Common use of Technical Matters Clause in Contracts

Technical Matters. (i) The Company Material Properties are the only material properties of the Company for the purposes of NI 43-101. (ii) The technical report prepared for the Company entitled "NI 43-101 Technical Report Resource Estimate for the Wildcat Project, Pershing County, Nevada, United States" dated November 20, 2020, with an effective date of November 18, 2020, and the technical report prepared for the Company entitled "NI 43-101 Technical Report for the Mountain View Project, Washoe County, Nevada, USA" dated November 25, 2020, with an effective date of November 15, 2020 (together, the "Company Technical Reports") complied in all material respects with the requirements of NI 43-101 at the time of filing thereof and reasonably presented the quantity of mineral resources attributable to the properties evaluated therein as at the date stated therein based upon information available at the time the report was prepared. To the knowledge of the Company, there has been no material change in the scientific or technical information included in the Company Technical Reports since the date such information was provided for purposes of the Company Technical Reports that would trigger the filing of a new technical report under NI 43-101 and there is no new material scientific or technical information concerning the relevant property not included in the Company Technical Reports or the documents filed by or on behalf of the Company on SEDAR prior to the date hereof. (iii) The Company has made available to the authors of the Company Technical Reports, prior to the issuance thereof, for the purpose of preparing such reports, all information requested by them, and none of such information contained any misrepresentation at the time such information was so provided. (iv) All of the material assumptions underlying the mineral resource estimates in the Company Technical Reports and in the Company Public Disclosure Record are reasonable and appropriate and were prepared in all material respects in accordance with sound mining, engineering, geoscience and other applicable industry standards and practices, and in all material respects in accordance with all applicable Laws, including the requirements of NI 43-101. There has been no material reduction in the aggregate amount of estimated mineral resources of the Company, taken as a whole, from the amounts set forth in the Company Public Disclosure Record, other than as a result of operations in the ordinary course of business. (v) The scientific and technical information set forth in the Company Public Disclosure Record relating to mineral resources required to be disclosed therein pursuant to NI 43-101 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 NI 43-101 and Securities Laws. (vi) The Company is in compliance in all material respects with the provisions of NI 43-101, has filed all technical reports required thereby, and there has been no change of which the Company is or should be aware that would disaffirm or change any aspect of the Company Technical Reports or that would require the filing of a new technical report under NI 43-101. (vii) At the date hereof, there are no outstanding unresolved comments of any securities authority or any stock exchange in respect of the technical disclosure made in the Company Public Disclosure Record.

Appears in 2 contracts

Samples: Arrangement Agreement (Integra Resources Corp.), Arrangement Agreement (Integra Resources Corp.)

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Technical Matters. (i) The Company Detour Material Properties are Property is the only material properties property of the Company for the purposes of NI 43-101. (ii) The technical report reports prepared for the Company entitled "Detour Xxxx Xxxxxxxxx, Xxxxxxx, Xxxxxx, NI 43-101 Technical Report Resource Estimate for the Wildcat Project, Pershing County, Nevada, United StatesReport" dated November 2026, 20202018, with an effective date of November 18June 27, 20202018, prepared by Xxxx Xxxxxx, P.Eng., Xxxxx Xxxxxxxx, P.Geo., Xxxx Xxxxxx, P.Xxx., Xxxxxx Xxxxxxxxxxx, P.Eng., Xxxxxxx XxXxxxxx, P.Eng., Xxxxxx Xxxxxx, Eng. and the technical report prepared for the Company entitled "NI 43-101 Technical Report for the Mountain View ProjectXxxxx Xxxxxx, Washoe County, Nevada, USA" dated November 25, 2020, with an effective date of November 15, 2020 P.Eng. (together, the "Company Technical ReportsReport") complied in all material respects with the requirements of NI 43-101 at the time of filing thereof and 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 report was prepared. To the The Company does not have knowledge of the Company, there has been no a material adverse change in the scientific any production, cost, price, mineral reserves, mineral resources or technical other relevant information included in the Company Technical Reports provided since the date such information was provided for purposes of the Company Technical Reports that would trigger the filing of a new technical report under NI 43-101 and there is no new material scientific or technical information concerning the relevant property not included in the Company Technical Reports or the documents filed by or on behalf of the Company on SEDAR prior to the date hereofprovided. (iii) The Company has made available to the authors of the Company Technical Reports, prior to the issuance thereof, for the purpose of preparing such reports, all information requested by them, and none of such information contained any misrepresentation at the time such information was so provided. (iv) All of the material assumptions underlying the mineral resource and mineral reserve estimates in the Company Technical Reports Report and in the Company Public Disclosure Record are reasonable and appropriate and were prepared in all material respects in accordance with sound mining, engineering, geoscience and other applicable industry standards and practices, and in all material respects in accordance with all applicable Laws, including the requirements of NI 43-101. There has been no material reduction in the aggregate amount of estimated mineral reserves or mineral resources of the Company, taken as a whole, from the amounts set forth in the Company Public Disclosure Record, other than as a result of operations in the ordinary course of business. (viv) The scientific and technical information set forth in the Company Public Disclosure Record relating to mineral resources and mineral reserves required to be disclosed therein pursuant to NI 43-101 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 NI 43-101 and Securities Laws. (viv) The Company is in compliance in all material respects with the provisions of NI 43-101, has filed all technical reports required thereby, and there has been no change of which the Company is or should be aware that would disaffirm or change any aspect of the Company Technical Reports Report or that would require the filing of a new technical report under NI 43-101. (vii) At the date hereof, there are no outstanding unresolved comments of any securities authority or any stock exchange in respect of the technical disclosure made in the Company Public Disclosure Record.

