Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme		Swan Gold Mining Limited
	100 038 266
ACN/ARSN
1. Details of substantial holder(1) Name	DCM DECOmatal GmbH (DCM)
ACN/ARSN (if applicable)		Not applicable (N/A)
There was a change in the interests of the substantial holder on		N/A this notice corrects and updates the previous notice.
The previous notice was given to the company on		3 November 2011
The previous notice was dated		3 November 2011

Previous and present voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

Class of securities (4)	Previous notice		Present notice
	Person's voles	Voling power (5)	Person's voles	Voling power (5)
Fully paid ordinary shares __(ORD)	222 664 264	29.95%	227.238.597	30.57%

3. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of
the company or scheme, since the substantial holder was last required to give

Date of change	Person whose relevant interest	Nature of change (6)	Consideration oiven in relation to change (7)	Class and number of securities affected	Person's votes affected
3 May 2012	changed DCM	Relevant interest through Share Sale Agreement	\$38,451	17.545,028 ORD	17.545.028
Between April and November 2007	DCM	On market purchase	\$4,283,000	4.583.333 ORD	4.583.333

4. Present relevant Interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Nature of relevant interest (6)	Class and number of sacurities	Person's votes
DCM	Bank Austria Unicredit Group	DCM	Direct holding	2.916.666 ORD'	2.916.666
DCM	DCM	DCM	Direct holding	1,666,667 ORD	1.666.667
DCM	Stirling Gold Pty Limited (ACN 134 037 513) (Stirling Gold)	Stirling Gold	DCM has a relevant interest in 83.06% of Stirling Resources Limited which in turn holds 100% of Stirling Gold.	176,981.690 ORD	176.981.690

DCM	DCM	DCM	Direct holding	5.823,917	5,823,917
				ORD
DCM	Tentory Gold Ply	DCM	Relevant interest through	22.304.629	22.304.629
	Lld		Acquisition Agreement
DCM	Territory Gold Pty	DCM	Relevant Interest through Share	17,545,028	17,545,028
	Ltd		Sale Agreement	ORD ²

Notes

1 These Shares were acquired by DCM on market purchase between April and November 2007 and were not included in the previous notice due to an administrative oversight.

2These shares were to be transferred from Territory Gold Pty Ltd to DCM under the Acquisition Agreement the subject of the ASIC Form 603 dated 3 November 2011, however the condition precedent to that transfer was never satisfied (namely, Swan Gold Mining Limited obtained shareholder approval for the purpose of Section 611, Item 7 of the Corporations Act). Accordingly, Territory Gold Ply Ltd and DCM subsequently entered into the Share Sale Agreement on 3 May 2012 for the sale of these shares from Territory Gold Ply Ltd to DCM.

6. Changes in association

The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

--- - Ale eable" .onlic. . NARSN -806 - 63 8	30019 KOD വ 41.UT зостанон . .
N/A	--- NIA -- ____	استعداد

6. Addresses

The addresses of persons named in this form are:

Name	Address
DCM	Grazerplatz 5, Fuerstenfeld 8280, Austria
Stirling Gold	143 Hay Street, Sublaco 6008 ---
Stirling Resources Limited	143 Hay Street, Subiaco 6008

Signature	orint name	Dr. Erhard F. Grossnigg $k$ $k$ $k$ $k$ $s$ $s$ $s$ $s$ $s$ $s$ $s$ $s$ $s$ $s$	capacity managing director
	sign here	Gumul. *Awd*	date	10/05/2012
		DIRECTIONS

If there are a number of substantial holders with similar or related relevant interests (e.g. a corporation and its refated corporations, or the $(1)$ manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each
group, with the names and addresses of members is clearly set out in paragraph 6 of the f
See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$
See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(3)$
The voting shares of a company constitute one class unless divided into separate classes. $(4)$
The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(5)$
Include details of: $(6)$
any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) $(a)$ applies, a copy of any document selling out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and
any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voling powers or (b) disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification anolies).

