KORE Mining Ltd.

ARRANGEMENT AGREEMENT

THIS ARRANGEMENT AGREEMENT is dated as of the 16[th] day of December, 2020.

BETWEEN:

KORE MINING LTD. , a company existing under the Business Corporations Act (British Columbia)

(“ KORE ”)

AND:

KARUS GOLD CORP. , a corporation existing under the Business Corporations Act (British Columbia)

(“ Karus ”)

WHEREAS:

A. KORE is the registered and beneficial owner of all of the issued and outstanding Karus Shares;
B. KORE and Karus wish to proceed with a corporate restructuring by way of a statutory arrangement under the BCBCA, pursuant to which:
(i) certain assets of KORE (the “ Spin-Off Assets ”) will be transferred to Karus in exchange for shares of Karus;
(ii) the share capital of KORE will be reorganized to create the New KORE Shares and to rename the existing common shares as Class A common shares without par value (the “ KORE Class A Shares ”);
(iii) the holders of KORE Shares (other than Dissenting Shareholders) will exchange their renamed KORE Class A Shares for the New KORE Shares and Karus Shares such that they will become holders of 100% of the issued and outstanding Karus Shares and have the same percentage shareholding in each of KORE and Karus at the Effective Time (as hereinafter defined); and
(iv) the holders of KORE Warrants will receive Karus Warrants.

C. KORE proposes to convene a meeting of the KORE Shareholders to consider the Arrangement pursuant to Part 9, Division 5 of the BCBCA, on the terms and conditions set forth in the Plan of Arrangement attached as Exhibit I hereto; and

D. Each of the parties to this Agreement has agreed to participate in and support the Arrangement.

NOW THEREFORE , in consideration of the premises and the respective covenants and agreements herein contained, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by each of the parties hereto, the parties hereto hereby covenant and agree as follows:

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DEFINITIONS, INTERPRETATION AND EXHIBIT

1.1 Definitions. In this Agreement, unless there is something in the subject matter or context inconsistent therewith, the following capitalized words and terms shall have the following meanings:

(a) “ Agreement ” means this arrangement agreement, including the exhibits attached hereto as the same may be supplemented or amended from time to time;
(b) “ Arrangement ” means the arrangement pursuant to the Arrangement Provisions as contemplated by the provisions of this Agreement and the Plan of Arrangement;
(c) “ Arrangement Provisions ” means Part 9, Division 5 of the BCBCA;
(d) “ Arrangement Resolutions ” means the special resolutions of the KORE Shareholders to approve the Arrangement, as required by the Interim Order and the BCBCA;
(e) “ BCBCA ” means the Business Corporations Act , S.B.C. 2002, c. 57, as amended;
(f) “ Board of Directors ” means the current and existing board of directors of KORE;
(g) “ Business Day ” means a day which is not a Saturday, Sunday or statutory holiday in Vancouver, British Columbia;
(h) “ Constating Documents ” means the Articles and related Notice of Articles under the BCBCA of each of KORE and Karus;
(i) “ Court ” means the Supreme Court of British Columbia;
(j) “ Dissent Procedures ” means the rules pertaining to the exercise of Dissent Rights as set forth in Division 2 of Part 8 of the BCBCA and Article 5 of the Plan of Arrangement;
(k) “ Dissent Rights ” means the right of a registered KORE Shareholder to dissent from the Arrangement Resolutions in accordance with the provisions of the BCBCA, as modified by the Interim Order, and to be paid the fair value of the KORE Shares in respect of which the holder dissents;
(l) “ Dissenting Shareholder ” means a registered holder of KORE Shares who dissents in respect of the Arrangement in strict compliance with the Dissent Procedures and who has not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights;
(m) “ Effective Date ” shall be the date of the closing of the Arrangement;
(n) “ Effective Time ” means 12:01 a.m. (Vancouver time) on the Effective Date or such other time on the Effective Date as agreed to in writing by KORE and Karus;
(o) “ Final Order ” means the final order of the Court approving the Arrangement;
(p) “ Information Circular ” means the management information circular, including all schedules thereto, to be sent to the KORE Shareholders in connection with the KORE Meeting, together with any amendments or supplements thereto;
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(q) “ Interim Order ” means the interim order of the Court providing advice and directions in connection with the KORE Meeting and the Arrangement;
(r) “ Karus Omnibus Plan ” means the omnibus plan to be adopted by Karus pursuant to this Agreement and the Plan of Arrangement, in substantially the form set forth in the Information Circular to be sent to KORE Shareholders in connection with the KORE Meeting;
(s) “ Karus Shares ” means the no par value common shares which Karus is authorized to issue as the same are constituted on the date hereof;
(t) “ Karus Stock Option Plan ” means the stock option plan to be adopted by Karus pursuant to this Agreement and the Plan of Arrangement, in substantially the form set forth in the Information Circular to be sent to KORE Shareholders in connection with the KORE Meeting;
(u) “ Karus Warrants ” means common share purchase warrants issued pursuant to §3.1(g) of the Plan of Arrangement;
(v) “ KORE Class A Shares ” has the meaning set out in the recitals hereto;
(w) “ KORE Meeting ” means the special meeting of the KORE Shareholders and any adjournments or postponements thereof to be held to, among other things, consider and, if deemed advisable, approve the Arrangement;
(x) “ KORE Shareholder ” means a holder of KORE Shares;
(y) “ KORE Shares ” means the common shares without par value which KORE is authorized to issue as the same are constituted on the date hereof;
(z) “ KORE Warrants ” means the share purchase warrants of KORE exercisable to acquire KORE Shares, including warrants under the terms of which are deemed exercisable for KORE Shares, that are outstanding immediately prior to the Effective Time;
(aa) “ MI 61-101 ” means Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ;
(bb) “ New KORE Shares ” means the new class of common shares without par value which KORE will create and issue as described in §3.1(e)(ii) of the Plan of Arrangement and for which the KORE Class A Shares are, in part, to be exchanged under the Plan of Arrangement and which, immediately after completion of the transactions comprising the Plan of Arrangement, will be identical in every relevant respect to the KORE Shares;
(cc) “ party ” means either KORE or Karus and “ parties ” means, collectively, KORE and Karus;
(dd) “ Person ” means and includes an individual, sole proprietorship, partnership, unincorporated association, unincorporated syndicate, unincorporated organization, trust, body corporate, a trustee, executor, administrator or other legal representative and the Crown or any agency or instrumentality thereof;
(ee) “ Plan of Arrangement ” means the plan of arrangement attached to this Agreement as Exhibit II, as the same may be amended from time to time;
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(ff) “ Registrar ” means the Registrar of Companies under the BCBCA;
(gg) “ Spin-Off Assets ” means the assets of KORE described in Exhibit I hereto which are to be transferred to Karus under the Arrangement, subject to a 1% NSR on those assets that are not otherwise encumbered;
(hh) “ Tax Act ” means the Income Tax Act (Canada), R.S.C. 1985 (5th Supp.) c.1, as amended;
(ii) “ TSXV ” means the TSX Venture Exchange Inc.; and
(jj) “ U.S. Securities Act ” means the United States Securities Act of 1933 , as amended.

1.2 Currency. All amounts of money which are referred to in this Agreement are expressed in lawful money of Canada unless otherwise specified.

1.3 Interpretation Not Affected by Headings. The division of this Agreement into articles, sections, subsections, paragraphs and subparagraphs and the insertion of headings are for convenience of reference only and shall not affect the construction or interpretation of the provisions of this Agreement. The terms “this Agreement”, “hereof”, “herein”, “hereunder” and similar expressions refer to this Agreement and the exhibits hereto as a whole and not to any particular article, section, subsection, paragraph or subparagraph hereof and include any agreement or instrument supplementary or ancillary hereto.

1.4 Number and Gender. In this Agreement, unless the context otherwise requires, words importing the singular shall include the plural and vice versa and words importing the use of either gender shall include all genders and neuter and words importing persons shall include firms and corporations.

1.5 Date for any Action. In the event that any date on which any action is required to be taken hereunder by KORE or Karus is not a Business Day in the place where the action is required to be taken, such action shall be required to be taken on the next succeeding day which is a Business Day in such place. 1.6 Meaning. Words and phrases used herein and defined in the BCBCA shall have the same meaning herein as in the BCBCA unless the context otherwise requires.

1.7 Exhibits. Attached hereto and deemed to be incorporated into and form part of this Agreement as Exhibit I is a description of the Spin-Off Assets and as Exhibit II is the Plan of Arrangement.