Appears in 1 contract

Samples: Arrangement Agreement (Kirkland Lake Gold Ltd.)

Technical Matters. (i) The Company Purchaser Material Properties are the only material properties of the Company Purchaser for the purposes of NI 43-101. (ii) The technical report reports prepared for the Company Purchaser entitled "(i) “Natougou Gold Deposit Project, Burkina Faso” dated March 23, 2016, (ii) “Mana Property, Burkina Faso, NI 43-101 Technical Report Resource Estimate for Report, Disclosing the Wildcat ProjectResults of the Siou Underground Prefeasibility Study”, Pershing Countydated March 26, Nevada, United States" dated November 20, 20202018, with an effective date of November 18December 31, 20202017, and the technical report prepared for the Company entitled "NI 43-101 (iii) “Technical Report for on the Mountain View ProjectHoundé Gold Mine, Washoe CountyRepublic of Burkina Faso” dated effective December 31, Nevada2019 and (iv) “Technical Report on the Ity Gold Mine, USA" Republic of Cote D’Ivoire” dated November 25effective December 31, 2020, with an effective date of November 15, 2020 2019 (together, the "Company “Purchaser Technical Reports") complied in all material respects with the requirements of NI 43-101 at the time of filing thereof thereof, together with the scientific and technical information set forth in the Purchaser Public Disclosure Record, and 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 report was prepared. To Except as set out in the Purchaser Public Disclosure Record, the Purchaser does not have knowledge of any change to the Company, there has been no material change facts and assumptions underlying the estimates in the scientific or technical information included in the Company Technical Reports since the date such information was provided for purposes of the Company Technical Reports that would trigger reasonably be expected to result in a material change in any production, cost, price, mineral reserves, mineral resources or other relevant information provided since the filing of a new technical report under NI 43-101 and there is no new material scientific or technical information concerning the relevant property not included in the Company Technical Reports or the documents filed by or on behalf date of the Company on SEDAR prior to the date hereof.Technical Reports.‌ (iii) The Company has made available to the authors of the Company Technical Reports, prior to the issuance thereof, for the purpose of preparing such reports, all information requested by them, and none of such information contained any misrepresentation at the time such information was so provided. (iv) All of the material assumptions underlying the mineral resource and mineral reserve estimates in the Company Technical Reports and in the Company Purchaser Public Disclosure Record are reasonable and appropriate and were prepared in all material respects in accordance with sound mining, engineering, geoscience and other applicable industry standards and practices, and in all material respects in accordance with all applicable Laws, including the requirements of NI 43-10143¬101. There has been no material reduction in the aggregate amount of estimated mineral reserves or mineral resources of the CompanyPurchaser, taken as a whole, from the amounts set forth in the Company Purchaser Public Disclosure Record, other than as a result of operations in the ordinary course of business. (viv) The scientific and technical information set forth in the Company Purchaser Public Disclosure Record relating to mineral resources and mineral reserves required to be disclosed therein pursuant to NI 43-101 has been prepared by the Company Purchaser and its consultants in accordance with methods generally applied in the mining industry and conforms, in all material respects, to the requirements of NI 43-101 and Securities Laws. (viv) The Company Purchaser is in compliance in all material respects with the provisions of NI 43-101, has filed all technical reports required thereby, and there has been no change of which the Company Purchaser is or should be aware that would disaffirm or change any aspect of the Company any Purchaser Technical Reports Report or that would require the filing of a new technical report under NI 43-101. (vii) At the date hereof, there are no outstanding unresolved comments of any securities authority or any stock exchange in respect of the technical disclosure made in the Company Public Disclosure Record.

