the following Persons with the following contact details (or such other Persons or contact details as the relevant Party may notify from time to time in accordance with Section 3.2(a)):

if to Kennecott:

if to the Purchaser Parties:

Royalty Payment Adjustments

Any cash payments received at any time and from time to time (including after the Effective Date) by

Kennecott on account of the Cortez Royalty in respect of royalty payments made on and after the Effective Date, (including in circumstances pursuant to which a royalty payor fails to recognise US Purchaser as the royalty holder in respect of the Cortez Royalty) shall be held in trust by Kennecott for the account and benefit of US Purchaser and as soon as reasonably practicable (but in any event not later than 15 Business Days after receipt of such payment) paid over to US Purchaser, free and clear of any set-off or any other adjustment on account of any claims or counterclaims that Kennecott may have against the Purchaser Parties; and

any Purchaser Party on account of the Cortez Royalty in respect of royalty payments made prior to the Effective Date shall be held in trust by such Purchaser Party for the account and benefit of Kennecott and as soon as reasonably practicable (but in any event not later than 15 Business Days after receipt of such payment) paid over to Kennecott, free and clear of any set-off or any other adjustment on account of any claims or counterclaims that the Purchaser Parties may have against Kennecott.

For greater certainty, the royalty payment periods referred to in this Agreement shall be the applicable calendar quarters by reference to which the royalty payments are calculated under the Cortez Royalty Agreement.

Warranties of Kennecott

Organisation and Capacity: Kennecott is organised, validly existing and in good standing under its jurisdiction of organisation, and has all requisite power, capacity and authority to hold the Cortez Royalty, to carry on its business as it is now being conducted and to execute, deliver and perform its obligations under this Agreement.

Due Authorisation: The execution, delivery, and performance of this Agreement and the consummation of the transactions contemplated hereunder have been duly and validly authorised by all necessary action on the part of Kennecott. This Agreement has been duly and validly executed and delivered by Kennecott, and is a valid and binding obligation of Kennecott, enforceable against Kennecott in accordance with its terms, except as may be limited by bankruptcy, insolvency, liquidation, reorganisation, reconstruction and other similar Laws of general application affecting the enforceability of remedies and rights of creditors and except that equitable remedies such as specific performance and injunction are in the discretion of a court.

No Conflict, Consents or Adverse Implications: The execution and delivery of this Agreement and the completion and performance of the transactions contemplated hereunder by Kennecott do not and will not:

conflict with Kennecott’s articles, by-laws, or other constating documents;

conflict with or violate any applicable Law;

result in or give rise to any right of first offer, pre-emptive right, right of first refusal or other right or option of any Person to purchase the Cortez Royalty other than the Right of First Offer; and

require any consent, approval or authorisation of any Person party to the Cortez Royalty Agreement or, to the Knowledge of Kennecott, any other Person.

Ownership: Kennecott is the owner of all right, title and interest in and to 100% of the Cortez Royalty, free and clear of any and all Encumbrances other than the Right of First Offer.

Right of First Offer: Kennecott has complied with the terms of the Right of First Offer.

Business Integrity: Solely in connection with the transactions contemplated under this Agreement in relation to the Cortez Royalty, Kennecott has, and each of its Affiliates have:

complied in all material respects with all applicable Laws, including the Business Integrity Laws, and there is no instance of non-compliance with any applicable Law or any Business Integrity Law; and

not authorised, offered, promised, paid or otherwise given, directly or indirectly, any Improper Inducement.

Sanctions: Kennecott:

is not in breach of any Sanctions;

is not a Restricted Party and is not knowingly in any way connected to, or involved in dealings with a Restricted Party; and

is not involved in any investigation relating to Sanctions violations or any other action or matter which may cause Kennecott to be exposed to any adverse action under any Sanctions (whether under secondary sanctions or otherwise).

Litigation: There is no claim, dispute, action, suit, proceeding or arbitration pending or, to the Knowledge of Kennecott, threatened or expected to ensue, or to which Kennecott or its Affiliates are party, the subject of which is the Cortez Royalty or Kennecott’s interest therein or this Agreement or any matter in connection with this Agreement.

Status of Cortez Royalty Agreement: The Cortez Royalty Agreement has not been amended, supplemented or otherwise modified.