See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was $(7)$ acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or
Its associate in relation to the acquisitions, even if they are not paid directly to
If the substantial holder is unable to determine the identity of the person (eg. If the relevant interest arises because of an option) write $(8)$ "unknown".
Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. $(9)$

$\lambda$

DCM DECOMETAL GMBH (Purchaser)

and

TERRITORY GOLD PTY LTD ACN 125 323 122 (Vendor)

SHARE SALE AGREEMENT

May. 2012 3:35

$\mathcal{L}^{\text{max}}{\text{max}}$ and $\mathcal{L}^{\text{max}}{\text{max}}$

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No. 0178 P. 4

$\frac{1}{2}$

		________
1.		DEFINITIONS AND INTERPRETATION
	1,1 1.2	Definitions Interpretation
2.		TRANSACTION
	2.1 2.1 2.2	Agreement to buy and sell Vendor Shares Consideration Title and Risk
3.		SETTLEMENT
	3.1 3.2 3.3 3.4 3.5	Time and Location of Settlement The Vendor's obligations at Settlement The Purchaser's obligations at Settlement Conditions of Settlement Settlement simultaneous
4.		REPRESENTATIONS AND WARRANTIES BY THE VENDOR
	4.1 4.2	Representations and Warranties Independent Warrantles
Б.		WARRANTIES BY THE PURCHASER
	5.1 5.2 5.3	Purchaser Warranties Independent Warrantles www.communication.communication.com/ Indemnity
6.		CONFIDENTIALITY
	6.1 6.2 6.3 6.4	Terms to remain confidential Disclosure of Information Public announcements Obligations continuing
7.		NOTICES
	7.1 7.2 7.3 7.4	Notices in writing Initial address of Parties Change of Address minimum minimum minimum minimum minimum minimum Receipt of notice
8.		GST LIABILITY
9.		NON-ASSIGNMENT
10,		FURTHER ASSURANCE
11.		GOVERNING LAW,
12.		VARIATION
13.		COSTS
	13.1 13.2	Dufy Legal Costs
14.		MISCELLANEOUS
	14.1 14.2 14.3 14.4 14.5	Enforcement of Provisions Approvals and consents No merger Sole Understanding Counterparts

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	14.6	Time
		SCHEDULE T VENDOR'S WARRANTIES
$\mathbf{1}$		OWNERSHIP AND STRUCTURE
	$1.1 -$	Ownership of the Vendor Shares
SCHEDULE 2		PURCHASER WARRANTIES

$\mathcal{C}_{\mathcal{A}}$

May. 2012 3:35

P. 6 No. 0178

THIS AGREEMENT is made the

day of

2012

BETWEEN

DCM DECOMETAL GMBH of Grazenplatz 5, Furstenfeld 8280, Austria (Purchaser);

AND

TERRITORY GOLD PTY LTD (ACN 125 323 122) of Ground Floor, 23 Ventnor Avenue, West Perth, Western Australia (Vendor).

RECITALS

The Vendor owns the Vendor Shares. À.

The Purchaser and the Vendor entered into a deed on 5 October 2011 for, ₿. among other things, the sale of the Vendor Shares by the Vendor to the Purchaser for the Consideration (Deed), subject to the Purchaser obtaining Shareholder approval under Item 7 of Section 611 of the Corporations Act within 3 months of the date of the Deed (Drop Dead Date).

The Purchaser subsequently entered into an agreement with the Company to, C. among other things, cancel the Vendor Shares under Part 2J.1 of the Corporations Act. The Vendor separately agreed with the Purchaser to the proposed cancellation of the Vendor Shares subject to the Purchaser paying the Vendor an amount equal to the Consideration. The Purchaser paid the Consideration to the Vendor in December 2011.
However, the Company did not obtain the approvals required under Part 2J,1 of D, the Corporations Act to cancel the Vendor Shares. Consequently, the Vendor Shares have not been cancelled.
In addition, the condition to the sale of the Vendor Shares under the Deed was Е. not satisfied before the Drop Dead Date. As a result, the provisions of the Deed relating to the sale of the Vendor Shares automatically terminated on the Drop Dead Date.
The Vendor has now agreed to transfer and the Purchaser has agreed to fake F. transfer of the Vendor Shares pursuant to the terms of this Agreement,

IT IS AGREED as follows:

1. DEFINITIONS AND INTERPRETATION

$1.1$ Definitions

In this Agreement:

Accrued Rights means all accretions and rights attaching to or arising from the Vendor Shares at or after the date of this Agreement, including all rights to receive dividends and to receive or subscribe for shares, notes or options, declared, paid or issued by the Company,

Agreement means the agreement constituted by this document and includes the recitals.

