Common use of COVENANTS OF THE OPTIONEE Clause in Contracts

COVENANTS OF THE OPTIONEE. 5.1 During the currency of the Option, the Optionee shall: (a) keep the Property free and clear of all Liens arising from its operations hereunder (except liens for taxes not yet due, other inchoate liens or liens contested in good faith by the Optionee) and proceed with all diligence to contest or discharge any Lien that is filed; (b) pay or cause to be paid all workers and wage earners employed by it or its contractors on the Property, and pay for all materials, services and supplies purchased or delivered in connection with its activities on or with respect to the Property; (c) permit Xxxx, or its representatives duly authorized by it in writing, at its own risk and expense, access to the Property at all reasonable times and to all records and reports, if any, prepared by the Optionee in connection with work done on or with respect to the Property, and xxxxxxx Xxxx within 60 days of the completion of a program on the Property with a report with respect to the work carried out by the Optionee on or with respect to said program and material results obtained; (d) conduct all work on or with respect to the Property in a careful and minerlike manner and in compliance with all applicable federal, provincial and local laws, rules, orders and regulations, and indemnify and save Xxxx harmless from any and all claims, suits, demands, losses and expenses including, without limitation, with respect to environmental matters, made or brought against it as a result of work done or any act or thing done or omitted to be done by the Optionee on or with respect to the Property; and (e) provide to Xxxx within 60 days of the end of each calendar quarter during which any Expenditures have been incurred comprehensive written reports showing the operations carried out and the results obtained and detailing the Expenditures incurred together with evidence of payment thereof. 5.2 In the event of termination of the Option for any reason other than through the exercise thereof, the Optionee will: (a) leave the Property: (i) in good standing and free and clear of all Liens arising from its operations hereunder, (ii) in a safe and orderly condition, and (iii) in a condition which is in compliance with all rules and orders of governmental authorities with respect to reclamation and rehabilitation of all disturbances resulting from the Optionee's use and occupancy of the Property; (b) deliver to Xxxx, within 90 days of a written request therefor, a report on all work carried out by the Optionee on the Property (limited to factual matters only) together with copies of all sample location maps, drillhole assay logs, assay results and other technical data compiled by the Optionee or its representatives with respect to the Property; and (c) have the right (and, if requested by Xxxx within 90 days of the effective date of termination, the obligation) to remove from the Property within one year of termination of this Agreement all facilities erected, installed or brought upon the Property by or at the instance of Optionee, failing which, the facilities shall become the property of Xxxx.

COVENANTS OF THE OPTIONEE. 5.1 During the currency of the Option, the Optionee shall: (a) keep the Property free and clear of all Liens arising from its operations hereunder (except liens for taxes not yet due, other inchoate liens or liens contested in good faith by the Optionee) and proceed with all diligence to contest or discharge any Lien that is filed; (b) pay or cause to be paid all workers and wage earners employed by it or its contractors on the Property, and pay for all materials, services and supplies purchased or delivered in connection with its activities on or with respect to the Property; (c) permit XxxxRxxx, or its representatives duly authorized by it in writing, at its own risk and expense, access to the Property at all reasonable times and to all records and reports, if any, prepared by the Optionee in connection with work done on or with respect to the Property, and xxxxxxx fxxxxxx Xxxx within 60 days of the completion of a program on the Property with a report with respect to the work carried out by the Optionee on or with respect to said program and material results obtained; (d) conduct all work on or with respect to the Property in a careful and minerlike manner and in compliance with all applicable federal, provincial and local laws, rules, orders and regulations, and indemnify and save Xxxx Rxxx harmless from any and all claims, suits, demands, losses and expenses including, without limitation, with respect to environmental matters, made or brought against it as a result of work done or any act or thing done or omitted to be done by the Optionee on or with respect to the Property; and (e) provide to Xxxx Rxxx within 60 days of the end of each calendar quarter during which any Expenditures have been incurred comprehensive written reports showing the operations carried out and the results obtained and detailing the Expenditures incurred together with evidence of payment thereof. 5.2 In the event of termination of the Option for any reason other than through the exercise thereof, the Optionee will: (a) leave the Property: (i) in good standing and free and clear of all Liens arising from its operations hereunder, (ii) in a safe and orderly condition, and (iii) in a condition which is in compliance with all rules and orders of governmental authorities with respect to reclamation and rehabilitation of all disturbances resulting from the Optionee's use and occupancy of the Property; (b) deliver to XxxxRxxx, within 90 days of a written request therefor, a report on all work carried out by the Optionee on the Property (limited to factual matters only) together with copies of all sample location maps, drillhole assay logs, assay results and other technical data compiled by the Optionee or its representatives with respect to the Property; and (c) have the right (and, if requested by Xxxx Rxxx within 90 days of the effective date of termination, the obligation) to remove from the Property within one year of termination of this Agreement all facilities erected, installed or brought upon the Property by or at the instance of Optionee, failing which, the facilities shall become the property of XxxxRxxx.

COVENANTS OF THE OPTIONEE. 5.1 During the currency term of the Option, this Agreement the Optionee shall: (a) keep the Property free and clear of all Liens arising from its operations hereunder (except liens for taxes not yet due, other inchoate liens or liens contested in good faith by the Optionee) and proceed comply with all diligence Applicable Laws with respect to contest its Mining Operations hereunder, including discharging the duty to consult with or discharge any Lien that is filedprovide notice to all applicable Aboriginal communities; (b) comply with the provisions of the Mining Act, including without limitation, any duty or requirement to consult with or provide notice to Aboriginal communities as set out in the Mining Act, particularly during the early exploration stage of the mining process and the requirements to submit to the MNDM an exploration plan and obtain from the MNDM an exploration permit prior to carrying out certain early exploration activities in respect of the Property; (c) keep a detailed record of any and all efforts taken by the Optionee to notify and/or consult with Aboriginal communities, and to provide such records to the MNDM upon request; (d) conduct all Mining Operations in accordance with Environmental Standards; (e) conduct all Mining Operations and supervise the operation of all contractors and or sub-contractors in, on and under the Property in a careful manner and in accordance with good mining practice and in compliance with all Applicable Laws and, without limiting the generality of the foregoing, the Optionee shall on the completion of its work or at the end of the term of this Agreement leave the Property in a safe condition with any and all openings safeguarded in accordance with the provisions of all Applicable Laws; (f) subject to the other provisions of this Agreement, the Optionee shall have complete discretion and control with respect to all Mining Operations carried out on the Property provided, however, that all Mining Operations on the Property shall be conducted in a manner which will cause the least damage and defacement practicable under the circumstances. All access roads shall be set out in consultation with the Optionors and both parties will make their best efforts to co-operate so as to enable the Optionee to conduct its operations in a reasonable manner while minimizing the damage and interference to the Property and to any timber resources thereon. Upon completion of its work or at the end of the term of this Agreement the Optionee shall restore and remediate the Property in accordance with good mining practices so as to minimize permanent damage or interference with the Property; (g) pay or cause to be paid all workers workmen's wages