Common use of Accuracy of Incorporated Documents Clause in Contracts

Accuracy of Incorporated Documents. The Incorporated Documents, when they were filed with the Reviewing Authority or filed with or furnished to the Commission, as the case may be, conformed in all material respects with Canadian Securities Laws and the Exchange Act, each as applicable and none of the Incorporated Documents, when they were filed with the Commission, contained any untrue statement of a material fact or omitted to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made not misleading; and any further documents so filed and incorporated by reference in the Registration Statement, the Base Prospectuses, the Prospectus Supplements or the Prospectuses, when such documents are filed with the Reviewing Authority or the Commission, as the case may be, will conform in all material respects with Canadian Securities Laws and the Exchange Act, as applicable, and will not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. To the knowledge of the Company: (A) the Technical Reports comply in all material respects with the requirements of National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”) at the time of filing thereof and the Technical Reports reasonably presented the quantity of mineral resources and mineral reserves attributable to the properties evaluated therein as at the date stated therein based upon information available at the time the Technical Reports were prepared; and (B) the Company made available to the authors of the Technical Reports, prior to the issuance thereof, for the purpose of preparing such report, all information requested by them, and none of such information contained any misrepresentation at the time such information was so provided; all of the material assumptions underlying the resource estimates in the Technical Reports are, to the knowledge of the Company, reasonable and appropriate and the estimates of resources as described in the Incorporated Documents and the Prospectuses comply in all material respects with Canadian Securities Laws, subject to current technical reports superseding prior reports. The information set forth in the Incorporated Documents and the Prospectuses relating to mineral resources required to be disclosed therein pursuant to Canadian Securities Laws has been prepared by the Company and its consultants in accordance with methods generally applied in the mining industry and conforms, in all material respects, to the requirements of Canadian Securities Laws; and the Company is in compliance in all material respects with the provisions of NI 43-101 and has filed all technical reports required thereby and there has been no change in respect thereof that would require the filing by the Company of a new technical report under NI 43-101. For purposes herein, “Technical Reports” means: the “Technical Report on the San Xxxxxx Mine and the EC120 Preliminary Feasibility Study, Sinaloa, Mexico” dated May 17, 2019 and with an effective date of April 3, 2019 prepared by or under the supervision of Xxxxx Dell, P.Eng., Xxxxx Xxxxxx, P.Eng., Xxxx xx Xxxxx, P.Geo, and Xxxxx Xxxxxxxxxx, SME (RM), each of the Company; the “Technical Report and Feasibility Study for the Relief Canyon Project, Pershing County, Nevada, U.S.A.” dated July 6, 2018 prepared by or under the supervision of Xxxx Xxxxx, C.P.G., Xxxx X. Xxxxx, P.E., Xxxx X. Xxxxxxxxx, P.E. and Xxxx Xxxxxxxxx, Q.P. of Mine Development Associates; the “Technical Report, Galena Complex, Shoshone County, Idaho, USA” dated December 23, 2016 prepared by or under the supervision of Xxx Xxxxxxxx, P.Xxx., Xxxxx Dell, P.Eng., and Xxx Xxxxxx, C.P.G; and the “Technical Report and Estimated Resources for the San Xxxxxx Project, Sonora, Mexico” dated May 3, 2018 prepared by or under the supervision of Xxxx Xxxxx, C.P.G., of Mine Development Associates.

Accuracy of Incorporated Documents. The Incorporated Documents, when they were filed with the Reviewing Authority or filed with or furnished to the Commission, as the case may be, conformed in all material respects with Canadian Securities Laws to the requirements of the Exchange Act and the Exchange Actrules thereunder, each as applicable and none of the Incorporated Documents, when they were filed with the Commission, contained any untrue statement of a material fact or omitted to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made not misleading; and any further documents so filed and incorporated by reference in the Registration Statement, the Base ProspectusesProspectus, the Prospectus Supplements Supplement or the ProspectusesProspectus, when such documents are filed with the Reviewing Authority or the Commission, as the case may be, will conform in all material respects with Canadian Securities Laws to the requirements of the Exchange Act and the Exchange Actrules thereunder, as applicable, and will not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. To the knowledge of the Company: (A) the Technical Reports comply in all material respects with the requirements of National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”) at the time of filing thereof The agreements and the Technical Reports reasonably presented the quantity of mineral resources and mineral reserves attributable to the properties evaluated therein as at the date stated therein based upon information available at the time the Technical Reports were prepared; and (B) the Company made available to the authors of the Technical Reports, prior to the issuance thereof, for the purpose of preparing such report, all information requested by them, and none of such information contained any misrepresentation at the time such information was so provided; all of the material assumptions underlying the resource estimates in the Technical Reports are, to the knowledge of the Company, reasonable and appropriate and the estimates of resources as documents described in the Incorporated Documents and the Prospectuses comply conform in all material respects with Canadian Securities Laws, subject to current technical reports superseding prior reports. The information set forth in the Incorporated Documents and the Prospectuses relating to mineral resources required to be disclosed descriptions thereof contained or incorporated by reference therein pursuant to Canadian