Business Day means a day that is not a Saturday, Sunday or public holiday in Western Australia.

Company means Swan Gold Mining Limited (ACN 100 038 266).

Confidential Information means any trade secrets, lists of information pertaining to clients of a Party and or suppliers, specifications, drawings, inventions, ideas, records, reports, software, patents, designs, copyright material, secret processes or other information, whether in writing or otherwise, relating to a Parly.

Consideration means \$38,451.

Corporations Act means the Corporations Act 2001 (Cth).

Encumbrance means any encumbrance, mortgage, pledge, charge, lien, assignment, hypothecation, security interest, title retention, preferential right or trust arrangement and any other security or agreement of any kind given or created and including any possessory lien in the ordinary course of business whether arising by operation of law or by contract.

Event of Insolvency means:

a receiver, manager, receiver and manager, trustee, administrator, ${\alpha}$ controller or similar officer is appointed in respect of a person or any asset of a person;
a liquidator or provisional liquidator is appointed in respect of the $(b)$ corporation:
any application (not being an application withdrawn or dismissed within ${c}$ 14 days) is made to a court for an order, or an order is made, or a meeting is convened, or a resolution is passed, for the purposes of:
$(1)$ appointing a person referred to in paragraphs (a) or (b);
佃 winding up a corporation: or
(iii) proposing or implementing a scheme of arrangement;
$(iv)$ any event or conduct occurs which would enable a court to grant a petition, or an order is made, for the bankruptcy of an Individual or his estate under any insolvency Provision;
a moratorium of any debts of a person, or an official assignment, or a (d) composition, or an arrangement (formal or informal) with a person's creditors, or any similar proceeding or arrangement by which the assets of a person are subjected conditionally or unconditionally to the control of that person's creditors or a trustee, is ordered, declared, or agreed to, or is applied for and the application is not withdrawn or dismissed within 14 days:
a person becomes, or admits in writing that it is, is declared to be, or is (e) deemed under any applicable law to be, insolvent or unable to pay its debts: or
(f) any with of execution, gamishee order, mareva injunction or similar order, affachment, distress or other process is made, levied or issued against or in relation to any asset of a person.

$\overline{2}$

Execution Date means the date of this Agreement.

GST has the meaning given to it in the GST Act.

GST Act means A New Tax System (Goods and Services Tax) Act 1999 (Cth) and any regulations thereto or such other act or regulations of equivalent effect.

Involce means a tax invoice as defined in and for the purposes of the GST Act or any document allowing the Recipient to claim an input tax credit under the GST Act.

Loss means losses, liabilities, damages, costs, charges and expenses, and includes any taxes or duties or associated costs or expenses.

Party means a party to this Agreement and Parties means the parties to this Agreement.

Purchaser Warrantles means the Warrantles set out in Schedule 2 and Purchaser Warranty means any one of them.

Related Body Corporate has the meaning given in section 9 of the Corporations Act.

Settlement means the settlement on the Settlement Date of the sale and purchase of the Vendor Shares in accordance with the terms of this Agreement.

Settlement Date means that date which is 5 Business Days after the Execution Date (or such other date as is agreed between the Parties).

Shareholder means a holder of a fully paid ordinary share in the capital of the Company.

Taxable Supply has the meaning given to it in the GST Act.

Vendor Shares means 17,545,028 fully paid ordinary shares in the capital of the Company,

Vendor Warranties means the Warrantles set out in Schedule 1 and Vendor Warranty means any one of them.

