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ROYAL GOLD, INC. 2004 OMNIBUS LONG-TERM INCENTIVE PLAN STOCK APPRECIATION RIGHTS AGREEMENT- STOCK SETTLED

Settlement Agreement

ROYAL GOLD, INC. 2004 OMNIBUS LONG-TERM INCENTIVE PLAN STOCK APPRECIATION RIGHTS AGREEMENT- STOCK SETTLED | Document Parties: ROYAL GOLD, INC You are currently viewing:
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ROYAL GOLD, INC

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Title: ROYAL GOLD, INC. 2004 OMNIBUS LONG-TERM INCENTIVE PLAN STOCK APPRECIATION RIGHTS AGREEMENT- STOCK SETTLED
Governing Law: Delaware     Date: 11/7/2008
Industry: Gold and Silver     Sector: Basic Materials

ROYAL GOLD, INC. 2004 OMNIBUS LONG-TERM INCENTIVE PLAN STOCK APPRECIATION RIGHTS AGREEMENT- STOCK SETTLED, Parties: royal gold  inc
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Exhibit 10.6

Grant No.:                     

ROYAL GOLD, INC.
2004 OMNIBUS LONG-TERM INCENTIVE PLAN

STOCK APPRECIATION RIGHTS AGREEMENT- STOCK SETTLED

Royal Gold, Inc., a Delaware corporation (the “Company”), hereby grants stock appreciation rights (“SARs”) relating to its common stock, $.01 par value per share, (the “Stock”) to the Grantee named below subject to the restrictions and vesting conditions set forth in the attachment. The terms and conditions of the SARs are set forth in this cover sheet, in the attachment, and in the Company’s 2004 Omnibus Long-Term Incentive Plan (the “Plan”).

Grant Date:                                          , 200__

Name of Grantee:                                                                                     

Grantee’s Social Security Number: _____-____-_____

Number of Shares of Stock Subject to the SARs: ______________

SAR Grant Price per Share: $___.___ (At least 100% of Fair Market Value on the Grant Date)

Vesting Start Date:                                          , ____

By signing this cover sheet, you agree to all of the terms and conditions described in the attached Agreement and in the Plan, a copy of which is also available upon request to the Corporate Secretary. You acknowledge that you have carefully reviewed the Plan, and agree that the Plan will control in the event any provision of this Agreement should appear to be inconsistent.

 

 

 

 

 

Grantee:

 

 

 

 

 

 

 

(Signature)

 

 

 

 

 

 

 

Company:

 

 

 

 

 

 

 

 

 

 

 

(Signature)

 

 

 

 

 

 

 

Title: President and Chief Executive Officer

 

 

 

 

 

 

 

Attachment

This is not a stock certificate or a negotiable instrument.

 


 

ROYAL GOLD, INC.
2004 OMNIBUS LONG-TERM INCENTIVE PLAN

STOCK APPRECIATION RIGHTS AGREEMENT

 

 

 

Stock Appreciation Rights

 

This grant is an award of stock appreciation rights (“SARs”) exercisable for the number of shares set forth on the cover sheet, subject to the vesting conditions described below.

 

 

 

Vesting

 

The SARs are only exercisable before they expire and then only with respect to the vested portion of the SARs. Subject to the preceding sentence, you may exercise the SARs, in whole or in part, for a whole number of vested shares not less than 100 shares, unless the number of shares purchased is the total number available for purchase under the SARs, by following the procedures set forth in the Plan and below in this Agreement.

 

 

 

 

 

Your right to exercise the SARs vests as to one-third (1/3) of the total number of shares of Stock subject to the SARs, as shown on the cover sheet, on the first, second and third anniversaries of the Vesting Start Date (“Anniversary Date”), provided you then continue in Service. The resulting aggregate number of vested SARs will be rounded to the nearest whole number, and you cannot vest in more than the number of SARs shown on the cover sheet.

 

 

 

 

 

No additional SARs will vest after your Service has terminated for any reason.

 

 

 

Termination without Cause, Good Reason or Non-Renewal of Employment Agreement

 

Notwithstanding the foregoing vesting rules, if (i) the Company terminates your Service or your Employment Agreement without “Cause” (as defined in your Employment Agreement) during the term of your Employment Agreement, (ii) you terminate your Service or your Employment Agreement for “Good Reason” (as defined in your Employment Agreement) during the term of your Employment Agreement, or (iii) your Service is terminated upon the Company’s election not to renew the term for one of the four successive one-year renewal terms pursuant to Section 2 of your Employment Agreement, then, after the Company’s receipt of the Severance and Release Documents (as defined in your Employment Agreement) you shall be 100% vested in the SARs as of the date of the Company’s receipt of such Severance and Release Documents.