and wage earners employed by it or its contractors on the Property, and pay for all materials, supplies and services and supplies purchased delivered to or delivered in connection with its activities performed on or with in respect to of the Property, so as to avoid any woodsman, builders, or construction liens from arising; (ch) permit Xxxx, pay all timber dues or its representatives duly authorized by it in writing, at its own risk and expense, access to other assessments or charges which may be levied or imposed under any Applicable Laws arising as a consequence of the harvesting of any timber resources from the Property at by or on behalf of the Optionee; (i) maintain the Property in good standing by doing all reasonable times assessment work, recording all exploration and to all records and reports, if any, prepared by the Optionee in connection with development work done on or the Property in accordance with respect to the Property, and xxxxxxx Xxxx within 60 days requirements of the completion Mining Act, paying all exploration licenses fees and by doing all other acts and things that may be necessary in that regard until the termination or expiration of a program on the Property with a report with respect to Agreement or the work carried out by the Optionee on or with respect to said program abandonment of rights and material results obtainedoptions granted hereunder; (dj) conduct abide by all work on or with respect to directions of the Property in a careful and minerlike manner and in compliance with all applicable federal, provincial and local laws, rules, orders and regulations, and indemnify and save Xxxx harmless from any and all claims, suits, demands, losses and expenses including, without limitation, with respect to environmental matters, made or brought against it as a result of work done relevant Minister or any act or thing done or omitted to be done by the Optionee on or with respect to the Propertyother Governmental Authority having jurisdiction over its operations hereunder; and (ek) provide to Xxxx within 60 days of the end of each calendar quarter during which any Expenditures have been incurred comprehensive written reports showing the operations carried out and the results obtained and detailing the Expenditures incurred together with evidence of payment thereof. 5.2 In the event of termination of the Option for any reason other than through the exercise thereof, the Optionee will: (a) leave the Property: (i) in good standing and free and clear of all Liens arising from its operations hereunder, (ii) in a safe and orderly condition, and (iii) in a condition which is in compliance with all rules and orders of governmental authorities with respect to reclamation and rehabilitation of all disturbances resulting from the Optionee's use and occupancy of the Property; (b) deliver to Xxxx, within 90 days of a written request therefor, a report on all work carried out by the Optionee on the Property (limited to factual matters only) together with copies of all sample location maps, drillhole assay logs, assay results maintain adequate liability and other technical data compiled by the Optionee or its representatives with respect to the Property; and (c) have the right (and, insurance and if requested by Xxxx within 90 days Optionors, to provide evidence of the effective date of termination, the obligation) to remove from the Property within one year of termination of this Agreement all facilities erected, installed or brought upon the Property by or at the instance of Optionee, failing which, the facilities shall become the property of Xxxxsame.

COVENANTS OF THE OPTIONEE. 5.1 During 8.01 The Optionee covenants and agrees with the currency of Optionor that in order to keep the Option, the Optionee shallOption effective: (a) keep the Optionee shall carry out and record or cause to be carried out and recorded all such assessment work upon the Property free and clear of all Liens arising from its operations hereunder (except liens for taxes not yet due, other inchoate liens or liens contested as may be required in order to maintain the Property in good faith by standing at all times; notwithstanding the Optionee) and proceed with foregoing, the Optionee shall record all diligence eligible expenditures as assessment credits up to contest the maximum amount permitted under the applicable law or discharge any Lien that is filedpolicy; (b) pay or cause to be paid the Optionee shall keep the Property clear of liens and all workers and wage earners employed by it or other charges arising from its contractors on the Property, and pay for all materials, services and supplies purchased or delivered in connection with its activities on or with respect to the Property; operations thereon; (c) permit Xxxx, or its representatives duly authorized by it in writing, at its own risk and expense, access to the Property at all reasonable times and to all records and reports, if any, prepared by the Optionee in connection with work done shall carry on or with respect to the Property, and xxxxxxx Xxxx within 60 days of the completion of a program all operations on the Property with a report with respect to the work carried out by the Optionee on or with respect to said program and material results obtained; (d) conduct all work on or with respect to the Property in a careful good and minerlike miner-like manner and in compliance with all applicable federal, provincial governmental regulations and local laws, rules, orders and regulations, and indemnify and save Xxxx harmless from any and all claims, suits, demands, losses and expenses including, without limitation, with respect to environmental matters, made restrictions; (d) the Optionee shall pay or brought against it as a result of work done or any act or thing done or omitted cause to be done by the Optionee on paid any rates, taxes, duties, royalties, assessments or fees levied with respect to the PropertyProperty or the Optionee's operations thereon; and (e) provide to Xxxx within 60 days the Optionee shall, upon termination of this agreement, leave the Property in a safe condition in accordance with good miner-like practice and any applicable requirements of law; (f) the Optionee shall, upon reasonable prior notice, allow the Optionor or any duly authorized agent or representative of the end of each calendar quarter during which Optionor to inspect the Property at all times and intervals; PROVIDED HOWEVER that it is agreed and understood that the Optionor or any Expenditures have been incurred comprehensive written reports showing the operations carried out such agent or representative shall be at his own risk and the results obtained and detailing the Expenditures incurred together with evidence of payment thereof. 5.2 In the event of termination of the Option Optionee shall not be liable for any reason other than through loss, damage or injury incurred by the exercise thereof, the Optionee will: (a) leave the Property: (i) in good standing and free and clear of all Liens Optionor or its agent or representative arising from its operations hereunder, (ii) in a safe and orderly condition, and (iii) in a condition which is in compliance with all rules and orders of governmental authorities with respect to reclamation and rehabilitation of all disturbances resulting from the Optionee's use and occupancy inspection of the Property; (b) deliver to Xxxx, within 90 days of a written request therefor, a report on all work carried out except those caused by the gross negligence or wilful misconduct of the Optionee, its agents, employees and directors; (g) the Optionee on shall allow the Property (limited Optionor access at all times to factual matters only) together with copies of all sample location maps, drillhole assay logsreports, assay results and other technical data compiled prepared or obtained by the Optionee in connection with its operations on the Property; and (h) the Optionee shall provide the Optionor on or its representatives before January 31 or each year with a comprehensive progress report with recommendations, in writing, with respect to its operations on the Property during the preceding calendar year and shall provide the Optionor with copies of any and all documents filed by the Optionee to record assessment work on the Property; and (c) . The Optionor will have the right (and, if requested by Xxxx within 90 days to review the report and inform the Optionee, in writing, as to further participation on the Property based on the recommendations as stated in the report. 8.02 Crest Geological Consultants Limited, pursuant to a Geological Contracting Agreement of even date herewith, shall carry out and manage all exploration and development work on and in respect of the effective date of termination, Property during the obligation) to remove from the Property within one year of termination currency of this Agreement all facilities erected, installed or brought upon the Property by or at the instance of Optionee, failing which, the facilities shall become the property of Xxxxagreement.