Appears in 1 contract

Samples: Arrangement Agreement

Technical Matters. (i) The Company Purchaser Material Properties Property are the only material properties of the Company Purchaser for the purposes of NI 43-101. (ii) The technical report prepared for the Company entitled "NI 43-101 Purchaser Technical Report Resource Estimate for the Wildcat Project, Pershing County, Nevada, United States" dated November 20, 2020, with an effective date of November 18, 2020, and the technical report prepared for the Company entitled "NI 43-101 Technical Report for the Mountain View Project, Washoe County, Nevada, USA" dated November 25, 2020, with an effective date of November 15, 2020 (together, the "Company Technical Reports") Reports each complied in all material respects with the requirements of NI 43-101 at the time of filing thereof and 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 report was prepared. To the knowledge of the CompanyPurchaser, there has been no material change in the scientific or technical information included in the Company Purchaser Technical Reports since the date dates such information was provided for purposes of the Company Purchaser Technical Reports that would trigger the filing of a new technical report under NI 43-101 and there is no new material scientific or technical information concerning the relevant property properties not included in the Company Purchaser Technical Reports or the documents filed by or on behalf of the Company Purchaser on SEDAR SEDAR+ prior to the date hereof. (iii) The Company Purchaser has made available to the authors of the Company Purchaser Technical Reports, prior to the issuance issuances thereof, for the purpose of preparing such reports, all information requested by them, and none of such information contained any misrepresentation at the time such information was so provided. (iv) All of the material assumptions underlying the mineral resource and mineral reserve estimates in the Company Purchaser Technical Reports and in the Company Purchaser Public Disclosure Record are reasonable and appropriate and were prepared in all material respects in accordance with sound mining, engineering, geoscience and other applicable industry standards and practices, and in all material respects in accordance with all applicable Laws, including the requirements of NI 43-101. There has been no material reduction in the aggregate amount of estimated mineral reserves or mineral resources of the CompanyPurchaser, taken as a whole, from the amounts set forth in the Company Purchaser Public Disclosure Record, other than as a result of operations in the ordinary course of business. (v) The scientific and technical information set forth in the Company Purchaser Public Disclosure Record relating to mineral resources and mineral reserves required to be disclosed therein pursuant to NI 43-101 has been prepared by the Company Purchaser and its consultants in accordance with methods generally applied in the mining industry and conforms, in all material respects, to the requirements of NI 43-101 and Securities Laws. (vi) The Company Purchaser is in compliance in all material respects with the provisions of NI 43-43- 101, has filed all technical reports required thereby, and there has been no change of which the Company Purchaser is or should be aware of that would disaffirm or change any aspect of the Company Purchaser Technical Reports or that would require the filing of a new technical report under NI 43-101. (vii) At the date hereof, there are no outstanding unresolved comments of any securities authority or any stock exchange in respect of the technical disclosure made in the Company Purchaser Public Disclosure Record.