Material Information.  All material written notices, claims, correspondence, books, records and other documents and instruments relating to the Cortez Royalty and delivered or received from or after the effective date of the Cortez Royalty, in all cases to the extent they are in the possession or control of Kennecott or its Affiliates as of the Effective Date and can be provided without breaching any confidentiality obligations to which Kennecott or any of its Affiliates are subject (excluding for such purposes any such confidentiality obligations arising under the Cortez Royalty Agreement) and without breaching applicable Law, have been provided to the US Purchaser.

Taxes.  Kennecott is not a “foreign person,” “foreign partnership,” “foreign trust” or “foreign estate” as those terms are defined in Section 1445 of the Internal Revenue Code.

Warranties of the Purchaser Parties

Organisation and Capacity: Each Purchaser Party is organised, validly existing and in good standing under its jurisdiction of organisation, and has all requisite power to carry on its business as it is now being conducted and to execute, deliver and perform its obligations under this Agreement.

Due Authorisation: The execution, delivery, and performance of this Agreement and the consummation of the transactions contemplated hereunder have been duly and validly authorised by all necessary action on the part of each Purchaser Party. This Agreement has been duly and validly executed and delivered by each Purchaser Party, and is a valid and binding obligation of each Purchaser Party, enforceable against such Purchaser Party in accordance with its terms except as may be limited by bankruptcy, insolvency, liquidation, reorganisation, reconstruction and other similar Laws of general application affecting the enforceability of remedies and rights of creditors and except that equitable remedies such as specific performance and injunction are in the discretion of a court.

No Conflict or Adverse Implications: The execution and delivery of this Agreement and the completion and performance of the transactions contemplated hereunder by the Purchaser Parties do not and will not:

conflict with each such Purchaser Party’s articles, by-laws, or other constating documents;

conflict with or violate any applicable Law; and

conflict with or result in a default under any agreement, contract, mortgage, bond or other instrument to which the any Purchaser Party is a party or which is binding on its respective assets.

Business Integrity: Solely in connection with the transactions contemplated under this Agreement in relation to the Cortez Royalty, each Purchaser Party and each of its Affiliates have:

complied in all material respects with all applicable Laws, including the Business Integrity Laws, and there is no instance of non-compliance with any applicable Law or any Business Integrity Law;

not authorised, offered, promised, paid or otherwise given, directly or indirectly, any Improper Inducement; and

not procured any portion of the Purchase Price payable to Kennecott by an Improper Inducement or otherwise in violation of applicable Laws, including applicable Business Integrity Laws and Sanctions.

Sanctions: Each Purchaser Party:

is not in breach of any Sanctions;

is not a Restricted Party and is not knowingly in any way connected to, or involved in dealings with a Restricted Party; and

is not involved in any investigation relating to Sanctions violations or any other action or matter which may cause the Purchaser Parties to be exposed to any adverse action under any Sanctions (whether under secondary sanctions or otherwise).

Disclaimer

Acknowledgement of the Purchaser Parties

Closing of Transaction

Closing Deliveries

US Purchaser shall deliver or cause to be delivered to Kennecott payment in cash of the Purchase Price in accordance with Section 3.1; and

Kennecott shall deliver or cause to be delivered to US Purchaser:

a duly completed and executed assignment in respect of the Cortez Royalty in the form of Schedule “B”; and

certified copies of resolutions of Kennecott approving the execution and delivery of this Agreement and all documents required to be executed and delivered by Kennecott pursuant to this Agreement.

Indemnification of Parties

Kennecott or the Purchaser Parties, as applicable (the “Indemnifying Party”), shall indemnify, defend and save harmless, respectively, the Purchaser Parties’ or Kennecott’s directors, officers, employees, representatives and shareholders (in this Article 7, collectively the “Indemnified Party”) from, and shall pay for, any Losses suffered by, imposed upon or asserted against any of them, whether directly or indirectly, as a result of, in connection with or arising out of or under

With respect only to breaches of the warranties set out in Article 5, the Indemnified Party shall be entitled to make a claim for indemnification or otherwise with respect to the matters described in Section 7.1(a) against the Indemnifying Party only if a Claims Notice in respect of such claim is delivered to the Indemnifying Party by the Indemnified Party during the Survival Period. For clarity, for all such other claims for indemnification with respect to the matters described in Section 7.1(a), a Claims Notice may be delivered to the Indemnifying Party at any time without limitation as to time.