COVENANTS OF THE OPTIONEE. 5.1 During The Optionee hereby covenants and agrees with the Optionor as follows: that during the currency of this Agreement it will maintain the Option, the Optionee shall: (a) keep said Property in god standing and record as assessment work against the Property free all work that qualified for such recording and clear will pay all rentals, taxes or other governmental charges which shall fall due during the period of all Liens arising from this Option; that it will carry out its operations hereunder (except liens for taxes not yet due, other inchoate liens or liens contested in good faith by the Optionee) and proceed with all diligence to contest or discharge any Lien that is filed; (b) pay or cause to be paid all workers and wage earners employed by it or its contractors on the Property, and pay for all materials, services and supplies purchased or delivered in connection with its activities on or with respect to the Property; (c) permit Xxxx, or its representatives duly authorized by it in writing, at its own risk and expense, access to the Property at all reasonable times and to all records and reports, if any, prepared by the Optionee in connection with work done on or with respect to the Property, and xxxxxxx Xxxx within 60 days of the completion of a program on the Property with a report with respect to the work carried out by the Optionee on or with respect to said program and material results obtained; (d) conduct all work on or with respect to the Property in a careful and minerlike miner like manner in accordance with the applicable laws and in compliance with regulations of British Columbia and Canada; that it properly pay all applicable federalaccounts of every nature and kind for wages, provincial supplies, Workers; Compensation Assessments, income tax deductions and local laws, rules, orders all other accounts and regulations, indebtedness incurred by it so that no claim or lien arise thereon or upon the ore or mineral contained therein and it will indemnify the Optionor and save Xxxx it harmless from any and all claimsloss, costs, actions, suits, demandsdamages or claims which may be made against the Optionor in respect of the operations on the Property, losses provided however, that the Optionee shall have the right to contest the validity of any such lien or claim of lien; upon the termination of this Agreement that it will leave the Property in a safe condition in accordance with applicable statutes and expenses includingregulations; that it will at all times maintain and keep true and correct records of all production and disposition thereof and of all costs and expenditures incurred as well as all other data necessary or proper for the settlement of accounts between the parties hereto in connection with their rights and obligations under this Agreement. Such records shall be open at all reasonable times upon reasonable notice for inspection by the Optionor or its duly authorized representative; that it will indemnify and hold harmless the Optionor from and against any damage, without limitationclaim or demand arising out of the Optionee's failure to comply with this paragraph; that it will allow the Optionor or any duly authorized agent or representative of the Optionor to inspect the Property upon giving the Optionee 48 hours written notice; PROVIDED HOWEVER, that it is agreed and understood that the Optionor or any such agent or representative shall not interfere with respect the Optionee's activities on the Property and shall be at the Optionor's own risk and that the Optionee shall not be liable for any loss, damage or injury incurred by the Optionor or its agent or representative arising from its inspection of the Property, however caused; that it will obtain any and all necessary environmental permits prior to commencing operations on the Property and it will be responsible for any environmental matters, assessments made or brought against it by governmental bodies as a result of work done or any act or thing done or omitted to be done by the Optionee on or with respect to operations of the Property; and (e) provide that it will cause to Xxxx within 60 days of be filed, sufficient assessment work on the end of each calendar quarter during which any Expenditures have been incurred comprehensive written reports showing the operations carried out and the results obtained and detailing the Expenditures incurred together with evidence of payment thereof. 5.2 In the event of termination of the Option for any reason other than through the exercise thereof, the Optionee will: (a) leave the Property: (i) mineral claims so that they are in good standing and free and clear of all Liens arising from its operations hereunder, (ii) in a safe and orderly condition, and (iii) in a condition which is in compliance with all rules and orders of governmental authorities with respect to reclamation and rehabilitation of all disturbances resulting from the Optionee's use and occupancy of the Property; (b) deliver to Xxxx, within 90 days of a written request therefor, a report on all work carried out by the Optionee on the Property (limited to factual matters only) together with copies of all sample location maps, drillhole assay logs, assay results and other technical data compiled by the Optionee or its representatives with respect to the Property; and (c) have the right (and, if requested by Xxxx within 90 days of the effective date of termination, the obligation) to remove from the Property within for not less that one year at any time during this agreement and on termination shall have a minimum of termination of this Agreement all facilities erected, installed or brought upon the Property by or at the instance of Optionee, failing which, the facilities shall become the property of Xxxxone (1) year's assessment filed.

COVENANTS OF THE OPTIONEE. 5.1 During the currency of the Option, the Optionee shall: (a) keep the Property free and clear of all Liens arising from its operations hereunder (except liens for taxes not yet due, other inchoate liens or liens contested in good faith by the Optionee) and proceed with all diligence to contest or discharge any Lien that is filed; (b) pay or cause to be paid all workers and wage earners employed by it or its contractors on the Property, and pay for all materials, services and supplies purchased or delivered in connection with its activities on or with respect to the Property; (c) permit XxxxRxxx, or its representatives duly authorized by it in writing, at its own risk and expense, access to the Property at all reasonable times and to all records and reports, if any, prepared by the Optionee in connection with work done on or with respect to the Property, and xxxxxxx fxxxxxx Xxxx within 60 days of the completion of a program on the Property with a report with respect to the work carried out by the Optionee on or with respect to said program and material results obtained; (d) conduct all work on or with respect to the Property in a careful and minerlike manner and in compliance with all applicable federal, provincial and local laws, rules, orders and regulations, and indemnify and save Xxxx Rxxx harmless from any and all claims, suits, demands, losses and expenses including, without limitation, with respect to environmental matters, made or brought against it as a result of work done or any act or thing done or omitted to be done by the Optionee on or with respect to the Property; (e) file all assessment work within the calendar year the work was completed; and (ef) provide to Xxxx Rxxx within 60 days of the end of each calendar quarter during which any Expenditures have been incurred comprehensive written reports showing the operations carried out and the results obtained and detailing the Expenditures incurred together with evidence of payment thereof. 5.2 In the event of termination of the Option for any reason other than through the exercise thereof, the Optionee will: (a) leave the Property: (i) in good standing and free and clear of all Liens arising from its operations hereunder, (ii) in a safe and orderly condition, and (iii) in a condition which is in compliance with all rules and orders of governmental authorities with respect to reclamation and rehabilitation of all disturbances resulting from the Optionee's use and occupancy of the Property; (b) deliver to XxxxRxxx, within 90 days of a written request therefor, a report on all work carried out by the Optionee on the Property (limited to factual matters only) together with copies of all sample location maps, drillhole assay logs, assay results and other technical data compiled by the Optionee or its representatives with respect to the Property; and (c) have the right (and, if requested by Xxxx Rxxx within 90 days of the effective date of termination, the obligation) to remove from the Property within one year of termination of this Agreement all facilities erected, installed or brought upon the Property by or at the instance of Optionee, failing which, the facilities shall become the property of XxxxRxxx.