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As used herein, the term “Employment Agreement” shall mean that certain Employment Agreement between you and the Company dated September 15, 2008, as the same may be amended after the date hereof.

 

 

 

Term

 

Your SARs will expire in any event at the close of business at Company headquarters on the day of the 10th anniversary of the Grant Date, as shown on the cover sheet. Your SARs will expire earlier if your Service terminates, as described below.

 

 

 

Regular Termination

 

If your Service terminates for any reason, other than death, Disability or Cause, then your unvested SARs will expire immediately and your vested SARs will expire at the close of business at Company headquarters on the 90th day after your termination date.

 

 

 

Termination for Cause

 

If your Service is terminated for Cause, then you shall immediately forfeit all rights to your SARs and the SARs shall immediately expire.

 

 

 

Death

 

If your Service terminates because of your death, then your unvested SARs will expire immediately and your vested SARs will expire at the close of business at Company headquarters on the date twelve (12) months after the date of death. During that twelve month period, your estate or heirs may exercise the vested portion of your SARs.

 

 

 

 

 

In addition, if you die during the 90-day period described in connection with a regular termination (i.e., a termination of your Service not on account of your death, Disability or Cause), and a vested portion of your SARs has not yet been exercised, then your SARs will instead expire on the date twelve (12) months after your termination date. In such a case, during the period following your death up to the date twelve (12) months after your termination date, your estate or heirs may exercise the vested portion of your SARs.

 

 

 

Disability

 

If your Service terminates because of your Disability, then your unvested SARs will expire immediately and your vested SARs will expire at the close of business at Company headquarters on the date twelve (12) months after your termination date.

 

 

 

Extension of Expiration Date

 

Notwithstanding the foregoing, if (i) you are terminated pursuant to Sections 5(a), (c), (d) or (e) of your Employment Agreement, and (ii) you are precluded from selling in the open market any

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shares of Stock underlying the SARs for any portion of the period of time between the date of termination of your Service and the expiration date of the SARs set forth in the section entitled “Regular Termination,” “Death” or “Disability” above, as applicable, by reason of any lock-up agreement restricting your ability to sell such Stock in the open market or under the Company’s insider trading or similar plan as then in effect (whether because a trading window is not open or you are otherwise restricted from trading), then the expiration date for the SARs shall be extended for a period of time equal to the number of days that you were precluded from selling such Stock during the exercise period, provided, however, that the expiration date shall not be extended pursuant to this section beyond the tenth (10th) anniversary of the Grant Date.

 

 

 

Leaves of Absence

 

For purposes of this award of SARs, your Service does not terminate when you go on a bona fide employee leave of absence that was approved by the Company in writing, if the terms of the leave provide for continued Service crediting, or when continued Service crediting is required by applicable law. However, your Service will be treated as terminating 90 days after you went on employee leave, unless your right to return to active work is guaranteed by law or by a contract. Your Service terminates in any event when the approved leave ends unless you immediately return to active employee work.

 

 

 

 

 

The Company determines, in its sole discretion, which leaves count for this purpose, and when your Service terminates for all purposes under the Plan.

 

 

 

Notice of Exercise

 

When you wish to exercise this award of SARs, you must notify the Company by filing the proper “Notice of Exercise” form at the address given on the form. Your notice must specify how many SARs you wish to exercise (in a parcel of at least 100 SARs generally). Your notice must also specify how the shares of Stock received on the exercise of your SARs should be registered (in your name only or in your and your spouse’s names as joint tenants with right of survivorship). The notice will be effective when it is received by the Company.

 

 

 

 

 

If someone else wants to exercise the SARs after your death, that person must prove to the Company’s satisfaction that he or she is entitled to do so.

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Payment for SARs

 

Upon your exercise of the SARs, the Company shall pay you in shares of Stock an amount equal to the positive difference (if any) between the Fair Market Value of a share of Stock on the exercise date and the SAR Grant Price, multiplied by the number of SARs being exercised. Any fractional shares of Stock


 
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