The Parties agree to treat (and cause their Affiliates to treat) any payments received pursuant to this Article 7 as adjustments to the Purchase Price for all Tax purposes, to the maximum extent permitted by applicable Law, on the basis that any payments received pursuant to this Article 7 in respect of the Cortez Royalty shall be treated as an adjustment of the Purchase Price, provided that the total amount payable to any Indemnified Party by the Indemnifying Party pursuant to this Article 7 in respect of the Cortez Royalty shall not exceed an amount equal to the Purchase Price paid in accordance with Section 2.2.

Limitation Periods

Acknowledgement of Notices of Assignments

Delivery of Notices and Agreements

in addition to the payments contemplated in Section 4.1(a)(i), from time to time from and after Closing, as soon as reasonably practicable forward to the Purchaser Parties all notices, statements, reports and other correspondence that

deliver to the Purchaser Parties within three Business Days after the Closing either physical or electronic copies of the Cortez Royalty Agreement and physical or electronic copies of all written material notices, correspondence, books, records and other documents and instruments relating to the Cortez Royalty and delivered or received from or after the effective date of the Cortez Royalty in all cases to the extent they are in the possession or control of Kennecott or its Affiliates and may be provided to the Purchaser Parties without breaching any confidentiality obligations to which Kennecott or any of its Affiliates are subject (excluding for such purposes any such confidentiality obligations arising under the Cortez Royalty Agreement) and without breaching applicable Law; and

upon the express written request of the Purchaser Parties and during the period of 24 months following Closing, use its commercially reasonable efforts to execute and deliver, such reasonable documents (duly notarised and/or legalised in accordance with the laws of the applicable jurisdiction) prepared by the Purchaser Parties and their respective counsel as may reasonably be required: (i) to amend the terms of any existing registration or public record that indicate that Kennecott or any of its Affiliates is the owner of the Cortez Royalty in order to reflect the acquisition of the Cortez Royalty by the US Purchaser; and (ii) otherwise where possible and desirable, to complete the registration or recording of the Cortez Royalty, including the transfer thereof to the US Purchaser, in each case in the applicable registries or recording offices. All reasonable costs and expenses incurred by Kennecott or any of its Affiliates related to the foregoing, shall be borne by the Purchaser Parties, including, without limitation, filing fees, taxes, notarial and legal fees incurred by Kennecott or any of its Affiliates.

Enforcement of Rights

in enforcing the Purchaser Parties’ rights to the Cortez Royalty, commencing proceedings in its own name to the extent required under applicable Law to enable the Purchaser Parties to enforce such rights; and

in the collecting of monies due and payable to the Purchaser Parties after giving effect to the transfer and assignment of the Cortez Royalty contemplated under this Agreement.

General

Each of the Parties agrees to be bound by the dispute resolution and arbitration provisions contained in this Article 9 and agrees that any and all disputes arising under or in connection with this Agreement shall be determined and resolved in accordance with, and governed by, the provisions herein.

Subject to Section 9.2(a), any dispute arising under or in connection with this Agreement which has not been resolved by the Parties (the “Disputing Parties”) within 20 days after the date on which any Disputing Party delivers written notice to the other Disputing Party of such dispute, which notice shall specify in reasonable detail the matter or matters in dispute and reference this Article 9, shall be referred to the senior officers of the Disputing Parties, who shall meet (face to face or by telephonic means) no later than the 10th Business Day from the expiry of such 20-day period and shall endeavour to arrive at an amicable solution to such dispute as soon as practicable.

In the event that a dispute is not resolved within 10 Business Days of the first meeting of the senior officers referred to in Section 9.1(b), the dispute shall be referred for resolution pursuant to the dispute resolution provisions of Section 9.2.

For the avoidance of doubt, the procedures for the settlement of disputes set forth in this Article 9 shall not derogate from the express powers of the Parties set out in this Agreement.

Arbitration

If a dispute is not resolved within 10 Business Days of the first meeting of those senior officers referred to in Section 9.1(b), the dispute will be resolved by arbitration conducted by a sole arbitrator appointed by mutual agreement of the Disputing Parties (the “Arbitrator”). Should the Disputing Parties fail to agree to appoint the Arbitrator within 15 days of initiation of arbitration proceedings, any Disputing Party may bring an application to the London Court of International Arbitration (“LCIA”) for the appointment of the Arbitrator pursuant to the London Court of International Arbitration’s Arbitration Rules as amended from time to time (the “Arbitration Rules”).