COVENANTS OF THE OPTIONEE. 5.1 During 4.01. The Optionee covenants and agrees that during the currency of the Option, the Optionee this Agreement it shall: (a) keep carry out its work on the Property free in accordance with recognized good and clear miner like exploration and engineering practices and in conformity in all respects with all applicable governmental mining laws and regulations, specifically including the guidelines published under the Mines Act, and comply with any and all conditions specified under the terms of all Liens arising from its operations hereunder (except liens for taxes not yet due, other inchoate liens or liens contested in good faith the work permits issued by the Optionee) Ministry of Energy and proceed with all diligence to contest or discharge any Lien that is filedMines and its authorized agents; (b) pay save and defend the Optionor harmless from all costs, loss or cause damage which may arise by reason of injury (including injury resulting in death) to be paid all workers and wage earners any persons employed by it the Optionee in or upon the Property or any part thereof, or which may arise by reason of injury (including injury resulting in death) to any persons or damage done to any other property as a result of any work or operations of the Optionee or of its contractors on possession or occupancy of the Property, PROVIDED that the Optionee shall incur no liability or obligation hereunder in respect of claims arising or damages suffered after termination of the Option if upon termination of the Option any workings on or improvements to the Property made by the Optionee are left in a safe and orderly condition and in accordance with all applicable pollution control and reclamation laws, regulations and permits. The Optionee shall pay all appropriate Workers Compensation assessments and shall procure and pay for all materials, services and supplies purchased or delivered in connection with its activities such insurance including public liability insurance on or with respect to the Propertysaid Property as reasonable business judgement requires; (c) permit Xxxx, the Optionor or its representatives any duly authorized by it in writing, representative at its their own risk and expenseexpense to inspect and copy, access without interference to the Optionee's operations, the Property and the Optionee's operations thereon, metallurgical and accounting records pertaining thereto, pertinent maps, non-interpretive records, drill cores, assay data and other factual data at all reasonable times upon providing to the Optionee not less than 24 hours advance notice of its intention so to do. The Optionor assumes all risks entailed in making inspections pursuant to this subparagraph, and the Optionor shall indemnify and hold harmless the Optionee from and against any damage, claim or demand by reason of injury to all records or the presence of the Optionor or its representatives or guests on the Property. The Optionor acknowledges and reports, if any, prepared agrees that the disclosure of information and documentation generated by the Optionee in connection with work done on Optionee's operations upon the Property is made upon the condition that such information or with respect documentation is not to be disclosed or revealed to any third party without the Property, and xxxxxxx Xxxx within 60 days Optionor having first received the written consent of the completion of a program on the Property with a report with respect to the work carried out by the Optionee on or with respect to said program and material results obtainedupon each such occasion; (d) conduct promptly pay all work accounts of any value or kind for wages, supplies, Workers Compensation assessments, income tax payroll deductions and all other accounts and indebtedness incurred by it on or with respect to the Property in a careful and minerlike manner and in compliance with all applicable federal, provincial and local laws, rules, orders and regulationsso that no claim or lien can arise thereon or upon the ores or minerals contained therein, and that it will indemnify the Optionor and save Xxxx it harmless from any and all claimsloss, costs, actions, suits, demandsdamages or claims which may be made against it in respect of operations carried out on the Property, losses and expenses including, without limitation, that it will discharge any liens or encumbrances which may arise in respect of or be recorded or registered against the Property with respect to environmental matters, made or brought against it as a result of any work done or any act or thing done or omitted to be done by the Optionee on thereon; PROVIDED that the Optionee shall have the right to contest the validity of any such lien or with respect claim of lien upon posting an Indemnity Bond in favour of the Optionor in an amount sufficient to indemnify the Optionor against the amount of any such lien or liens so contested and all costs and expenses in connection therewith, or, alternatively, in the Optionor's sole discretion, paying a like amount into Court to the Property; andcredit of the action instituted upon the basis of such lien or claim of lien; (e) provide upon the termination or forfeiture of its interest in the Property, leave the Property in a safe condition with all openings made by it safeguarded in accordance with applicable statutes and regulations, and will take all reasonable precautions to Xxxx within 60 days of the end of each calendar quarter during which keep any Expenditures have been incurred comprehensive written reports showing the operations carried out main access workings in an accessible and the results obtained and detailing the Expenditures incurred together with evidence of payment thereof. 5.2 In the event of termination of the Option for any reason other than through the exercise thereof, the Optionee will:safe working condition; (af) leave maintain the Property: (i) mining claims comprising the Property in good standing at all times and free and clear of apply all Liens arising from its operations hereunder,applicable work, to the extent possible, on the Property as assessment work on the mineral claims comprised thereof; (iig) in provide to the Optionor during each year of the option period on or before December 31st a safe and orderly condition, and (iii) in a condition which is in compliance with all rules and orders of governmental authorities with respect to reclamation and rehabilitation of all disturbances resulting from report describing the Optionee's use exploration, development and occupancy directly related activities on the Property, including a statement of work performed and expenditures made in satisfaction of the Propertyannual assessment work obligations; (bh) deliver to Xxxx, within 90 days of a written request therefor, a report on assume and discharge all responsibility and liability for reclamation and/or environmental damage resulting from work carried out by the Optionee performed on the Property (limited to factual matters only) together with copies of all sample location maps, drillhole assay logs, assay results and other technical data compiled by the Optionee Optionee, its employees, agents, associates, affiliates, partners, joint venturers and assigns during the currency of this Agreement, and post and maintain any bonds or its representatives with securities as may be required by the Ministry of Energy and Mines in respect to of the Optionee's operations upon the Property; and (c) have the right (and, if requested by Xxxx within 90 days of the effective date of termination, the obligation) to remove from the Property within one year of termination of this Agreement all facilities erected, installed or brought upon the Property by or at the instance of Optionee, failing which, the facilities shall become the property of Xxxx.