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ARRANGEMENT

2.1 Arrangement. The parties agree to effect the Arrangement pursuant to the Arrangement Provisions on the terms and subject to the conditions contained in this Agreement and the Plan of Arrangement.

2.2 Implementation Steps. In connection with the Arrangement, the parties will:

(a) apply to the Court, as soon as reasonably practicable, taking into account the mailing date for the Information Circular, under Part 9, Division 5 of the BCBCA for the Interim Order, providing for, among other things, the calling and holding of the KORE Meeting for the purposes of , among other things, considering and, if deemed advisable, approving the Arrangement and the granting of the Dissent Rights, and thereafter proceed with and diligently pursue the Interim Order;
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(b) subject to receipt of the Interim Order and the distribution of the Information Circular to the KORE Shareholders, call and hold the Meeting for the purpose of, among other things, considering the Arrangement;
(c) subject to obtaining such securityholder approval as required by the Interim Order, apply to the Court under Part 9, Division 5 of the BCBCA for the Final Order approving the Arrangement; and
(d) subject to obtaining the Final Order, and provided all conditions of the Parties to this Agreement as set forth in Article apply to the Court, as soon as reasonably practicable, taking into account the mailing date for the Information Circular, under Part 9, Division 5 of the BCBCA for the Interim Order, providing for, among other things, the calling and holding of the Meeting for the purposes of, among other things, considering and, if deemed advisable, approving the Arrangement and the granting of the Dissent Rights, and thereafter proceed with and diligently pursue the Interim Order.

2.3 Interim Order . The petition for the Interim Order will request that the Interim Order provide:

(a) that the KORE Shareholders will be the class of Persons to whom notice is to be provided in respect of the Meeting and for the manner in which such notice is to be provided;
(b) each KORE Shareholder shall be entitled to one vote for each KORE Share held by such holder;
(c) that the requisite approval for the Arrangement will be: (a) at least two-thirds of the votes cast on the appropriate special resolution by the KORE Shareholders present in person or represented by proxy at the Meeting and entitled to vote thereat; and (b) a majority of the votes attached to KORE Shares held by KORE Shareholders present in person or represented by proxy at the Meeting excluding for this purpose votes attached to KORE Shares held by persons described in items (a) through (d) of section 8.1(2) of MI 61-101;
(d) that KORE will call and hold the Meeting in accordance with the BCBCA and the articles of KORE; and
(e) for the grant of the Dissent Rights.

2.4 Effective Date of Arrangement. The Arrangement shall become effective on the Effective Date as set out in the Plan of Arrangement.

2.5 Commitment to Effect. Subject to termination of this Agreement pursuant to Article 6 hereof, the parties shall each use all reasonable efforts and do all things reasonably required to cause the Plan of Arrangement to become effective by no later than March 1, 2021, or by such other date as KORE and Karus may determine, and in conjunction therewith to cause the conditions described in Section 5.1 to be complied with prior to the Effective Date. Without limiting the generality of the foregoing, the parties shall proceed forthwith to apply for the Interim Order and KORE shall call the KORE Meeting and mail the Information Circular to the KORE Shareholders.

2.6 Filing of Final Order. Subject to the rights of termination contained in Article 6 hereof, upon the KORE Shareholders approving the Arrangement Resolutions in accordance with the provisions of the Interim Order and the BCBCA, KORE obtaining the Final Order and the other conditions contained in Article 5 hereof being complied with or waived, KORE on its behalf and on behalf of Karus shall file with the Registrar:

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(a) the records and information required by the Registrar pursuant to the Arrangement Provisions; and
(b) a copy of the Final Order.

2.7 U.S. Securities Law Matters. The parties agree that the Arrangement will be carried out with the intention that the New KORE Shares and the Karus Shares delivered upon completion of the Arrangement to KORE Shareholders will be issued by KORE and Karus in reliance on the exemption from the registration requirements of the U.S. Securities Act provided by Section 3(a)(10) thereof. In order to ensure the availability of the exemption under Section 3(a)(10) of the U.S. Securities Act, the parties agree that the Arrangement will be carried out on the following basis:

(a) the Arrangement will be subject to the approval of the Court and the Court will hold a hearing approving the fairness of the terms and conditions of the Arrangement;
(b) prior to the hearing required to approve the Arrangement, the Court will be advised as to the intention of the Parties to rely on the exemption under Section 3(a)(10) of the U.S. Securities Act;
(c) the Court will be required to satisfy itself as to the substantive and procedural fairness of the terms and conditions of the Arrangement to the KORE Shareholders subject to the Arrangement;
(d) KORE will ensure that each KORE Shareholder entitled to receive New KORE Shares and Karus Shares on completion of the Arrangement will be given adequate notice advising them of their right to attend the hearing of the Court to give approval of the Arrangement and providing them with sufficient information necessary for them to exercise that right;
(e) the KORE Shareholder entitled to receive New KORE Shares and Karus Shares on completion of the Arrangement will be advised that the New KORE Shares and Karus Shares issued in the Arrangement have not been registered under the U.S. Securities Act and will be issued in reliance on the exemption under Section 3(a)(10) of the U.S. Securities Act;
(f) the Final Order approving the Arrangement that is obtained from the Court will expressly state that the terms and conditions of the Arrangement is approved by the Court as being fair, substantively and procedurally, to the KORE Shareholders;
(g) the Interim Order approving the KORE Meeting will specify that each KORE Shareholder will have the right to appear before the Court at the hearing of the Court to give approval of the Arrangement so long as the KORE Shareholder enters a response to petition within a reasonable time and in accordance with the requirements of Section 3(a)(10) under the U.S. Securities Act; and
(h) the Final Order shall include a statement substantially to the following effect:

“This Order will serve as a basis of a claim to an exemption, pursuant to Section 3(a)(10) of the United States Securities Act of 1933, as amended, from the registration requirements otherwise imposed by that Act, regarding the issuance of shares pursuant to the Plan of Arrangement.”.

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REPRESENTATIONS AND WARRANTIES

3.1 Mutual Representations and Warranties. Each of the parties hereby represents and warrants to the other party that:

(a) it is a corporation duly incorporated and validly subsisting under the laws of its jurisdiction of incorporation, and has full capacity and authority to enter into this Agreement and to perform its covenants and obligations hereunder;
(b) it has taken all corporate actions necessary to authorize the execution and delivery of this Agreement and to consummate the transactions contemplated herein and this Agreement has been duly executed and delivered by it;
(c) neither the execution and delivery of this Agreement nor the performance of any of its covenants and obligations hereunder will constitute a material default under, or be in any material contravention or breach of (i) any provision of its Constating Documents or other governing corporate documents, (ii) any judgment, decree, order, law, statute, rule or regulation applicable to it, or (iii) any agreement or instrument to which it is a party or by which it is bound; and
(d) no dissolution, winding up, bankruptcy, liquidation or similar proceedings has been commenced or are pending or proposed in respect of it.
3.2 Representations and Warranties of KORE. KORE represents and warrants to Karus as follows and acknowledges that Karus is relying upon such representations and warranties in connection with the entering into of this Agreement and the completion of the transactions contemplated hereby: (a) Share Capital. KORE is authorized to issue an unlimited number of KORE Shares of which 106,074,912 fully paid and non-assessable. KORE Shares are issued and outstanding as of the date of this Agreement;
(b) Title to Spin-Off Assets. KORE holds either freehold title, mining leases, mineral tenures or other conventional property, proprietary or contractual interests or rights, recognized in the jurisdiction in which a particular property is located, in respect of the minerals located in the Spin-Off Assets under valid, subsisting and enforceable title documents or other recognized and enforceable agreements or instruments sufficient to permit KORE to explore the minerals relating thereto. The Spin-Off Assets have been validly located and recorded in accordance with all applicable laws and are valid and subsisting, KORE has all necessary surface rights, access rights and other necessary rights and interests relating to the Spin-Off Assets granting KORE the right and ability to explore for minerals and metals for development purposes as are appropriate in view of the rights and interest therein of KORE, with only such exceptions as do not materially interfere with the use made by KORE of the rights or interests so held and each of the proprietary interests or rights and each of the documents, agreements and instruments and obligations relating thereto referred to above is currently in good standing in the name of KORE; and
(c) Reporting Issuer. KORE is a reporting issuer in British Columbia and Alberta and is not in default in any material respect of any of its filing obligations under Applicable Securities Laws and the KORE Shares are listed and posted for trading on the Exchange. No order ceasing, halting or suspending trading in the securities of KORE or prohibiting the distribution of such securities has been issued to and is outstanding against KORE and no
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investigations or proceedings for such purposes are, to the knowledge of KORE, pending or threatened.