Securities Laws has been prepared by the Company and its consultants in accordance with methods generally applied in the mining industry and conforms, conformed in all material respects, respects to the requirements of Canadian Securities Lawsthe Act or the Exchange Act, as applicable at the time filed, and were filed on a timely basis with the Commission and none of such documents contained an untrue statement of a material fact or omitted to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; any further documents so filed and there are no agreements or other documents required by the Act and the Company is rules and regulations thereunder to be described in compliance in all material respects the Prospectus or to be filed with the provisions of NI 43-101 and has Commission as exhibits to the Incorporated Documents, that have not been so described or filed all technical reports required thereby and there has been no change in respect thereof that would require the filing or incorporated by the Company of a new technical report under NI 43-101. For purposes herein, “Technical Reports” means: the “Technical Report on the San Xxxxxx Mine and the EC120 Preliminary Feasibility Study, Sinaloa, Mexico” dated May 17, 2019 and with an effective date of April 3, 2019 prepared by or under the supervision of Xxxxx Dell, P.Engreference., Xxxxx Xxxxxx, P.Eng., Xxxx xx Xxxxx, P.Geo, and Xxxxx Xxxxxxxxxx, SME (RM), each of the Company; the “Technical Report and Feasibility Study for the Relief Canyon Project, Pershing County, Nevada, U.S.A.” dated July 6, 2018 prepared by or under the supervision of Xxxx Xxxxx, C.P.G., Xxxx X. Xxxxx, P.E., Xxxx X. Xxxxxxxxx, P.E. and Xxxx Xxxxxxxxx, Q.P. of Mine Development Associates; the “Technical Report, Galena Complex, Shoshone County, Idaho, USA” dated December 23, 2016 prepared by or under the supervision of Xxx Xxxxxxxx, P.Xxx., Xxxxx Dell, P.Eng., and Xxx Xxxxxx, C.P.G; and the “Technical Report and Estimated Resources for the San Xxxxxx Project, Sonora, Mexico” dated May 3, 2018 prepared by or under the supervision of Xxxx Xxxxx, C.P.G., of Mine Development Associates.

Accuracy of Incorporated Documents. The Incorporated Documents, when they were filed with the Reviewing Authority Canadian Qualifying Authorities or filed with or furnished to the Commission, as the case may be, conformed in all material respects with the requirements of Canadian Securities Laws and the Exchange Act, each as applicable and none of the Incorporated Documents, when they were filed with the Commission, contained any untrue statement of a material fact or omitted to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made not misleading; and any further documents so filed and incorporated by reference in the Registration Statement, the Base Prospectuses, the Prospectus Supplements Statement or the Prospectuses, when such documents are filed with the Reviewing Authority Canadian Qualifying Authorities or the Commission, as the case may be, will conform in all material respects with the requirements of Canadian Securities Laws and the Exchange Act, as applicable, and will not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. To the knowledge of the Company: (A) the Technical Reports comply Report (as defined herein) complies in all material respects with the requirements of National Instrument 43-101 – - Standards of Disclosure for Mineral Projects (“"NI 43-101”") at the time of filing thereof and the Technical Reports reasonably presented the quantity of mineral resources and mineral reserves attributable to the properties evaluated therein as at the date stated therein based upon information available at the time the Technical Reports were preparedthereof; and (B) the Company made available to the authors of the Technical ReportsReport, prior to the issuance thereof, for the purpose of preparing such report, all material information requested by them, and none of such information contained any material misrepresentation at the time such information was so provided; all of the material assumptions underlying the reserve and resource estimates in the Technical Reports Report are, to the knowledge of the Company, reasonable and appropriate and the estimates of reserves and resources as described in the Incorporated Documents and the Prospectuses comply in all material respects with Canadian Securities Laws, subject to current technical reports superseding prior reports. The information set forth in the Incorporated Documents and the Prospectuses relating to mineral resources required to be disclosed therein pursuant to Canadian Securities Laws has been prepared by the Company and its consultants in accordance with methods generally applied in the mining industry and conforms, in all material respects, to the requirements of Canadian Securities Laws; and the Company is in compliance in all material respects with the provisions of NI 43-101 and has filed all technical reports required thereby and there has been no change in respect thereof that would require the filing by the Company of a new technical report under NI 43-101. For purposes herein, “"Technical Reports” means: the “Report" means "NI 43-101 Technical Report on for the San Xxxxxx Mine Asanko Gold Mine, Ghana (Amended and the EC120 Preliminary Feasibility StudyRestated)" amended and restated as of June 9, Sinaloa2020 (with information as of February 15, Mexico” dated May 17, 2019 2020) and with an effective date of April 3December 31, 2019 prepared by or under the supervision of Xxxxx Dell, P.Eng2019., Xxxxx Xxxxxx, P.Eng., Xxxx xx Xxxxx, P.Geo, and Xxxxx Xxxxxxxxxx, SME (RM), each of the Company; the “Technical Report and Feasibility Study for the Relief Canyon Project, Pershing County, Nevada, U.S.A.” dated July 6, 2018 prepared by or under the supervision of Xxxx Xxxxx, C.P.G., Xxxx X. Xxxxx, P.E., Xxxx X. Xxxxxxxxx, P.E. and Xxxx Xxxxxxxxx, Q.P. of Mine Development Associates; the “Technical Report, Galena Complex, Shoshone County, Idaho, USA” dated December 23, 2016 prepared by or under the supervision of Xxx Xxxxxxxx, P.Xxx., Xxxxx Dell, P.Eng., and Xxx Xxxxxx, C.P.G; and the “Technical Report and Estimated Resources for the San Xxxxxx Project, Sonora, Mexico” dated May 3, 2018 prepared by or under the supervision of Xxxx Xxxxx, C.P.G., of Mine Development Associates.