$1.2$ Interpretation

In this Agreement unless the context otherwise requires:

headings are for convenience only and do not affect its interpretation; $\alpha$
an obligation or liability assumed by, or a right conferred on, 2 or more (b) Partles binds or benefits all of them jointly and each of them severally;
the expression person includes an individual, the estate of an individual, (c) a corporation, an authority, an association or joint venture (whether incorporated or unincorporated), a partnership and a trust;
$(d)$ a reference to any party includes that party's executors, administrators, successors and permitted assigns, including any person taking by way of novation:
$(e)$ a reference to any document (including this Agreement) is to that document as varied, novated, ratified or replaced from time to time;
a reference to any statute or to any statutory provision includes any $(1)$ statutory modification or re-enactment of it or any statutory provision substituted for it, and all ordinances, by-laws, regulations, rules and statutory instruments (however described) issued under it:
words importing the singular include the plural (and vice versa) and $(q)$ words indicating a gender include every other gender;
reference to partles, clauses, schedules, exhibits or annexures are $(h)$ references to parties, clauses, schedules, exhibits and annexures to or of this Agreement and a reference to this Agreement includes any schedule, exhibit or annexure to this Agreement.
where a word or phrase is given a defined meaning, any other part of $(1)$ speech or grammatical form of that word or phrase has a corresponding meaning:
a reference to \$ or dollar is to Australian currency; and (i)
a reference to a payment is to a payment by bank cheque unless the $(k)$ recipient otherwise allows.

$2.$ TRANSACTION

$2.1$ Agreement to buy and sell Vendor Shares

The Vendor agrees to sell the Vendor Shares together with the Accrued Rights free from Encumbrances and the Purchaser agrees to purchase the Vendor Shares on the terms and conditions set out in this Agreement.

$21$ Consideration

The consideration for the entry into this Agreement by the Vendor is the $(a)$ payment by the Purchaser to the Vendor of the Consideration.
(b) The Vendor acknowledges that it has already received the Consideration from the Purchaser as set out in the Recitals to this Agreement.
$\left($ c) The partles acknowledge and agree that the Consideration is nonrefundable and that the Vendor is absolutely entitled to retain the Consideration, For the avoidance of doubt, the Vendor is entitled to retain the Consideration even if this Agreement is terminated under clause 3.4.

$2.2$ Title and Risk

Title to and risk in the Vendor Shares passes to the Purchaser on Settlement.

3. SETTLEMENT

$3.1$ Ilme and Location of Settlement

Settlement shall take place at 10.00am (Perth time) on the Settlement Date at the offices of the Purchaser in Perth, Western Australia or al such other offices as 14. May. $2012 - 3:36$

$P. 10$ No. 0178

the Partles may otherwise agree and at such time as shall be agreed by the Parties.

$3.2$ The Vendor's obligations at Settlement

At Settlement, the Vendor must confer on the Purchaser title to the Vendor Shares. To this end, at or prior to Settlement the Vendor covenants to, deliver or cause to be delivered to the Purchaser in a form and substance satisfactory to the Purchaser:

$(\alpha)$ share certificates in respect of the Vendor Shares: and
separate instruments of transfer in registrable form for the Vendor Shares $(b)$ In favour of the Purchaser (as transferee) which have been duly executed by the Vendor (as transferor).

The Purchaser's obligations at Settlement $3.3$

At Settlement, the Purchaser must execute the Instruments of transfer provided by the Vendor in accordance with clause 3.2(b).

$3.4$ Conditions of Settlement

Settlement is conditional on both the Purchaser and the Vendor (a) complying with all of their obligations under this clause 3.
If a party (Defaulting Party) falls to satisfy its obligations under this clause $(b)$ 3 on the day and at the place and time for Settlement then any other party (Nollfying Party) may give the Defaulting Party a notice requiring the Defaulting Party to sailsty those obligations within a period of 10 Business Days from the date of the notice and declaring time to be of the essence.
$(c)$ If the Defaulting Party falls to satisfy those obligations within those 10 Business Days the Notifying Party may, without limitation to any other rights it may have, terminate this Agreement by alving written notice to the Defaulting Party.