COVENANTS OF THE OPTIONEE. 5.1 During the currency term of the Option, this Agreement the Optionee shall: (a) keep the Property free and clear of all Liens arising from its operations hereunder (except liens for taxes not yet due, other inchoate liens or liens contested in good faith by the Optionee) and proceed comply with all diligence applicable laws, regulations, by-laws, rules, orders and ordinances whether federal, provincial or municipal, with respect to contest its Mining Operations hereunder, including discharging the duty to consult with or discharge any Lien that is filedprovide notice to all applicable Aboriginal communities; (b) comply with the provisions of the Mining Act, including without limitation, any duty or requirement to consult with or provide notice to Aboriginal communities as set out in the Mining Act, particularly during the early exploration stage of the mining process and the requirements to submit to the MNDM an exploration plan and obtain from the MNDM an exploration permit prior to carrying out certain early exploration activities in respect of the Property; (c) keep a detailed record of any and all efforts taken by the Optionee to notify and/or consult with Aboriginal communities, and to provide such records to the MNDM upon request; (d) conduct all Mining Operations in accordance with Environmental Standards; (e) conduct all Mining Operations and supervise the operation of all contractors and or sub-contractors in, on and under the Property in a careful manner and in accordance with good mining practice and in compliance with all applicable laws and, without limiting the generality of the foregoing, the Optionee shall on the completion of its work or at the end of the term of this Agreement leave the Property in a safe condition with any and all openings safeguarded in accordance with the provisions of all applicable legislation, regulations and other laws affecting them; (f) subject to the other provisions of this Agreement, the Optionee shall have complete discretion and control with respect to all Mining Operations carried out on the Property provided, however, that all Mining Operations on the Property shall be conducted in a manner which will cause the least damage and defacement practicable under the circumstances. All access roads shall be set out in consultation with the Optionors and both parties will make their best efforts to co-operate so as to enable the Optionee to conduct its operations in a reasonable manner while minimizing the damage and interference to the Property and to any timber resources thereon. Upon completion of its work or at the end of the term of this Agreement the Optionee shall restore and remediate the Property in accordance with good mining practices so as to minimize permanent damage or interference with the Property; (g) pay or cause to be paid all workers workmen's wages and wage earners employed by it or its contractors on the Property, and pay for all materials, supplies and services and supplies purchased delivered to or delivered in connection with its activities performed on or with in respect of the Property, so as to avoid any woodsman, builders, or construction liens from arising; (h) pay all timber dues or other assessments or charges which may be levied or imposed under any statutory provision or otherwise arising, as a consequence of the harvesting of any timber resources from the Property; (ci) permit Xxxx, or its representatives duly authorized by it in writing, at its own risk and expense, access to maintain the Property at in good standing by doing all reasonable times assessment work, recording all exploration and to all records and reports, if any, prepared by the Optionee in connection with development work done on or the Property in accordance with respect to the Property, and xxxxxxx Xxxx within 60 days requirements of the completion Mining Act, paying all exploration licenses fees and by doing all other acts and things that may be necessary in that regard until the termination or expiration of a program on the Property with a report with respect to Agreement or the work carried out by the Optionee on or with respect to said program abandonment of rights and material results obtainedoptions granted hereunder; (dj) conduct abide by all work on or with respect to directions of the Property in a careful and minerlike manner and in compliance with all applicable federal, provincial and local laws, rules, orders and regulations, and indemnify and save Xxxx harmless from any and all claims, suits, demands, losses and expenses including, without limitation, with respect to environmental matters, made or brought against it as a result of work done relevant Minister or any act or thing done or omitted to be done by the Optionee on or with respect to the Propertyother governmental authority having jurisdiction over its operations hereunder; and (ek) provide to Xxxx within 60 days of the end of each calendar quarter during which any Expenditures have been incurred comprehensive written reports showing the operations carried out and the results obtained and detailing the Expenditures incurred together with evidence of payment thereof. 5.2 In the event of termination of the Option for any reason other than through the exercise thereof, the Optionee will: (a) leave the Property: (i) in good standing and free and clear of all Liens arising from its operations hereunder, (ii) in a safe and orderly condition, and (iii) in a condition which is in compliance with all rules and orders of governmental authorities with respect to reclamation and rehabilitation of all disturbances resulting from the Optionee's use and occupancy of the Property; (b) deliver to Xxxx, within 90 days of a written request therefor, a report on all work carried out by the Optionee on the Property (limited to factual matters only) together with copies of all sample location maps, drillhole assay logs, assay results maintain adequate liability and other technical data compiled by the Optionee or its representatives with respect to the Property; and (c) have the right (and, insurance and if requested by Xxxx within 90 days Optionor, to provide evidence of the effective date of termination, the obligation) to remove from the Property within one year of termination of this Agreement all facilities erected, installed or brought upon the Property by or at the instance of Optionee, failing which, the facilities shall become the property of Xxxxsame.

COVENANTS OF THE OPTIONEE. 5.1 During the currency term of the Option, this Agreement the Optionee shall: (a) keep the Property free and clear of all Liens arising from its operations hereunder (except liens for taxes not yet due, other inchoate liens or liens contested in good faith by the Optionee) and proceed comply with all diligence applicable laws, regulations, by-laws, rules, orders and ordinances whether federal, provincial or municipal, with respect to contest or discharge any Lien that is filedits Mining Operations hereunder, including discharging the duty to consult with all Aboriginal communities; (b) comply with the provisions of the Mining Act, including without limitation, the duty to consult with Aboriginal communities particularly during the early exploration stage of the mining process and the requirements to submit to the Ministry an exploration plan and obtain from the Ministry an exploration permit prior to carrying out certain early exploration activities in respect of the Property; (c) keep a detailed record of any and all efforts taken by the Optionee to notify and consult with Aboriginal communities, and to provide such records to the Ministry upon request; (d) conduct all Mining Operations in accordance with Environmental Standards; (e) conduct all Mining Operations and supervise the operation of all contractors and or sub-contractors in, on and under the Property in a careful manner and in accordance with good mining practice and in compliance with all applicable laws and, without limiting the generality of the foregoing the Optionee shall on the completion of its work or at the end of the term of this Agreement leave the Property in a safe condition with any and all openings safeguarded in accordance with the provisions of all applicable legislation, regulations and other laws affecting them; (f) subject to the other provisions of this Agreement, the Optionee shall have complete discretion and control with respect to all Mining Operations carried out on the Property provided, however, that all Mining Operations on the Property shall be conducted in a manner which will cause the least damage and defacement #108756-1 practicable under the circumstances. All access roads shall be set out in consultation with the Optionor and both parties will make their best efforts to co- operate so as to enable the Optionee to conduct its operations in a reasonable manner while minimizing the damage and interference to the Property and to any timber resources thereon. The Optionee shall reimburse the Optionor or compensate it for all actual physical damage to the Property and actual damages to improvements, roads, xxxxx, crops, timber, grass and livestock resulting from the Optionee's operations. Upon completion of its work or at the end of the term of this Agreement the Optionee shall restore and remediate the Property in accordance with good mining practices so as to minimize permanent damage or interference with the Property; (g) pay or cause to be paid all workers workmen's wages and wage earners employed by it or its contractors on the Property, and pay for all materials, supplies and services and supplies purchased delivered to or delivered in connection with its activities performed on or with in respect of the Property, so as to avoid any woodsman, builders, or construction liens from arising; (h) pay all timber dues or other assessments or charges which may be levied or imposed under any statutory provision or otherwise arising, as a consequence of the harvesting of any timber resources from the Property; (ci) permit Xxxx, or its representatives duly authorized by it in writing, at its own risk and expense, access to maintain the Property at in good standing by doing all reasonable times assessment work, recording all exploration and to all records and reports, if any, prepared by the Optionee in connection with development work done on or the Property in accordance with respect to the Property, and xxxxxxx Xxxx within 60 days requirements of the completion Mining Act, paying all exploration licenses fees and by doing all other acts and things that may be necessary in that regard until the termination or expiration of a program on the Property with a report with respect to Agreement or the work carried out by the Optionee on or with respect to said program abandonment of rights and material results obtainedoptions granted hereunder; (dj) conduct abide by all work on or with respect to directions of the Property in a careful and minerlike manner and in compliance with all applicable federal, provincial and local laws, rules, orders and regulations, and indemnify and save Xxxx harmless from any and all claims, suits, demands, losses and expenses including, without limitation, with respect to environmental matters, made or brought against it as a result of work done relevant Minister or any act or thing done or omitted to be done by the Optionee on or with respect to the Propertyother governmental authority having jurisdiction over its operations hereunder; and (ek) provide to Xxxx within 60 days of the end of each calendar quarter during which any Expenditures have been incurred comprehensive written reports showing the operations carried out and the results obtained and detailing the Expenditures incurred together with evidence of payment thereof. 5.2 In the event of termination of the Option for any reason other than through the exercise thereof, the Optionee will: (a) leave the Property: (i) in good standing and free and clear of all Liens arising from its operations hereunder, (ii) in a safe and orderly condition, and (iii) in a condition which is in compliance with all rules and orders of governmental authorities with respect to reclamation and rehabilitation of all disturbances resulting from the Optionee's use and occupancy of the Property; (b) deliver to Xxxx, within 90 days of a written request therefor, a report on all work carried out by the Optionee on the Property (limited to factual matters only) together with copies of all sample location maps, drillhole assay logs, assay results maintain adequate liability and other technical data compiled by the Optionee or its representatives with respect to the Property; and (c) have the right (and, insurance and if requested by Xxxx within 90 days the Optionor, to provide evidence of the effective date of termination, the obligation) to remove from the Property within one year of termination of this Agreement all facilities erected, installed or brought upon the Property by or at the instance of Optionee, failing which, the facilities shall become the property of Xxxxsame.

