Common use of Material Property Clause in Contracts

Material Property. (a) The Material Property is the only mineral property currently material to the Company. (b) The Company holds either mining leases, mining claims, mineral claims, surface leases or exploration permits recognized in the jurisdiction in which the Material Property is located in respect of the ore bodies and minerals located in the Material Property as described in the Pricing Disclosure Package and the Prospectuses under valid, subsisting and enforceable title documents or other recognized and enforceable agreements or instruments, sufficient to permit the Company to explore the minerals relating thereto. (c) All mining leases, mineral claims and surface leases relating to the Material Property in which the Company has an interest or right are valid and in good standing in accordance with all Applicable Laws. (d) Except as disclosed in the Pricing Disclosure Package and the Prospectuses, the Company has all necessary surface rights, access rights and other necessary rights and interest relating to the Material Property granting the right and ability, as applicable, to explore and access minerals, ore and metals for development purposes as described in the Pricing Disclosure Package and the Prospectuses, subject to the Company’s ability to maintain the Permits (as defined below), with only such exceptions as do not materially interfere with the use made by the Company of the rights or interests in the Material Property. (e) Except as disclosed in the Pricing Disclosure Package and the Prospectuses, all assessments or other work required to be performed in relation to the material mineral claims of the Company in order to maintain their respective interests therein, if any, have been performed to date. (f) Except as disclosed in the Pricing Disclosure Package and the Prospectuses, the Company does not have any responsibility or obligation to pay any commission, royalty, license, fee or similar payment to any person with respect to the property rights thereof, except where such fee or payment would not have a Material Adverse Effect, either individually or in the aggregate. (g) There are no expropriations or similar proceedings or any material challenges to title or ownership, actual or threatened, of which the Company has received notice against any Material Property.

Material Property. (ai) The Material Property is accurately and fully disclosed in the only Time of Sale Prospectus and the Prospectuses and no other property or assets are necessary for the conduct of the business of the Company and its subsidiaries as currently conducted. Other than the Material Property, as disclosed in the Time of Sale Prospectus and the Prospectuses, neither the Company nor any of its subsidiaries currently owns or leases any material real or immovable property, right, title or interest, or any material mining or mineral property currently material to claims, mining leases, mining concessions, concessions, exploration licenses, exploitation licenses, prospecting permits, participating interests or other conventional property, proprietary or contractual interests or rights, or any other rights for the Companyexploration, mining, development or processing activities in respect of the Material Property. (bii) The Company holds and/or its subsidiaries are the absolute legal and beneficial owners of either mining leases, mining claims, mineral claimsmining concessions or participating interests or other conventional property, surface leases proprietary or exploration permits recognized in contractual interests or rights (collectively, the jurisdiction in which the Material Property is located “Mineral Rights”) in respect of the ore bodies and minerals located in the Material Property as described in the Pricing Disclosure Package and the Prospectuses under valid, subsisting and enforceable title documents or other recognized and enforceable agreements or instruments, sufficient to permit the Company and its subsidiaries to access, explore for, mine, develop and process the minerals mineral deposits relating thereto. (c) thereto and to conduct all operations and production and processing activities thereon, free and clear of any Liens, other than those described in the Time of Sale Prospectus and the Prospectuses. All mining leases, mineral claims and surface mining leases relating owned by the Company are solely registered pursuant to the Material Property in which provisions of the Company has an interest or right are valid Mining Act (Québec) and in good standing the register of real rights of State resource development of the land register. All other material Mineral Rights have been validly located, registered and recorded in accordance with all Applicable Laws. (d) Laws and are valid, subsisting and in good standing. Except as disclosed in the Pricing Disclosure Package Time of Sale Prospectus and the Prospectuses, no material commission, royalty, license fee or similar payment to any person with respect to the Material Property is payable. There are no options or other participation interests or rights of preference relating to the Mineral Rights and all Mineral Rights have active status, except for eight claims which are suspended awaiting partial conversion to a mining lease, and neither the Company nor any of its subsidiaries has received written notice of, nor has any knowledge of, any pending or threatened suspension or revocation proceedings in respect of the Mineral Rights or any of them from any Governmental Authority, or of any outstanding or threatened claim, action, litigation or proceedings with respect to the Mineral Rights before any Governmental Authority. (iii) The Company and its subsidiaries have or will obtain in the ordinary course, all necessary surface rights, access rights and other necessary rights and interest interests relating to the Material Property (collectively, the “Mining Rights”), granting the Company or its subsidiaries with the right and abilityability to access, explore for, mine, construct, develop and process the mineral deposits and to conduct all operations and construction, production, commissioning and processing activities thereon, as applicableare appropriate in view of the rights and interests therein of the Company or its subsidiaries, to explore free and access minerals, ore and metals for development purposes as clear of any Liens other than those described in the Pricing Disclosure Package Time of Sale Prospectus and the Prospectuses, subject to the Company’s ability to maintain the Permits (as defined below), Prospectuses and with only such exceptions as do not materially interfere with the use made or contemplated to be made by the Company or its subsidiaries of the rights or interests so held. All of the Mining Rights and each of the documents, agreements, instruments and obligations relating thereto referred to above are valid, subsisting and in good standing in the Material Propertyname of the Company or its subsidiaries, as applicable. (eiv) Except as The Company and its subsidiaries are not in default, and to the knowledge of the Company no other party is in default, of any of the material provisions of any such agreements, documents or instruments relating to the Mineral Rights or the Mining Rights, nor has any such default been alleged, and all such Mineral Rights and Mining Rights are in good standing under all Applicable Laws of the jurisdictions in which they are situated, and all taxes required to be paid thereon have been paid. The Material Property (or any interest in, or right to earn an interest in, any property) is not subject to any right of first refusal or purchase or acquisition right which is not disclosed in the Pricing Disclosure Package Time of Sale Prospectus and the Prospectuses, all . (v) All assessments or other work required to be performed and rent or renewal fees in relation to the material mineral claims of Mineral Rights and the Company Mining Rights in order to maintain their respective interests the Company’s or any of its subsidiary’s interest therein, if any, have been performed and paid to date. (f) Except as disclosed in the Pricing Disclosure Package date and the ProspectusesCompany and its subsidiaries have complied in all respects with all Applicable Laws and contractual, the Company does not have any responsibility or obligation legal and other obligations to pay any commission, royalty, license, fee or similar payment third parties in order to any person with respect to the property rights thereof, except where maintain such fee or payment would not have a Material Adverse Effect, either individually or in the aggregateinterest. (g) There are no expropriations or similar proceedings or any material challenges to title or ownership, actual or threatened, of which the Company has received notice against any Material Property.