$3.5$ Settlement simultaneous

Sublect to clause 3.5(b), the actions to take place under this clause 3 ${Q}$ are interdependent and must take place, as nearly as possible, simultaneously. If one action does not take place, then without prejudice to any rights available to any Party as a consequence:
there is no obligation on any Party to undertake or perform any (I) of the other actions:
to the extent that such actions have already been undertaken. $(1)$ the parties must do everything reasonably required to reverse those actions: and
(iii) each Party must return to the other all documents delivered to it under this clause 3, and must each repay to the other all payments received by it under this clause 3, without prejudice to any other rights any Party may have in respect of that failure.

The Purchaser may, in its sole discretion, waive any or all of the actions $(b)$ that the Vendor is required to perform under clause 3.2.

$\boldsymbol{A}$ . REPRESENTATIONS AND WARRANTIES BY THE VENDOR

4.1 Representations and Warranties

The Vendor gives the Vendor Warranties in favour of the Purchaser at Settlement.

$4.2$ Independent Warrantles

Each of the Vendor Warrantles is to be construed independently of the others and is not limited by reference to any other Vendor Warranty.

$\overline{\mathbf{s}}$ . WARRANTIES BY THE PURCHASER

$5.1$ Purchaser Warrantles

The Purchaser gives the Purchaser Warranties in favour of the Vendor on the date of this Agreement and the Purchaser Warrantles will be deemed to be repeated immediately before Settlement.

Independent Warrantles $5.2$

Each of the Purchaser Warrantles is to be construed independently of the others and is not limited by reference to any other Purchaser Warranty.

$5.3$ Indemnity

The Purchaser Indemnifies the Vendor against, and must pay the Vendor an amount equal to, any Loss suffered or incurred by the Vendor as a result of a breach of a Purchaser Warranty.

6. CONFIDENTIALITY

$6.1$ Terms to remain confidential

Each Party is to keep confidential the terms of this Agreement, and any other Confidential information obtained in the course of furthering this Agreement, or during the negotiations preceding this Agreement, and is not to disclose it to any person except:

to employees, legal advisers, auditors and other consultants requiring ${\alpha}$ the information for the purposes of this Agreement:
(b) with the consent of the other Partles;
If the Information is, at the date of this Agreement, lawfully in the $(c)$ possession of the recipient of the information through sources other than any of the other Parlies:
If reautred by law or a stock exchange: (d)
If strictly and necessarity required in connection with legal proceedings $(e)$ relating to this Agreement;

$(f)$ if the information is generally and publicly available other than as a result of a breach of confidence; or
to a financier or prospective financier (or its advisers) of a Party, $(g)$

$6.2$ Disclosure of Information

A Party disclosing Confidential Information must use all reasonable endeavours to ensure that persons receiving Confidential Information from it do not disclose the information except in the circumstances permitted in clause 6.1.

$6.3$ Public announcements

A Party may not make any public announcement relating to this Agreement (including the fact that the parties have executed this Agreement) unless the other Parly has consented to the announcement, including the form and content of that disclosure unless the announcement would be permitted under the exemption in clause 6.1(f).

$6.4$ Obligations continuing

The obligations under this clause 6 contain obligations, separate and Independent from the other obligations of the Parties and remain in existence for a period of five (5) years from the Execution Date, regardless of any termination of this Agreement.

7. NOTICES

$7.1$ Notices in writing

Each notice authorised or required to be given to a Parly shall be in legible willing and in English addressed to the Party's address set out in clause 7.2 (or such other address nominated in accordance with clause 7,3).

$7.2$ Initial address of Parties

The initial address of the Parties shall be as follows:

In the case of the Vendor:

Ground Floor 23 Ventnor Avenue WEST PERTH WA 6005 Facsimlie: INT + (61 8) 9483 5111 Altention: The Company Secretary

In the case of the Purchaser:

C/- Steinepreis Paganin Level 4, The Read Buildings 16 Milligan Street PERTH WA 6000 Facsimile: INT + (61 8) 9321 4333 Attention: Mr Peter Wall

P. No. 0178 - 13

$7.3$ Change of Address

Each Party may from time to time change its address by giving notice pursuant to clause 7.1 to the other Parties.

