Attached files
file | filename |
---|---|
8-K - FORM 8-K - ROYAL GOLD INC | d70759e8vk.htm |
EX-10.3 - EX-10.3 - ROYAL GOLD INC | d70759exv10w3.htm |
EX-99.1 - EX-99.1 - ROYAL GOLD INC | d70759exv99w1.htm |
EX-10.2 - EX-10.2 - ROYAL GOLD INC | d70759exv10w2.htm |
EX-10.1 - EX-10.1 - ROYAL GOLD INC | d70759exv10w1.htm |
Exhibit 10.4
PROMISSORY NOTE
New York, New York | ||
US$100,000,000 | January 20, 2010 |
FOR VALUE RECEIVED, the undersigned, ROYAL GOLD, INC., a corporation organized and existing
under the laws of Delaware (Maker), hereby promises to pay to the order of HSBC BANK USA,
NATIONAL ASSOCIATION, a national banking association organized under the laws of the United States
(HSBC Bank), as administrative agent for the Lenders (in such capacity, the
Administrative Agent) or other holder hereof (with the Administrative Agent and any other
holder hereof sometimes referred to herein as Holder), at the place and times provided in
the Term Loan Facility Agreement dated as of January 20, 2010 among the Maker, as borrower, Royal
Gold Chile Limitada, a Chilean limited liability partnership, as a guarantor, RGLD Gold Canada,
Inc., a corporation organized and existing under the laws of the Province of British Columbia, as a
guarantor, High Desert Mineral Resources, Inc., a corporation organized and existing under the laws
of Delaware, as a guarantor, those additional guarantors from time to time party hereto, as
guarantors, HSBC Bank, as a lender, and those banks and financial institutions identified as
Lender on the signature page thereto and such other banks or financial institutions as may from
time to time become parties thereto, as lenders (the Additional Lenders) (with each of
HSBC Bank and the Additional Lenders individually referred to as a Lender and
collectively the Lenders), the Administrative Agent, and HSBC SECURITIES (USA) INC., as
sole lead arranger (as amended, restated, supplemented or otherwise modified in accordance with its
terms, the Credit Agreement) the principal sum of One Hundred Million Dollars
(US$100,000,000), or, if less, the aggregate unpaid principal amount of the Loan under the Credit
Agreement. Capitalized terms used in this Note and not defined herein shall have the meanings
assigned thereto in the Credit Agreement.
This Note evidences the obligation of the Maker to repay all Loans made by the Lenders to the
Maker pursuant to the Credit Agreement.
Maker further agrees to pay and deliver to Holder, when and as provided in the Credit
Agreement, interest on the outstanding principal amount hereof at the rate and at the times
specified in the Credit Agreement. All payments of principal and interest on this Note shall be
payable in lawful currency of the United States of America in immediately available funds as
specified in the Credit Agreement.
This Note is made by the Maker pursuant to, and is subject to, all of the terms and conditions
of the Credit Agreement. Reference is hereby made to the Credit Agreement and the documents
delivered in connection therewith for a statement of the prepayment rights and obligations of the
Maker, a description of the collateral in which Liens have been granted by the Maker to secure the
payment and performance of Maker hereunder, the nature and extent of such Liens, and for a
statement of the terms and conditions under which the due date of this Note may be accelerated.
In addition to, and not in limitation of, the foregoing and the provisions of the Credit
Agreement, Maker further agrees, subject only to any limitation imposed by applicable law, to pay
all expenses, including reasonable attorneys fees and legal expenses, incurred by any
Holder hereof in endeavoring to collect any amounts due and payable hereunder which are not
paid and delivered or otherwise satisfied when due, whether by acceleration or otherwise.
Maker, for itself and for all endorsers hereof, hereby waives all requirements as to
diligence, notice, demand, presentment for payment, protest and notice of dishonor.
This Note and the rights of Maker and any Holders hereof are governed by the laws of the State
of New York.
[Signature page to follow.]
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IN WITNESS WHEREOF, Maker has executed and delivered this Note as of the date first above
written.
ROYAL GOLD, INC., | ||||||
a Delaware corporation | ||||||
By: | /s/ Stefan Wenger
|
|||||
Name: | Stefan Wenger | |||||
Title: | Chief Financial Officer and Treasurer |
Signature Page to Promissory Note
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