None of the representations, warranties or statements of fact made in Section 3.1 and this Section 3.2 in relation to KORE contains or will contain at the Effective Time any untrue statement of a material fact or omit or will omit at the Effective Time to state any material fact necessary to make any such warranty or representation not misleading.

3.3 Representations and Warranties of Karus. Karus represents and warrants to KORE as follows and acknowledges that KORE is relying upon such representations and warranties in connection with the entering into of this Agreement and the completion of the transactions contemplated hereby:

(a) Share Capital. Karus is authorized to issue an unlimited number of Karus Shares of which one (1) fully paid and non-assessable Karus Share is issued and outstanding as of the date of this Agreement; and
(b) No Additional Issue. As of the date hereof, no Person or entity has any agreement, option, understanding or commitment (including convertible securities, warrants or convertible obligations of any nature), for the purchase of any unissued shares in the capital of Karus, or to require Karus to purchase, redeem, or otherwise acquire any Karus Shares.

None of the representations, warranties or statements of fact made in Section 3.1 and this Section 3.3 in relation to Karus contains or will contain at the Effective Time any untrue statement of a material fact or omit or will omit at the Effective Time to state any material fact necessary to make any such warranty or representation not misleading.

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COVENANTS

4.1 Covenants. Each of the parties covenants with the other that it will do and perform all such acts and things, and execute and deliver all such agreements, assurances, notices and other documents and instruments, as may reasonably be required to facilitate the carrying out of the intent and purpose of this Agreement.

4.2 Interim Order and Final Order. The parties acknowledge that KORE will apply to and obtain from the Court, pursuant to the Arrangement Provisions, the Interim Order providing for, among other things, the calling and holding of the KORE Meeting for the purpose of considering and, if deemed advisable, approving and adopting the Arrangement Resolutions. The parties each covenant and agree that if the approval of the Arrangement by the KORE Shareholders as set out in Section 5.1(b) hereof is obtained, KORE will thereafter (subject to the exercise of any discretionary authority granted to KORE’s directors) take the necessary actions to submit the Arrangement to the Court for approval and apply for the Final Order and, subject to compliance with any of the other conditions provided for in Article 5 hereof and to the rights of termination contained in Article 6 hereof, file the material described in Section 2.6 with the Registrar.

4.3 Karus Stock Option Plan. In connection with, but prior to, the Effective Time, Karus shall adopt the Karus Stock Option Plan, which shall be substantially in the form attached to the Information Circular. 4.4 Karus Omnibus Plan. In connection with, but prior to, the Effective Time, Karus shall adopt the Karus Omnibus Plan, which shall be substantially in the form attached to the Information Circular.

4.5 KORE Warrants. The parties acknowledge that pursuant to the Arrangement, each KORE Warrant then outstanding to acquire one KORE Share shall be issued one-half of one Karus Warrant to

acquire one Karus Share at an exercise price of $0.75 per share, exercisable for the same period of time as the KORE Warrant.

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CONDITIONS

5.1 Conditions Precedent. The respective obligations of the parties to complete the transactions contemplated by this Agreement shall be subject to the satisfaction of the following conditions:

(a) the Interim Order shall have been granted in form and substance satisfactory to KORE;
(b) the Arrangement Resolutions, with or without amendment, shall have been approved and adopted at the KORE Meeting in accordance with the Arrangement Provisions, the Constating Documents of KORE, the Interim Order and the requirements of any applicable regulatory authorities;
(c) the Final Order shall have been obtained in form and substance satisfactory to each of KORE and Karus;
(d) the TSXV shall have conditionally approved the Arrangement, including the listing of the New KORE Shares in substitution for the KORE Shares and the delisting of the KORE Shares and, in substitution therefor, all as of the Effective Date, subject to compliance with the requirements of the TSXV;
(e) all other consents, orders, regulations and approvals, including regulatory and judicial approvals and orders required or necessary or desirable for the completion of the transactions provided for in this Agreement and the Plan of Arrangement shall have been obtained or received from the Persons, authorities or bodies having jurisdiction in the circumstances each in form acceptable to KORE and Karus;
(f) there shall not be in force any order or decree restraining or enjoining the consummation of the transactions contemplated by this Agreement and the Plan of Arrangement;
(g) no law, regulation or policy shall have been proposed, enacted, promulgated or applied which interferes or is inconsistent with the completion of the Arrangement and Plan of Arrangement, including any material change to the Tax Act, which would reasonably be expected to have a material adverse effect on any of KORE, the KORE Shareholders or Karus if the Arrangement is completed;
(h) notices of dissent pursuant to Article 5 of the Plan of Arrangement shall not have been delivered by KORE Shareholders holding greater than 10% of the outstanding KORE Shares; and
(i) this Agreement shall not have been terminated under Article 6 hereof.