Appears in 1 contract

Samples: Arrangement Agreement

Technical Matters. (i) The Company Material Properties are Property is the only material properties property of the Company for the purposes of NI 43-101. (ii) The technical report prepared for the Company entitled "NI 43-101 Technical Report Resource Estimate for the Wildcat Project, Pershing County, Nevada, United States" dated November 20, 2020, with an effective date of November 18, 2020, and the technical report prepared for the Company entitled "NI 43-101 Technical Report for the Mountain View Project, Washoe County, Nevada, USA" dated November 25, 2020, with an effective date of November 15, 2020 (together, the "Company Technical Reports") complied in all material respects with the requirements of NI 43-101 at the time of filing thereof and reasonably presented the quantity of mineral resources attributable to the properties evaluated therein as at the date stated therein based upon information available at the time the report was prepared. To the knowledge of the Company, there has been no material change in the scientific or technical information included in the Company Technical Reports Report since the date such information was provided for purposes of the Company Technical Reports Report that would trigger the filing of a new technical report under NI 43-101 and there is no new material scientific or technical information concerning the relevant property not included in the Company Technical Reports Report or the documents filed by or on behalf of the Company on SEDAR SEDAR+ prior to the date hereof. (iii) The Company has made available to the authors of the Company Technical ReportsReport, prior to the issuance thereof, for the purpose of preparing such reportsreport, all information requested by them, and none of such information contained any misrepresentation at the time such information was so provided. (iv) All of the material assumptions underlying the mineral resource and mineral reserve estimates in the Company Technical Reports Report and in the Company Public Disclosure Record are reasonable and appropriate and were prepared in all material respects in accordance with sound mining, engineering, geoscience and other applicable industry standards and practices, and in all material respects in accordance with all applicable Laws, including the requirements of NI 43-101. There has been no material reduction in the aggregate amount of estimated mineral reserves or mineral resources of the Company, taken as a whole, from the amounts set forth in the Company Public Disclosure Record, other than as a result of operations in the ordinary course of business. (v) The scientific and technical information set forth in the Company Public Disclosure Record relating to mineral resources and mineral reserves required to be disclosed therein pursuant to NI 43-101 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 NI 43-101 and Securities Laws. (vi) The Company is in compliance in all material respects with the provisions of NI 43-101, has filed all technical reports required thereby, and there has been no change of which the Company is or should be aware that would disaffirm or change any aspect of the Company Technical Reports Report or that would require the filing of a new technical report under NI 43-101. (vii) At the date hereof, there are no outstanding unresolved comments of any securities authority or any stock exchange in respect of the technical disclosure made in the Company Public Disclosure Record.

Appears in 1 contract

Samples: Arrangement Agreement

Technical Matters. (i) The Company Material Properties are Property is the only material properties property of the Company for the purposes of NI 43-101. (ii) The technical report prepared for the Company entitled "NI 43-101 Technical Report “2022 Mineral Resource Estimate Update for the Wildcat Xxxxxxx Polymetallic Project, Pershing CountyPrince of Wales Island, NevadaAlaska, United States" USA” dated November 20March 30, 20202023, with an effective date of November 18February 14, 20202023, and prepared by Xx. Xxxxxx Xxxxxxxx, P.Xxx. of XXXXXXXX Consulting Services Inc (the technical report prepared for the Company entitled "NI 43-101 Technical Report for the Mountain View Project, Washoe County, Nevada, USA" dated November 25, 2020, with an effective date of November 15, 2020 (together, the "Company Technical Reports"Report”) complied in all material respects with the requirements of NI 43-101 at the time of filing thereof and reasonably presented the quantity of mineral resources attributable to the properties evaluated therein as at the date stated therein based upon information available at the time the report Company Technical Report was prepared. To the The Company does not have knowledge of the Company, there has been no a material change in the scientific any production, cost, price, mineral resources or technical other relevant information included in the Company Technical Reports provided since the date such information was provided for purposes of the Company Technical Reports that would trigger the filing of a new technical report under NI 43-101 and there is no new material scientific or technical information concerning the relevant property not included in the Company Technical Reports or the documents filed by or on behalf of the Company on SEDAR prior to the date hereofprovided. (iii) The Company has made available to the authors of the Company Technical ReportsReport, prior to the issuance thereof, for the purpose of preparing such reportsreport, all information requested by them, and none of such information contained any misrepresentation at the time such information was so provided. (iv) All of the material assumptions underlying the mineral resource estimates in the Company Technical Reports Report and in the Company Public Disclosure Record are reasonable and appropriate and were prepared in all material respects in accordance with sound mining, engineering, geoscience and other applicable industry standards and practices, and in all material respects in accordance with all applicable Laws, including the requirements of NI 43-101. There has been no material reduction in the aggregate amount of estimated mineral resources of the Company, taken as a whole, from the amounts set forth in the Company Public Disclosure Record, other than as a result of operations in the ordinary course of business. (v) The scientific and technical information set forth in the Company Public Disclosure Record relating to mineral resources required to be disclosed therein pursuant to NI 43-101 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 NI 43-43- 101 and Securities Laws. (vi) The Company is in compliance in all material respects with the provisions of NI 43-101, has filed all technical reports required thereby, and there has been no change of which the Company is or should be aware that would disaffirm or change any aspect of the Company Technical Reports Report or that would require the filing of a new technical report under NI 43-101. (vii) The Company has delivered to the Purchaser, or provided the Purchaser with access to, all scientific and technical information in its possession or under its control relating to the Company Properties, whether in writing, graphic, machine readable, electronic or physical form, including (i) geological, geophysical, geochemical, sampling, drilling, trenching, analytical testing, assaying, mineralogical, metallurgical and other similar information, including maps, charts and surveys, (ii) scoping, pre-feasibility, feasibility, engineering and other technical studies, exploration plans, development plans, mine plans or similar studies or analyses, (iii) plans, blueprints, process flow sheets, equipment and parts lists, instructions, manuals, and equipment records and procedures, and (iv) exploration, development, operations, production and other technical records, data and reports. At the date hereof, there are no outstanding unresolved comments of any securities authority Governmental Authority or any stock exchange in respect of the technical disclosure made in the Company Public Disclosure Record.