The seat and place of arbitration shall be London, UK and the language of the arbitration shall be English. The dispute shall be finally resolved in accordance with the Arbitration Rules.

The individual who serves as Arbitrator shall be qualified by education and experience to decide the matter in dispute and shall be at arm’s length from all Disputing Parties and their Affiliates and shall not be a member of the audit or legal firm or firms who advise any Disputing Party or a Person who is otherwise regularly retained by any Disputing Party.

All meetings and hearings will be in private unless the Disputing Parties otherwise agree.

The Arbitrator will set out his or her decision in writing and, unless the Disputing Parties otherwise agree, will set out reasons for decision in the decision.

The Arbitrator will send the decision to the Disputing Parties as soon as practicable after the conclusion of the final hearing, but in any event no later than 60 days thereafter, unless that time period is extended for a fixed period by the Arbitrator on written notice to each Party because of illness or other cause beyond the Arbitrator’s control or by mutual agreement of the Disputing Parties.

Subject to the Arbitration Rules, all decisions of the Arbitrator will be final and binding on the Disputing Parties and not subject to appeal.

By submitting to arbitration under the Arbitration Rules, the Disputing Parties shall be taken to have conferred on the Arbitrator the jurisdiction and powers set out herein, to be exercised at the Arbitrator’s discretion, subject only to this Section 9.2 and the relevant applicable Law, with the object of ensuring the just, expeditious, economical and final determination of the dispute referred to arbitration.

The award of the Arbitrator, all written materials submitted to or delivered by the Arbitrator and any reasons for the decision of the Arbitrator shall be kept confidential except (i) as may reasonably be necessary to obtain enforcement thereof; (ii) for any Disputing Party to comply with its disclosure obligations under applicable Laws; (iii) to permit the Disputing Parties to exercise properly their rights under the Arbitration Rules; and (iv) to the extent that disclosure is required to allow the Disputing Parties to consult with their professional advisors.

Injunctive Relief

Continued Performance

Notices

All notices and other required or permitted communications (each a “Notice”) shall be in writing and shall be addressed as follows:

if to Kennecott:

if to the Purchaser Parties:

All Notices shall be given:

by email; and

by national or international courier service, as applicable.

All Notices (including electronic communication) shall be effective and shall be deemed given on the first date of receipt at the principal address if received during normal business hours, and, if not received during normal business hours, on the next Business Day following receipt. Any change of address may be made by Notice to the other Parties.

General Provisions

Waiver

Amendment

Non-Merger

Governing Law

Severability

the remaining provisions shall nevertheless be and remain valid and subsisting in such jurisdiction and shall be construed as if this Agreement had been executed without the illegal, invalid or unenforceable portion so long as the economic or legal substance of the transactions contemplated hereby is not affected in any manner materially adverse to any Party; and

that provision shall nevertheless be and remain valid and subsisting in other jurisdictions.

Benefit of the Agreement

Assignment

No Third Party Beneficiary Rights

Expenses

Confidentiality; Public Disclosure

This Agreement and the contents hereof, and any instruments or agreements in implementation of this Agreement, shall be maintained in confidence by the Parties and not be disclosed to any other Person other than the Parties without the prior written approval of the other Parties, which shall not be unreasonably withheld.

Notwithstanding Section 10.2(j)(i), but subject to Section 9.2(i), each Party shall be entitled to disclose the existence of this Agreement and the contents hereof, and the existence and contents of any instruments or agreements in implementation of this Agreement:

as may be required to give effect to any Party’s rights or obligations under this Agreement, the Cortez Royalty Agreement and then only upon notice by the disclosing Party to the other Parties, including without limitation, if required in connection with legal proceedings or arbitration;

to an advisor, auditor, consultant, contractor or subcontractor that has a bona fide need to be informed;

to any third Person to whom the disclosing Party contemplates a transfer of its interest in the Cortez Royalty Agreement;

to a bank or other financial institution considering the provision of or, which has provided financial accommodation to, a Party or an Affiliate of a Party or to a trustee, representative or agent of such bank or financial institution;

to any Affiliate of such Party and to such Party’s or its Affiliates’ respective directors, officers, employees, agents and advisors who have a need to know such information;

as may be necessary in seeking approval of any Governmental Authority;

to the extent required by Law or by a lawful requirement of any Governmental Authority or stock exchange having jurisdiction over a Party or its Affiliates;

as may be necessary in discharging any express reporting or disclosure of information obligation under the Cortez Royalty Agreement; or

which, through no fault of the Party, has become publicly disclosed or part of the public domain,