Except for the conditions set forth in Sections 5.1(a), (b), (c), (d), (e) and (i), which may not be waived, any of the other conditions in this Section 5.1 may be waived by either KORE or Karus at its discretion.

5.2 Pre-Closing. Unless this Agreement is terminated earlier pursuant to the provisions hereof, the parties shall meet at the offices of Farris LLP, Suite 2500, 700 West Georgia Street, Vancouver, British Columbia V7Y 1B3, at 9:00 a.m. on the Business Day immediately preceding the Effective Date, or at such other location or at such other time or on such other date as they may mutually agree, and each of them shall deliver to the other of them:

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(a) the documents required to be delivered by it hereunder to complete the transactions contemplated hereby, provided that each such document required to be dated the Effective Date shall be dated as of, or become effective on, the Effective Date and shall be held in escrow to be released upon the occurrence of the Effective Date; and
(b) written confirmation as to the satisfaction or waiver by it of the conditions in its favour contained in this Agreement.

5.3 Merger of Conditions. The conditions set out in Section 5.1 hereof shall be conclusively deemed to have been satisfied, waived or released upon the occurrence of the Effective Date.

5.4 Merger of Representations, Warranties and Covenants. The representations and warranties in Section 3.1 shall be conclusively deemed to be correct as of the Effective Date and the covenants in Section 4.1 hereof shall be conclusively deemed to have been complied with in all respects as of the Effective Date, and each shall accordingly merge in and not survive the effectiveness of the Arrangement.

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AMENDMENT AND TERMINATION

6.1 Amendment. Subject to any mandatory applicable restrictions under the Arrangement Provisions or the Final Order, this Agreement, including the Plan of Arrangement, may at any time and from time to time before or after the holding of the KORE Meeting, but prior to the Effective Date, be amended by the written agreement of the parties hereto without, subject to applicable law, further notice to or authorization on the part of the KORE Shareholders.

6.2 Termination. Subject to Section 6.3, this Agreement may at any time before or after the holding of the KORE Meeting, and before or after the granting of the Final Order, but in each case prior to the Effective Date, be terminated by direction of the Board of Directors of KORE without further action on the part of the KORE Shareholders and nothing expressed or implied herein or in the Plan of Arrangement shall be construed as fettering the absolute discretion by the Board of Directors of KORE to elect to terminate this Agreement and discontinue efforts to effect the Arrangement for whatever reasons it may consider appropriate.

6.3 Cessation of Right. The right of KORE or Karus or any other party to amend or terminate the Plan of Arrangement pursuant to Section 6.1 and Section 6.2 shall be extinguished upon the occurrence of the Effective Date.

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GENERAL

7.1 Notices. All notices which may or are required to be given pursuant to any provision of this Agreement shall be given or made in writing and shall be delivered or sent by email, addressed as follows:

in the case of KORE:

PO Box 48681 Stn Bentall Centre Vancouver BC V7X 1AJ

Attention: Scott Trebilcock, President, Chief Executive Officer Email: [email protected]

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in the case of Karus:

PO Box 48681 Stn Bentall Centre Vancouver BC V7X 1AJ

Attention: James Hynes, Interim Chief Executive Officer Email: [email protected]

in each case with a copy to:

Farris LLP Suite 2500, 700 West Georgia Street Vancouver, British Columbia V7Y 1B3 Attention: Jay Sujir Email: [email protected]

7.2 Assignment. Neither of the parties may assign its rights or obligations under this Agreement or the Arrangement without the prior written consent of the other.

7.3 Binding Effect. This Agreement and the Arrangement shall be binding upon and shall enure to the benefit of the parties and their respective successors and permitted assigns.