Appears in 1 contract

Samples: Arrangement Agreement

Technical Matters. (i) The Company Teranga Material Properties are the only material properties of the Company for the purposes of NI 43-101. (ii) The technical report reports prepared for the Company entitled "NI (i) “Sabodala- Massawa Project Pre-feasibility Study National Instrument 43-101 Technical Report Resource Estimate for the Wildcat Project, Pershing County, Nevada, United States" Report” dated November 20, 2020, with an effective date of November 18, 2020, and the technical report prepared for the Company entitled "NI 43-101 Technical Report for the Mountain View Project, Washoe County, Nevada, USA" dated November 25, 2020, with an effective date of November 15August 21, 2020 and (togetherii) “Wahgnion Gold Operations, Burkina Faso” dated July 31, 2019 (collectively, the "Company Technical Reports") complied in all material respects with the requirements of NI 43-43- 101 at the time of filing thereof and 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 report was prepared. To the The Company does not have knowledge of any change to the Company, there has been no facts and assumptions underlying the estimates in the Technical Report that would reasonably be expected to result in a material change in the scientific any production, cost, price, mineral reserves,‌ mineral resources or technical other relevant information included in the Company Technical Reports provided since the date such information was provided for purposes of the Company Technical Reports that would trigger the filing of a new technical report under NI 43-101 and there is no new material scientific or technical information concerning the relevant property not included in the Company Technical Reports or the documents filed by or on behalf of the Company on SEDAR prior to the date hereofReports. (iii) The Company has made available to the authors of the Company Technical Reports, prior to the issuance thereof, for the purpose of preparing such reports, all information requested by them, and none of such information contained any misrepresentation at the time such information was so provided. (iv) All of the material assumptions underlying the mineral resource and mineral reserve estimates in the Company Technical Reports and in the Company Public Disclosure Record are reasonable and appropriate and were prepared in all material respects in accordance with sound mining, engineering, geoscience and other applicable industry standards and practices, and in all material respects in accordance with all applicable Laws, including the requirements of NI 43-101. There has been no material reduction in the aggregate amount of estimated mineral reserves or mineral resources of the Company, taken as a whole, from the amounts set forth in the Company Public Disclosure Record, other than as a result of operations in the ordinary course of business. (viv) The scientific and technical information set forth in the Company Public Disclosure Record relating to mineral resources and mineral reserves required to be disclosed therein pursuant to NI 43-101 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 NI 43-101 and Securities Laws. (viv) The Company is in compliance in all material respects with the provisions of NI 43-101, has filed all technical reports required thereby, and there has been no change of which the Company is or should be aware that would disaffirm or change any aspect of the Company Technical Reports or that would require the filing of a new technical report under NI 43-101. (vii) At the date hereof, there are no outstanding unresolved comments of any securities authority or any stock exchange in respect of the technical disclosure made in the Company Public Disclosure Record.

