The Existing Parties agree that, as of the Acquisition Date, Existing Party 4 shall enjoy all rights under or in connection with the Shareholders Agreement that the Seller had with respect to such Shares under the Shareholders Agreement as if Existing Party 4 had been a party to the Shareholders Agreement from the beginning.

3 OBLIGATIONS AND RIGHTS OF THE EXISTING PARTY 4

Third Party Rights. This Bonus Plan shall not confer on any person other than the Company and any Covered Executive any rights or remedies hereunder.

Except in respect of the Secured Parties not party to this Amendment, which Persons (including, for the avoidance of doubt, their respective successors and permitted assigns) are intended to have the benefit of (but shall not enforce other than via the Administrative Agent) this Amendment pursuant to the Contracts (Rights of Third Parties) Act 1999, a Person who is not a Party has no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce or to enjoy the benefit of any term of this Amendment.

Third-Party Rights. The provisions of this [Section 5.07] are for the sole benefit of the parties to this Agreement and nothing herein, expressed or implied, is intended or shall be construed to confer upon or give to any person (including, for the avoidance of doubt, any Plant Employee), other than the parties hereto and their respective permitted successors and assigns, any ​ or equitable or other rights or remedies under or by reason of any provision of this Agreement. Nothing contained herein, express or implied: # shall be construed to establish, amend, or modify any benefit plan, program, agreement or arrangement, # shall alter or limit the ability of Seller, Buyer or any of their respective Affiliates to amend, modify or terminate any benefit plan, program, agreement or arrangement, or # is intended to confer upon any current or former employee any right to employment or continued employment for any period of time by reason of this Agreement, or any right to a particular term or condition of employment.

Third-Party Rights. No rights are intended to be created hereunder for the benefit of any third-party donee, creditor or incidental beneficiary or any affiliate of any Borrower.

"Existing Royalty" means a 2% net smelter returns royalty on the leased patented claims that comprise a portion of the Mineral Rights granted to Christian W. Bramwell pursuant to a mining lease and option to purchase dated ​ and made between Bramwell and Maximus Ventures Ltd. ("Maximus"), as assigned by Maximus to Walker Lane Gold LLC ("Walker") pursuant to an assignment and assumption agreement dated ​ and further assigned by Walker to Timberwolf Minerals Ltd. ("Timberwolf") pursuant to an assignment and assumption agreement dated ​, and further assigned by Timberwolf to ISC Copper Systems Ltd. pursuant to an assignment and assumption agreement dated August 29 2010;

Existing Obligations. Borrowers and Guarantors hereby acknowledge, confirm and agree that # Existing Spartan Borrowers are indebted to Administrative Agent and Lenders for loans and advances to Existing Spartan Borrowers under the Existing Spartan Credit Agreement, as of the close of business on ​, in the aggregate principal amount of ​ and the aggregate amount of ​ in respect of Letter of Credit Obligations (as defined in the Existing Spartan Credit Agreement) and # Existing ​ Borrowers are indebted to Administrative Agent and Lenders for loans and advances to Existing ​ Borrowers under the Existing ​ Credit Agreement, as of the close of business on ​, in the aggregate principal amount of ​ and the aggregate amount of ​ in respect of L/C Obligations (as defined in the Existing ​ Credit Agreement), in each case, together with all interest accrued and accruing thereon (to the extent applicable), and all fees, costs, expenses and other charges relating thereto, all of which are unconditionally owing by Borrowers and Guarantors to Administrative Agent and Lenders, without offset, defense or counterclaim of any kind, nature or description whatsoever.

Existing Obligations. The Loan Parties hereby acknowledge, confirm and agree that, as of the date hereof , the Loan Parties are indebted to Agent (in its capacity as agent under the Existing Credit Agreement) and Existing Lenders in respect of extensions of credit under the Existing Credit Agreement in the aggregate principal amount of ​, and with respect to the Letters of Credit ​, in each case together with all interest accrued and accruing thereon (to the extent applicable), and all fees, costs, expenses and other charges relating thereto, all of which are unconditionally owing by Borrowers to Agent (in its capacity as agent under the Existing Credit Agreement) and Existing Lenders, without offset, defense or counterclaim of any kind, nature or description whatsoever.

Existing Indebtedness. (i) ​ shall have received # evidence satisfactory to ​ that all necessary termination statements, satisfaction documents and any other applicable releases in connection with any existing Indebtedness and all other Liens with respect to Loan Parties that are not Permitted Liens have been filed or arrangements satisfactory to ​ have been made for such filing and # the ​ and the Subsidiaries shall have outstanding no Indebtedness other than # Indebtedness outstanding under this Agreement and # Indebtedness permitted under this Agreement to be outstanding on the Closing Date;