$7.4$ Receipt of notice

Any notice given pursuant to clause 7.1 will be conclusively deemed to have been received:

In the case of personal delivery, on the actual day of delivery; (a)
(b) If sent by mall, two (2) Business Days from and including the day of postina: or
${c}$ If sent by facsimile, when a facsimile confirmation receipt is received. Indicating successful delivery.

but if the delivery or recelpt is on a day that is not a Business Day or is after 5.00pm (addressee's time) it is regarded as received at 9.00am on the following Business Day.

8. GST LIABILITY

$(a)$ Notwithstanding any provision in this Agreement, this clause 8 covers the GST liabilities of the parties in relation to a Taxable Supply made by one parly under this Agreement (the Provider) to the other parly under this Agreement (the Reciplent).
$(b)$ The Recipient must pay to the Provider the amount eaual to the amount of any GST the Provider is liable to pay on any Taxable Supply made by the Provider under this Agreement (Provider's Taxable Supply).
$(c)$ The Recipient must pay the Provider the amount in respect of GST the Recipient is liable to pay on each Provider's Taxable Supply at the same time and in the same manner as the Recipient is obliged to pay for the Provider's Taxable Supply provided that the Recipient may withhold payment of any amount in respect of GST until the Provider Issues the Reciplent with a valid invoice covering the relevant Taxable Supply.
$(d)$ Unless specific reference is made, the price for each Provider's Taxable Supply provided for by this Agreement does not include GST.

$\overline{9}$ . NON-ASSIGNMENT

No Party may assign any or all of its rights and obligations under this Agreement to any person except with the prior written consent of the other Party which consent shall not unreasonably be withheld.

10. FURTHER ASSURANCE

Each Party shall sign, execute and do all deeds, acts, documents and things as may reasonably be required by the other Party to effectively carry out and give effect to the terms and intentions of this Agreement.

$\overline{11}$ . GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the law from time to time in the State of Western Australia and the Parties garee to submit to the non-exclusive jurisdiction of the courls of Western Australia and the courts which hear appeals therefrom.

$\overline{12}$ . VARIATION

No modification or alteration of the terms of this Agreement shall be binding unless made in writing dated subsequent to the date of this Agreement and duly executed by the Parties.

13. COSTS

$13.1$ Dulv

All duty assessed on or in respect of this Agreement shall be paid 100% by the Purchaser.

13.2 Legal Costs

Each Party shall bear their own legal costs of and incidental to the preparation. negotiation and execution of this Agreement.

14. MISCELLANEOUS

$14.1$ Enforcement of Provisions

If any provision of this Agreement is invaild and not enforceable in accordance with its terms, all other provisions which are self-sustaining and capable of separate enforcement without regard to the invalid provision, shall be and continue to be valid and forceful in accordance with their terms.

$14.2$ Approvals and consents

If the doing of any act, matter or thing under this Agreement is dependent on the approval or consent of a party, that party may give conditionally or unconditionally or withhold its approval or consent in its absolute discretion, unless this Agreement expressly provides ofherwise.

$14.3$ No merger

The Vendor Warranties, Purchaser Warranties, undertakings and indemnities in this Agreement will not merge on Settlement.

14.4 Sole Understanding

This Agreement shall constitute the sole understanding of the Parties with respect to the subject matter and replaces all other agreements with respect thereto.

14.5 Counterparts

This Agreement may be executed in any number of counterparts (including by way of facsimile) each of which shall be deemed for all purposes to be an original and all such counterparts taken together shall be deemed to constitute one and the same instrument.

$\mathbb{R}^2$

No. 0178 P. 15

$14.6$ Time

Time shall be of the essence in this Agreement in all respects.

$\bar{1}$

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No. 0178 $P. 16$

$\mathbf{H}$

EXECUTED by the Parties as an Agreement.

EXECUTED BY TERRITORY GOLD PTY LTD ACN 125 323 122 . In accordance with the Corporations Act: $\overline{Direct}$ $\overline{A}$

Director/Secretary

EXECUTED BY DCM DecoMETAL GmbH in accordance with its constituent documents and place of incorporation:

номи

Director