COVENANTS OF THE OPTIONEE. 5.1 During 8.01 The Optionee covenants and agrees with the currency of Optionor that in order to keep the Option, the Optionee shallOption effective: (a) the Optionee shall carry out and record or cause to be carried out and recorded all such assessment work upon the Property as may be required in order to maintain the Property in good standing at all times; notwithstanding the foregoing, the Optionee shall record all eligible expenditures as assessment credits up to the maximum amount permitted under the applicable law or policy; (b) the Optionee shall keep the Property free and clear of liens and all Liens other charges arising from its operations hereunder (except liens for taxes not yet due, other inchoate liens or liens contested in good faith by the Optionee) and proceed with all diligence to contest or discharge any Lien that is filed; (b) pay or cause to be paid all workers and wage earners employed by it or its contractors on the Property, and pay for all materials, services and supplies purchased or delivered in connection with its activities on or with respect to the Property; thereon; (c) permit Xxxx, or its representatives duly authorized by it in writing, at its own risk and expense, access to the Property at all reasonable times and to all records and reports, if any, prepared by the Optionee in connection with work done shall carry on or with respect to the Property, and xxxxxxx Xxxx within 60 days of the completion of a program all operations on the Property with a report with respect to the work carried out by the Optionee on or with respect to said program and material results obtained; (d) conduct all work on or with respect to the Property in a careful good and minerlike miner-like manner and in compliance with all applicable federal, provincial governmental regulations and local laws, rules, orders and regulations, and indemnify and save Xxxx harmless from any and all claims, suits, demands, losses and expenses including, without limitation, with respect to environmental matters, made restrictions; (d) the Optionee shall pay or brought against it as a result of work done or any act or thing done or omitted cause to be done by the Optionee on paid any rates, taxes, duties, royalties, assessments or fees levied with respect to the PropertyProperty or the Optionee's operations thereon; and (e) provide to Xxxx within 60 days the Optionee shall, upon termination of this agreement, leave the Property in a safe condition in accordance with good miner-like practice and any applicable requirements of law; (f) the Optionee shall, upon reasonable prior notice, allow the Optionor or any duly authorized agent or representative of the end of each calendar quarter during which Optionor to inspect the Property at all times and intervals; PROVIDED HOWEVER that it is agreed and understood that the Optionor or any Expenditures have been incurred comprehensive written reports showing the operations carried out such agent or representative shall be at his own risk and the results obtained and detailing the Expenditures incurred together with evidence of payment thereof. 5.2 In the event of termination of the Option Optionee shall not be liable for any reason other than through loss, damage or injury incurred by the exercise thereof, the Optionee will: (a) leave the Property: (i) in good standing and free and clear of all Liens Optionor or its agent or representative arising from its operations hereunder, (ii) in a safe and orderly condition, and (iii) in a condition which is in compliance with all rules and orders of governmental authorities with respect to reclamation and rehabilitation of all disturbances resulting from the Optionee's use and occupancy inspection of the Property; (b) deliver to Xxxx, within 90 days of a written request therefor, a report on all work carried out except those caused by the gross negligence or wilful misconduct of the Optionee, its agents, employees and directors; (g) the Optionee on shall allow the Property (limited Optionor access at all times to factual matters only) together with copies of all sample location maps, drillhole assay logsreports, assay results and other technical data compiled prepared or obtained by the Optionee in connection with its operations on the Property; and (h) the Optionee shall provide the Optionor on or its representatives before January 31 or each year with a comprehensive progress report with recommendations, in writing, with respect to its operations on the Property during the preceding calendar year and shall provide the Optionor with copies of any and all documents filed by the Optionee to record assessment work on the Property; and (c) . The Optionor will have the right (and, if requested by Xxxx within 90 days to review the report and inform the Optionee, in writing, as to further participation on the Property based on the recommendations as stated in the report. 8.02 Crest Geological Consultants Limited, pursuant to a Geological Contracting Agreement of even date herewith, shall carry out and manage all exploration and development work on and in respect of the effective date of termination, Property during the obligation) to remove from the Property within one year of termination currency of this Agreement all facilities erected, installed or brought upon the Property by or at the instance of Optionee, failing which, the facilities shall become the property of Xxxxagreement.

COVENANTS OF THE OPTIONEE. 5.1 During the currency of the Option, the Optionee shall: (a) keep the Property free and clear of all Liens arising from its operations hereunder (except liens for taxes not yet due, other inchoate liens or liens contested in good faith by the Optionee) and proceed with all diligence to contest or discharge any Lien that is filed; (b) pay or cause to be paid all workers and wage earners employed by it or its contractors on the Property, and pay for all materials, services and supplies purchased or delivered in connection with its activities on or with respect to the Property; (c) permit Xxxx, or its representatives duly authorized by it in writing, at its own risk and expense, access to the Property at all reasonable times and to all records and reports, if any, prepared by the Optionee in connection with work done on or with respect to the Property, and xxxxxxx Xxxx within 60 days of the completion of a program on the Property with a report with respect to the work carried out by the Optionee on or with respect to said program and material results obtained; (d) conduct all work on or with respect to the Property in a careful and minerlike manner and in compliance with all applicable federal, provincial and local laws, rules, orders and regulations, and indemnify and save Xxxx harmless from any and all claims, suits, demands, losses and expenses including, without limitation, with respect to environmental matters, made or brought against it as a result of work done or any act or thing done or omitted to be done by the Optionee on or with respect to the Property; (e) file all assessment work within the calendar year the work was completed; and (ef) provide to Xxxx within 60 days of the end of each calendar quarter during which any Expenditures have been incurred comprehensive written reports showing the operations carried out and the results obtained and detailing the Expenditures incurred together with evidence of payment thereof. 5.2 In the event of termination of the Option for any reason other than through the exercise thereof, the Optionee will: (a) leave the Property: (i) in good standing and free and clear of all Liens arising from its operations hereunder, (ii) in a safe and orderly condition, and (iii) in a condition which is in compliance with all rules and orders of governmental authorities with respect to reclamation and rehabilitation of all disturbances resulting from the Optionee's use and occupancy of the Property; (b) deliver to Xxxx, within 90 days of a written request therefor, a report on all work carried out by the Optionee on the Property (limited to factual matters only) together with copies of all sample location maps, drillhole assay logs, assay results and other technical data compiled by the Optionee or its representatives with respect to the Property; and (c) have the right (and, if requested by Xxxx within 90 days of the effective date of termination, the obligation) to remove from the Property within one year of termination of this Agreement all facilities erected, installed or brought upon the Property by or at the instance of Optionee, failing which, the facilities shall become the property of Xxxx.