The Parties shall consult with each other at a reasonable time prior to issuing any public disclosure or press release in respect of their entry into this Agreement and the Closing and the content of any public disclosure or press release respecting entry into this Agreement or the Closing shall be approved by the Parties prior to the making of such public disclosure or press release, which approval shall not be unreasonably withheld by the Parties from whom such consent is being sought; provided that the requirement for the approval of the Parties in the foregoing shall only apply with respect to information that has not already been publicly disclosed by Kennecott or the Purchaser Parties in accordance with this Section 10.2(j)(iii).

For the avoidance of doubt, nothing in this Section 10.2(j) shall prevent any of the Parties or their respective Affiliates from complying in good faith with obligations under applicable Laws, rules or policies or the rules or policies of any stock exchange on which such Parties’ or its Affiliates’ securities are or may become listed or the rules of any securities commission to which such Parties or its Affiliates are, from time to time, subject.

Entire Agreement

Counterparts and Electronic Execution

any (i) employee, officer or any person otherwise acting in an official capacity for or on behalf of, a Governmental Authority; (ii) person holding a legislative, administrative or judicial position of any kind, regardless of whether elected or appointed, of a Governmental Authority; (iii) an officer of, or individual who holds a position in, a political party; (iv) a candidate for political office; (v) any officer or employee of a public international organisation (including, but not limited to, the United Nations, IMF or World Bank) (vi) an individual who holds any other official, ceremonial or other appointed or inherited position with a Governmental Authority; (vii) any individual who exercises a public function for or on behalf of a country or territory or for any public agency or public enterprise of that country or territory; or (viii) a person who is a relative of any person falling within (i) to (vii) above;

any Person (including its directors, officers, employees, contractors, sub-contractors and agents) acting on behalf of any commercial organisation or private individual; or

any other person while knowing that all or any portion of such illegal payment, thing of value or improper advantage would be offered, promised, paid or given to any of the persons described in paragraphs (a) to (b) above,

In accordance with the Rio Tinto Production Royalty Deed dated March 5, 2008 (the “Royalty Deed”), between Kennecott Australia and Barrick Gold Finance, Inc., a Delaware corporation (“BGF”), recorded in the Office of the Lander County Recorder, Nevada, on March 6, 2008, as Document No. 250801, and in the Office of the Eureka County Recorder, Nevada, on March 6, 2008, as Document No. 2008-211704, Kennecott Australia reserved to itself and BGF agreed to pay to Kennecott Australia a mineral production royalty (the “Royalty”), and Barrick agreed to perform certain obligations in respect of the Royalty and the property subject to the Royalty as provided in the Royalty Deed and the Purchase Agreement dated February 21, 2008, between Kennecott Australia and BGF, pursuant to which the Royalty Deed was executed, delivered, and recorded.  The property subject to the Royalty is described in the Royalty Deed.

Assignor is the successor by the merger of Kennecott Australia into Assignor as provided in the Certificate of Merger filed in the Office of the Secretary of State of the State of Delaware on August 17, 2012.

Assignor, Assignee, and Royal Gold, Inc., a Delaware corporation, have entered into the Royalty Sale and Purchase Agreement dated ____________________, 2022 (the “Royalty Purchase Agreement”), pursuant to which Assignor agreed to sell to Assignee, and Assignee agreed to purchase from Assignor, all of Assignor’s right, title, and interest in and to the Royalty Deed, including the Royalty.

Assignor, Assignee, and Royal Gold have closed the purchase and sale contemplated in the Royalty Purchase Agreement, and Assignor is obligated to assign to Assignee and Assignee is obligated to accept the assignment and the transfer of all of Assignor’s right, title, and interest in and to the Royalty Deed, including the Royalty and all of Assignor’s right, title, and interest in and to all other benefits, claims and rights held and owned by Assignor, of record or otherwise, relating to the Royalty Deed and the Royalty.