Appears in 1 contract

Samples: Arrangement Agreement

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Technical Matters. (i) The Company Material Properties are the only material properties of the Company for the purposes of NI 43-101. (ii) The technical report prepared for the Company entitled "NI 43-101 Technical Report Resource Estimate for the Wildcat Project, Pershing County, Nevada, United States" dated November 20, 2020, with an effective date of November 18, 2020, and the technical report prepared for the Company entitled "NI 43-101 Technical Report for the Mountain View Project, Washoe County, Nevada, USA" dated November 25, 2020, with an effective date of November 15, 2020 (together, the "Company Technical Reports") Reports each complied in all material respects with the requirements of NI 43-101 at the time of filing thereof and reasonably presented the quantity of mineral resources attributable to the properties evaluated therein as at the date stated therein based upon information available at the time the report was prepared. To the knowledge of the Company, there has been no material change in the scientific or technical information included in the Company Technical Reports since the date dates such information was provided for purposes of the Company Technical Reports that would trigger the filing of a new technical report under NI 43-101 and there is no new material scientific or technical information concerning the relevant property properties not included in the Company Technical Reports or the documents filed by or on behalf of the Company on SEDAR SEDAR+ prior to the date hereof. (iii) The Company has made available to the authors of the Company Technical Reports, prior to the issuance issuances thereof, for the purpose of preparing such reports, all information requested by them, and none of such information contained any misrepresentation at the time such information was so provided. (iv) All of the material assumptions underlying the mineral resource and mineral reserve estimates in the Company Technical Reports and in the Company Public Disclosure Record are reasonable and appropriate and were prepared in all material respects in accordance with sound mining, engineering, geoscience and other applicable industry standards and practices, and in all material respects in accordance with all applicable Laws, including the requirements of NI 43-101. There has been no material reduction in the aggregate amount of estimated mineral reserves or mineral resources of the Company, taken as a whole, from the amounts set forth in the Company Public Disclosure Record, other than as a result of operations in the ordinary course of business. (v) The scientific and technical information set forth in the Company Public Disclosure Record relating to mineral resources required to be disclosed therein pursuant to NI 43-101 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 NI 43-101 and Securities Laws. (vi) The Company is in compliance in all material respects with the provisions of NI 43-43- 101, has filed all technical reports required thereby, and there has been no change of which the Company is or should be aware that would disaffirm or change any aspect of the Company Technical Reports or that would require the filing of a new technical report under NI 43-101. (vii) At the date hereof, there are no outstanding unresolved comments of any securities authority or any stock exchange in respect of the technical disclosure made in the Company Public Disclosure Record.

Appears in 1 contract

Samples: Arrangement Agreement

Technical Matters. (i) The Company Purchaser Material Properties are the only material properties of the Company Purchaser for the purposes of NI 43-101. (ii) The technical report reports prepared for the Company Purchaser entitled "Updated NI 43-101 Technical Report Resource Estimate for Report, Fosterville Gold Mine, in the Wildcat ProjectState of Victoria, Pershing County, Nevada, United StatesAustralia" dated November 20April 1, 20202019, with an effective date of November 18December 31, 20202018 prepared by Xxxx Xxxxxx, MAIG and Ion Xxxx, FAuslMM, and the technical report prepared for the Company entitled "Macassa Property, Ontario, Canada, Updated NI 43-101 Technical Report for the Mountain View Project, Washoe County, Nevada, USAReport" dated November 25April 1, 20202019, amended and restated July 19, 2019 with an effective date of November 15December 31, 2020 2018, prepared by Mariana Xxxxxxxx Xxxxxx, P. Eng., Xxxxxx Xxxxxx, P. Geo., Xxxxxxx Xxx, P. Eng. and Xxx Xxxxxxx, P. Geo. (together, the "Company Purchaser Technical Reports") complied in all material respects with the requirements of NI 43-101 at the time of filing thereof and 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 report was prepared. To the The Purchaser does not have knowledge of the Company, there has been no a material adverse change in the scientific any production, cost, price, mineral reserves, mineral resources or technical other relevant information included in the Company Technical Reports provided since the date such information was provided for purposes of the Company Technical Reports that would trigger the filing of a new technical report under NI 43-101 and there is no new material scientific or technical information concerning the relevant property not included in the Company Technical Reports or the documents filed by or on behalf of the Company on SEDAR prior to the date hereofprovided. (iii) The Company has made available to the authors of the Company Technical Reports, prior to the issuance thereof, for the purpose of preparing such reports, all information requested by them, and none of such information contained any misrepresentation at the time such information was so provided. (iv) All of the material assumptions underlying the mineral resource estimates in the Company Technical Reports and in the Company Public Disclosure Record are reasonable and appropriate and were prepared in all material respects in accordance with sound mining, engineering, geoscience and other applicable industry standards and practices, and in all material respects in accordance with all applicable Laws, including the requirements of NI 43-101. There has been no material reduction in the aggregate amount of estimated mineral reserves or mineral resources of the CompanyPurchaser, taken as a whole, from the amounts set forth in the Company Purchaser Public Disclosure Record, other than as a result of operations in the ordinary course of business. (viv) The scientific and technical information set forth in the Company Purchaser Public Disclosure Record relating to mineral resources and mineral reserves required to be disclosed therein pursuant to NI 43-101 has been prepared by the Company Purchaser and its consultants in accordance with methods generally applied in the mining industry and conforms, in all material respects, to the requirements of NI 43-101 and Securities Laws. (viv) The Company Purchaser is in compliance in all material respects with the provisions of NI 43-101, has filed all technical reports required thereby, and there has been no change of which the Company Purchaser is or should be aware that would disaffirm or change any aspect of the Company any Purchaser Technical Reports Report or that would require the filing of a new technical report under NI 43-101. (vii) At the date hereof, there are no outstanding unresolved comments of any securities authority or any stock exchange in respect of the technical disclosure made in the Company Public Disclosure Record.