COVENANTS OF THE OPTIONEE. 5.1 During the currency term of the Option, this Agreement the Optionee shall: (a) keep the Property free and clear of all Liens arising from its operations hereunder (except liens for taxes not yet due, other inchoate liens or liens contested in good faith by the Optionee) and proceed comply with all diligence applicable laws, regulations, by-laws, rules, orders and ordinances whether federal, provincial or municipal, with respect to contest its Mining Operations hereunder, including discharging the duty to consult with or discharge any Lien that is filedprovide notice to all Aboriginal communities; (b) comply with the provisions of the Mining Act, including without limitation, any duty or requirement to consult with or provide notice to Aboriginal communities as set out in the Mining Act, particularly during the early exploration stage of the mining process and the requirements to submit to the Ministry an exploration plan and obtain from the Ministry an exploration permit prior to carrying out certain early exploration activities in respect of the Property; (c) keep a detailed record of any and all efforts taken by the Optionee to notify and/or consult with Aboriginal communities, and to provide such records to the Ministry upon request; (d) conduct all Mining Operations in accordance with Environmental Standards; (e) conduct all Mining Operations and supervise the operation of all contractors and or sub-contractors in, on and under the Property in a careful manner and in accordance with good mining practice and in compliance with all applicable laws and, without limiting the generality of the foregoing, the Optionee shall on the completion of its work or at the end of the term of this Agreement leave the Property in a safe condition with any and all openings safeguarded in accordance with the provisions of all applicable legislation, regulations and other laws affecting them; (f) subject to the other provisions of this Agreement, the Optionee shall have complete discretion and control with respect to all Mining Operations carried out on the Property provided, however, that all Mining Operations on the Property shall be conducted in a manner which will cause the least damage and defacement practicable under the circumstances. All access roads shall be set out in consultation with the Optionor and both parties will make their best efforts to co-operate so as to enable the Optionee to conduct its operations in a reasonable manner while minimizing the damage and interference to the Property and to any timber resources thereon. The Optionee shall reimburse the Optionor or compensate it for all actual physical damage to the Property and actual damages to improvements, roads, xxxxx, crops, timber, grass and livestock resulting from the Optionee’s operations. Upon completion of its work or at the end of the term of this Agreement the Optionee shall restore and remediate the Property in accordance with good mining practices so as to minimize permanent damage or interference with the Property; (g) pay or cause to be paid all workers workmen's wages and wage earners employed by it or its contractors on the Property, and pay for all materials, supplies and services and supplies purchased delivered to or delivered in connection with its activities performed on or with in respect of the Property, so as to avoid any woodsman, builders, or construction liens from arising; (h) pay all timber dues or other assessments or charges which may be levied or imposed under any statutory provision or otherwise arising, as a consequence of the harvesting of any timber resources from the Property; (ci) permit Xxxx, or its representatives duly authorized by it in writing, at its own risk and expense, access to maintain the Property at in good standing by doing all reasonable times assessment work, recording all exploration and to all records and reports, if any, prepared by the Optionee in connection with development work done on or the Property in accordance with respect to the Property, and xxxxxxx Xxxx within 60 days requirements of the completion Mining Act, paying all exploration licenses fees and by doing all other acts and things that may be necessary in that regard until the termination or expiration of a program on the Property with a report with respect to Agreement or the work carried out by the Optionee on or with respect to said program abandonment of rights and material results obtainedoptions granted hereunder; (dj) conduct abide by all work on or with respect to directions of the Property in a careful and minerlike manner and in compliance with all applicable federal, provincial and local laws, rules, orders and regulations, and indemnify and save Xxxx harmless from any and all claims, suits, demands, losses and expenses including, without limitation, with respect to environmental matters, made or brought against it as a result of work done relevant Minister or any act or thing done or omitted to be done by the Optionee on or with respect to the Propertyother governmental authority having jurisdiction over its operations hereunder; and (ek) provide to Xxxx within 60 days of the end of each calendar quarter during which any Expenditures have been incurred comprehensive written reports showing the operations carried out and the results obtained and detailing the Expenditures incurred together with evidence of payment thereof. 5.2 In the event of termination of the Option for any reason other than through the exercise thereof, the Optionee will: (a) leave the Property: (i) in good standing and free and clear of all Liens arising from its operations hereunder, (ii) in a safe and orderly condition, and (iii) in a condition which is in compliance with all rules and orders of governmental authorities with respect to reclamation and rehabilitation of all disturbances resulting from the Optionee's use and occupancy of the Property; (b) deliver to Xxxx, within 90 days of a written request therefor, a report on all work carried out by the Optionee on the Property (limited to factual matters only) together with copies of all sample location maps, drillhole assay logs, assay results maintain adequate liability and other technical data compiled by the Optionee or its representatives with respect to the Property; and (c) have the right (and, insurance and if requested by Xxxx within 90 days Optionor, to provide evidence of the effective date of termination, the obligation) to remove from the Property within one year of termination of this Agreement all facilities erected, installed or brought upon the Property by or at the instance of Optionee, failing which, the facilities shall become the property of Xxxxsame.

