ROYAL GOLD, INC.
2004 OMNIBUS LONG-TERM INCENTIVE PLAN
PERFORMANCE SHARE
AGREEMENT
Royal Gold,
Inc., a Delaware corporation (the “Company”), hereby
grants performance shares relating to shares of its common stock,
$.01 par value (the “Stock”), to the individual named
below as the Holder, subject to the vesting conditions set forth in
the attachment. Additional terms and conditions of the grant are
set forth in this cover sheet, in the attachment and in the Royal
Gold, Inc. 2004 Omnibus Long-Term Incentive Plan (the
“Plan”).
Holder’s
Social Security Number:
Number of
Performance Shares Covered by Grant:
This
Performance Share grant is subject to all of the terms and
conditions described in this Agreement and in the Plan, a copy of
which is available for your review upon request to the Corporate
Secretary. You should carefully review the Plan, and the Plan will
control in the event any provision of this Agreement should appear
to be inconsistent with the terms of the Plan.
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(Signature)
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Chairman and
Chief Executive Officer
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This is not a
stock certificate or a negotiable instrument.
ROYAL GOLD, INC.
2004 OMNIBUS LONG-TERM INCENTIVE PLAN
PERFORMANCE SHARE
AGREEMENT
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Performance
Shares Transferability
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This grant is
an award of performance shares in the number of shares set forth on
the cover sheet, subject to the vesting conditions described below
(the “Performance Shares”). Your Performance Shares may
not be transferred, assigned, pledged or hypothecated, whether by
operation of law or otherwise, nor may the Performance Shares be
made subject to execution, attachment or similar
process.
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The Performance
Shares shall vest as follows: (i) ___percent (___%) of the total
number of Performance Shares granted hereunder shall vest for each
___ percent (___%) increase in free cash flow per share
(“FCFPS”) (as defined in the Company’s most
recent annual report and on a trailing twelve month basis,
calculated quarterly) over FCFPS in the trailing twelve month
period ended September 30, 200___of $___share (you will be
___(___%) vested in the Performance Shares if there has been a
___percent increase in FCFPS over FCFPS in the trailing twelve
month period ended September 30, 200_) (ii) ___percent (___%)
of the total number of Performance Shares granted hereunder shall
vest for each ___% increase of the total royalty ounces in reserve
(as determined below) on a per share of Stock basis for any annual
reporting period over total royalty ounces in reserve on a per
share of Stock basis of
ounces per share at the Grant Date. The vesting thresholds set
forth in subsections (i) and (ii) above are separate and
independent thresholds that will each result in vesting; both
thresholds need not be met for vesting to occur. For purposes of
the forgoing vesting rules, total royalty ounces in reserve shall
equal the sum of the royalty ounces in reserve for each royalty
owned by the Company, each calculated by multiplying (C) times
(D) where (C) equals the total ounces of gold
(attributable to the Royal Gold royalty) in reserve as reported by
the operator (if a royalty is for a metal other than gold, for
purposes of this calculation, the total reserve of such metal shall
be adjusted to a proportionate number of ounces of gold, based on
the price of such metal to the price of gold at
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the time of
such determination) and (D) equals the applicable royalty rate
at the time of such calculation.
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Notwithstanding
the foregoing vesting rules, if you incur an Involuntary
Termination in connection with a Corporate Transaction, you shall
be one hundred percent (100%) vested in the Performance Shares as
of the date of such Involuntary Termination.
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For this
purpose, Involuntary Termination in connection with a Corporate
Transaction means a termination of your Service during the one year
perio
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