Accuracy of Incorporated Documents. The Incorporated Documents, when they were filed with the Reviewing Authority and the Canadian Qualifying Authorities or filed with or furnished to the Commission, as the case may be, conformed in all material respects with the requirements of Canadian Securities Laws Law and the Exchange Act, each as applicable applicable, and the rules thereunder, and none of the Incorporated Documents, when they were filed with the Reviewing Authority or the Commission, contained any untrue statement of a material fact or omitted to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made not misleading; and any further documents so filed and incorporated by reference in the Registration Statement, the Base Prospectuses, the Prospectus Supplements or the Prospectuses, when such documents are filed with the Reviewing Authority Authority, Canadian Qualifying Authorities or the Commission, as the case may be, will conform in all material respects with to the requirements of Canadian Securities Laws and the Exchange ActAct and the rules thereunder, as applicable, and will not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. To the knowledge of the Company: (A) the Technical Reports comply Report (as defined herein) complies in all material respects with the requirements of National Instrument 43-101 – - Standards of Disclosure for Mineral Projects (“"NI 43-101”") at the time of filing thereof and the Technical Reports reasonably presented the quantity of mineral resources and mineral reserves attributable to the properties evaluated therein as at the date stated therein based upon information available at the time the Technical Reports were preparedthereof; and (B) the Company made available to the authors of the Technical ReportsReport, prior to the issuance thereof, for the purpose of preparing such report, all material information requested by them, and none of such information contained any material misrepresentation at the time such information was so provided; all of the material assumptions underlying the resource estimates in the Technical Reports Report are, to the knowledge of the Company, reasonable and appropriate and the estimates of resources as described in the Incorporated Documents and the Prospectuses comply in all material respects with Canadian Securities Laws, subject to current technical reports superseding prior reports. The information set forth in the Incorporated Documents and the Prospectuses relating to mineral resources required to be disclosed therein pursuant to Canadian Securities Laws has been prepared by the Company and its consultants in accordance with methods generally applied in the mining industry and conforms, in all material respects, to the requirements of Canadian Securities Laws; and the Company is in compliance in all material respects with the provisions of NI 43-101 and has filed all technical reports required thereby and there has been no change in respect thereof that would require the filing by the Company of a new technical report under NI 43-101. For purposes herein, “"Technical Reports” means: Report" means the “"2021 Technical Report on the San Xxxxxx Mine and the EC120 Preliminary Feasibility Study, Sinaloa, Mexico” dated May 17, 2019 and with an effective date of April 3, 2019 prepared by or under the supervision of Xxxxx Dell, P.Eng., Xxxxx Xxxxxx, P.Eng., Xxxx xx Xxxxx, P.Geo, and Xxxxx Xxxxxxxxxx, SME (RM), each of the Company; the “Technical Report and Feasibility Study for the Relief Canyon Pebble Project, Pershing County, Nevada, U.S.A.” dated July 6, 2018 prepared by or under the supervision of Xxxx Xxxxx, C.P.G., Xxxx X. Xxxxx, P.E., Xxxx X. Xxxxxxxxx, P.E. and Xxxx Xxxxxxxxx, Q.P. of Mine Development Associates; the “Technical Report, Galena Complex, Shoshone County, IdahoSouthwest Alaska, USA” " dated December 23effective February 24, 2016 prepared by or under the supervision of Xxx Xxxxxxxx, P.Xxx2021., Xxxxx Dell, P.Eng., and Xxx Xxxxxx, C.P.G; and the “Technical Report and Estimated Resources for the San Xxxxxx Project, Sonora, Mexico” dated May 3, 2018 prepared by or under the supervision of Xxxx Xxxxx, C.P.G., of Mine Development Associates.