COVENANTS OF THE OPTIONEE. 5.1 During the currency term of the Option, this Agreement the Optionee shall: (a) keep the Property free and clear of all Liens arising from its operations hereunder (except liens for taxes not yet due, other inchoate liens or liens contested in good faith by the Optionee) and proceed comply with all diligence Applicable Laws with respect to contest its Mining Operations hereunder, including discharging the duty to consult with or discharge any Lien that is filedprovide notice to all applicable Aboriginal communities; (b) comply with the provisions of the Mining Act, including without limitation, any duty or requirement to consult with or provide notice to Aboriginal communities as set out in the Mining Act, particularly during the early exploration stage of the mining process and the requirements to submit to the MNDM an exploration plan and obtain from the MNDM an exploration permit prior to carrying out certain early exploration activities in respect of the Property; (c) keep a detailed record of any and all efforts taken by the Optionee to notify and/or consult with Aboriginal communities, and to provide such records to the MNDM upon request; (d) conduct all Mining Operations in accordance with Environmental Standards; (e) conduct all Mining Operations and supervise the operation of all contractors and or sub-contractors in, on and under the Property in a careful manner and in accordance with good mining practice and in compliance with all Applicable Laws and, without limiting the generality of the foregoing, the Optionee shall on the completion of its work or at the end of the term of this Agreement leave the Property in a safe condition with any and all openings safeguarded in accordance with the provisions of all Applicable Laws; (f) subject to the other provisions of this Agreement, the Optionee shall have complete discretion and control with respect to all Mining Operations carried out on the Property provided, however, that all Mining Operations on the Property shall be conducted in a manner which will cause the least damage and defacement practicable under the circumstances. All access roads shall be set out in consultation with the Optionors and both parties will make their best efforts to co-operate so as to enable the Optionee to conduct its operations in a reasonable manner while minimizing the damage and interference to the Property and to any timber resources thereon. Upon completion of its work or at the end of the term of this Agreement the Optionee shall restore and remediate the Property in accordance with good mining practices so as to minimize permanent damage or interference with the Property; (g) pay or cause to be paid all workers workmen's wages and wage earners employed by it or its contractors on the Property, and pay for all materials, supplies and services and supplies purchased delivered to or delivered in connection with its activities performed on or with in respect to of the Property, so as to avoid any woodsman, builders, or construction liens from arising; (ch) permit Xxxxpay all timber dues or other assessments or charges which may be levied or imposed under any Applicable Laws arising, or its representatives duly authorized by it in writing, at its own risk and expense, access to as a consequence of the harvesting of any timber resources from the Property at by or on behalf of the Optionee; (i) maintain the Property in good standing by doing all reasonable times assessment work, recording all exploration and to all records and reports, if any, prepared by the Optionee in connection with development work done on or the Property in accordance with respect to the Property, and xxxxxxx Xxxx within 60 days requirements of the completion Mining Act, paying all exploration licenses fees and by doing all other acts and things that may be necessary in that regard until the termination or expiration of a program on the Property with a report with respect to Agreement or the work carried out by the Optionee on or with respect to said program abandonment of rights and material results obtainedoptions granted hereunder; (dj) conduct abide by all work on or with respect to directions of the Property in a careful and minerlike manner and in compliance with all applicable federal, provincial and local laws, rules, orders and regulations, and indemnify and save Xxxx harmless from any and all claims, suits, demands, losses and expenses including, without limitation, with respect to environmental matters, made or brought against it as a result of work done relevant Minister or any act or thing done or omitted to be done by the Optionee on or with respect to the Propertyother Governmental Authority having jurisdiction over its operations hereunder; and (ek) provide to Xxxx within 60 days of the end of each calendar quarter during which any Expenditures have been incurred comprehensive written reports showing the operations carried out and the results obtained and detailing the Expenditures incurred together with evidence of payment thereof. 5.2 In the event of termination of the Option for any reason other than through the exercise thereof, the Optionee will: (a) leave the Property: (i) in good standing and free and clear of all Liens arising from its operations hereunder, (ii) in a safe and orderly condition, and (iii) in a condition which is in compliance with all rules and orders of governmental authorities with respect to reclamation and rehabilitation of all disturbances resulting from the Optionee's use and occupancy of the Property; (b) deliver to Xxxx, within 90 days of a written request therefor, a report on all work carried out by the Optionee on the Property (limited to factual matters only) together with copies of all sample location maps, drillhole assay logs, assay results maintain adequate liability and other technical data compiled by the Optionee or its representatives with respect to the Property; and (c) have the right (and, insurance and if requested by Xxxx within 90 days Optionors, to provide evidence of the effective date of termination, the obligation) to remove from the Property within one year of termination of this Agreement all facilities erected, installed or brought upon the Property by or at the instance of Optionee, failing which, the facilities shall become the property of Xxxxsame.

COVENANTS OF THE OPTIONEE. 5.1 During the currency term of the Optionthis Agreement, the Optionee shallhereby covenants and agrees to: (a) keep the Property free and clear of all Liens arising from its operations hereunder (except liens for taxes not yet due, other inchoate liens or liens contested in good faith by the Optionee) and proceed comply with all diligence applicable laws, regulations, by-laws, rules, orders and ordinances whether federal, provincial or municipal, with respect to contest or discharge any Lien that is filedits Mining Operations hereunder; (b) conduct all Mining Operations in accordance with Environmental Standards; (c) conduct all Mining Operations and supervise the operation of all contractors and or sub- contractors in, on and under the Property in a careful manner and in accordance with good mining practice and in compliance with all applicable Laws and, without limiting the generality of the foregoing, the Optionee shall on the completion of its work or at the end of the term of this Agreement leave the Property in a safe condition with any and all openings safeguarded in accordance with the provisions of all applicable legislation, regulations and other Regulations affecting them; (d) subject to the other provisions of this Agreement, the Optionee shall have complete discretion and control with respect to all Mining Operations carried out on the Property provided, however, that all Mining Operations on the Property shall be conducted in a manner which will cause the least damage and defacement practicable under the circumstances. All access roads shall be set out in consultation with the Optionor and both parties will make their best efforts to co-operate so as to enable the Optionee to conduct its operations in a reasonable manner while minimizing the damage and interference to the Property. The Optionee shall reimburse the Optionor or compensate it for all actual physical damage to the Property and actual damages to improvements, roads, xxxxx, crops, timber, grass and livestock resulting from the Optionee's operations. Upon completion of its work or at the end of the term of this Agreement, the Optionee shall restore and remediate the Property in accordance with good mining practices so as to minimize permanent damage or interference with the Property; (e) pay or cause to be paid all workers workmen's wages and wage earners employed by it or its contractors on the Property, and pay for all materials, supplies and services and supplies purchased delivered to or delivered in connection with its activities performed on or with in respect of the Property, so as to avoid any woodsman, builders, or construction liens from arising; (f) pay all timber dues or other assessments or charges which may be levied or imposed under any statutory provision or otherwise arising, as a consequence of the harvesting of any timber resources from the Property; (cg) permit Xxxx, or its representatives duly authorized by it in writing, at its own risk and expense, access to maintain the Property at in good standing by doing all reasonable times assessment work, recording all exploration and to all records and reports, if any, prepared by the Optionee in connection with development work done on or the Property in accordance with respect to the Property, and xxxxxxx Xxxx within 60 days requirements of the completion Mining Act and amendments thereto, paying all exploration license fees and by doing all other acts and things that may be necessary in that regard until the termination or expiration of a program on this Agreement or the Property with a report with respect to the work carried out by the Optionee on or with respect to said program abandonment of rights and material results obtainedoptions granted hereunder; (dh) conduct abide by all work on or with respect to directions of the Property in a careful and minerlike manner and in compliance with all applicable federal, provincial and local laws, rules, orders and regulations, and indemnify and save Xxxx harmless from any and all claims, suits, demands, losses and expenses including, without limitation, with respect to environmental matters, made or brought against it as a result of work done relevant Minister or any act or thing done or omitted to be done by the Optionee on or with respect to the Propertyother governmental authority having jurisdiction over its operations hereunder; and (e) provide to Xxxx within 60 days of the end of each calendar quarter during which any Expenditures have been incurred comprehensive written reports showing the operations carried out and the results obtained and detailing the Expenditures incurred together with evidence of payment thereof. 5.2 In the event of termination of the Option for any reason other than through the exercise thereof, the Optionee will: (a) leave the Property: (i) in good standing and free and clear of all Liens arising from its operations hereunder, (ii) in a safe and orderly condition, and (iii) in a condition which is in compliance with all rules and orders of governmental authorities with respect to reclamation and rehabilitation of all disturbances resulting from the Optionee's use and occupancy of the Property; (b) deliver to Xxxx, within 90 days of a written request therefor, a report on all work carried out by the Optionee on the Property (limited to factual matters only) together with copies of all sample location maps, drillhole assay logs, assay results maintain adequate liability and other technical data compiled by the Optionee or its representatives with respect to the Property; and (c) have the right (and, insurance and if requested by Xxxx within 90 days Optionor, to provide evidence of the effective date of termination, the obligation) to remove from the Property within one year of termination of this Agreement all facilities erected, installed or brought upon the Property by or at the instance of Optionee, failing which, the facilities shall become the property of Xxxxsame.