Appears in 1 contract

Samples: Arrangement Agreement (Kirkland Lake Gold Ltd.)

Technical Matters. (i) The Company Material Properties are Property is the only material properties property of the Company for the purposes of NI 43-101. (ii) The technical report prepared for the Company entitled "NI “South Railroad Project 43-101 101F1 Technical Report Resource Estimate for the Wildcat ProjectFeasibility Study, Pershing CountyElko, Nevada, United States" USA” dated November 20March 14, 20202022, with an effective date of November 18February 23, 20202022, prepared by Xxxxxxx Xxxxxxx, PE, Xxxxxxxx Xxxxxxxx, PE, Art S. Ibrado, PE, Xxxxxxx Xxxxxxxx, CPG, Xxxxxx Xxxx, PE, Xxxxxx Xxxxxxxx, QP RM-SME, Xxxx X. Xxxxxxx, QP-MMSA, Xxxxxxx XxXxxx, QP-MMSA, RG, PG and Xxxxx Xxxxx, PE (the technical report prepared for the Company entitled "NI 43-101 Technical Report for the Mountain View Project, Washoe County, Nevada, USA" dated November 25, 2020, with an effective date of November 15, 2020 (together, the "Company Technical Reports"Report”) complied in all material respects with the requirements of NI 43-101 at the time of filing thereof and 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 report was prepared. To the knowledge of the Company, there has been no material change in the scientific or technical information included in the Company Technical Reports since the date such information was provided for purposes of the Company Technical Reports that would trigger the filing of a new technical report under NI 43-101 and there There is no new material scientific or technical information concerning the relevant property not included in the Company Technical Reports or the documents filed by or on behalf of the Company on SEDAR prior to the date hereofReport. (iii) The Company has made available to the authors of the Company Technical ReportsReport, prior to the issuance thereof, for the purpose of preparing such reportsreport, all information requested by them, and none of such information contained any misrepresentation at the time such information was so provided. (iv) All of the material assumptions underlying the mineral resource and mineral reserve estimates in the Company Technical Reports Report and in the Company Public Disclosure Record are reasonable and appropriate and were prepared in all material respects in accordance with sound mining, engineering, geoscience and other applicable industry standards and practices, and in all material respects in accordance with all applicable Laws, including the requirements of NI 43-101. There has been no material reduction in the aggregate amount of estimated mineral reserves or mineral resources of the Company, taken as a whole, from the amounts set forth in the Company Public Disclosure Record, other than as a result of operations in the ordinary course of business. (v) The scientific and technical information set forth in the Company Public Disclosure Record relating to mineral resources and mineral reserves required to be disclosed therein pursuant to NI 43-101 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 NI 43-101 and Securities Laws. (vi) The Company is in compliance in all material respects with the provisions of NI 43-101, has filed all technical reports required thereby, and there has been no change of which the Company is or should be aware that would disaffirm or change any aspect of the Company Technical Reports Report or that would require the filing of a new technical report under NI 43-101. (vii) At the date hereof, there are no outstanding unresolved comments of any securities authority or any stock exchange in respect of the technical disclosure made in the Company Public Disclosure Record.

Appears in 1 contract

Samples: Arrangement Agreement (Gold Standard Ventures Corp.)

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