7.4 Waiver. Any waiver or release of the provisions of this Agreement, to be effective, must be in writing and executed by the party granting such waiver or release.

7.5 Governing Law. This Agreement shall be governed by and be construed in accordance with the laws of the Province of British Columbia and the laws of Canada applicable therein.

7.6 Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original but all of which together shall constitute one and the same instrument.

7.7 Expenses. All expenses incurred by a party in connection with this Agreement, the Arrangement and the transactions contemplated hereby and thereby shall be borne by the party that incurred the expense or as otherwise mutually agreed by the parties.

7.8 Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to the subject matter of this Agreement and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written, of the parties.

7.9 Time of Essence. Time is of the essence of this Agreement.

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IN WITNESS WHEREOF the parties have executed this Agreement as of the date first above written.

Per: “Scott Trebilcock” Scott Trebilcock, President & Chief Executive Officer

KARUS GOLD CORP.

Per: “James Hynes” James Hynes Interim Chief Executive Officer

EXHIBIT I

TO THE ARRANGEMENT AGREEMENT DATED AS OF THE 16TH DAY OF DECEMBER, 2020 BETWEEN KORE MINING LTD. AND KARUS GOLD CORP.

SPIN-OFF ASSETS

Mineral Tenures – British Columbia

Title Number	Agreement(1)(2)	Owner	Issue Date	Good To Date	Area (ha)
204214	Southlands	KORE	1979/OCT/19	2022/DEC/13	225.00
204347	Southlands	KORE	1980/SEP/25	2022/DEC/13	150.00
204348	Southlands	KORE	1980/SEP/25	2022/DEC/13	50.00
204887	KORE	KORE	1984/JUL/16	2022/DEC/13	25.00
204896	KORE	KORE	1984/JUL/27	2022/DEC/13	25.00
378209	KORE	KORE	2000/JUN/18	2022/DEC/13	25.00
402366	Southlands	KORE	2003/MAY/09	2022/DEC/13	375.00
402367	KORE	KORE	2003/MAY/09	2022/DEC/13	450.00
404351	Hen	Victor Guinet	2003/JUL/27	2020/SEP/15	500.00
405520	KORE	KORE	2003/OCT/04	2022/DEC/13	100.00
405682	KORE	KORE	2003/SEP/26	2022/DEC/13	500.00
408756	Bullion	KORE	2004/MAR/13	2020/DEC/01	25.00
408757	Bullion	KORE	2004/MAR/13	2020/DEC/01	25.00
408758	Bullion	KORE	2004/MAR/13	2020/DEC/01	25.00
408759	Bullion	KORE	2004/MAR/13	2020/DEC/01	25.00
413226	KORE	KORE	2004/AUG/17	2022/DEC/15	150.00
514859	Bullion	KORE	2005/JUN/20	2020/DEC/01	392.37
514935	Bullion	KORE	2005/JUN/21	2020/DEC/01	411.75
517995	KORE	KORE	2005/JUL/18	2022/DEC/13	59.31
517996	KORE	KORE	2005/JUL/18	2022/DEC/13	494.31
519042	Bullion	KORE	2005/AUG/14	2020/DEC/01	294.11
519043	Bullion	KORE	2005/AUG/14	2020/DEC/01	470.45
519044	Bullion	KORE	2005/AUG/14	2020/DEC/01	470.46
519056	Bullion	KORE	2005/AUG/14	2020/DEC/01	235.23
519576	Bullion	KORE	2005/AUG/31	2020/DEC/01	450.73
519613	KORE	KORE	2005/SEP/01	2020/DEC/01	19.63
524992	KORE	KORE	2006/JAN/10	2022/DEC/13	296.52
537740	Bullion	KORE	2006/JUL/24	2020/DEC/01	470.87
537744	Bullion	KORE	2006/JUL/24	2020/DEC/01	490.44
537745	Bullion	KORE	2006/JUL/24	2020/DEC/01	490.26
537746	Bullion	KORE	2006/JUL/24	2020/DEC/01	470.73
537747	Bullion	KORE	2006/JUL/24	2020/DEC/01	451.30
537748	Bullion	KORE	2006/JUL/24	2020/DEC/01	470.65
537749	Bullion	KORE	2006/JUL/24	2020/DEC/01	490.21
537750	Bullion	KORE	2006/JUL/24	2020/DEC/01	451.00
544520	Bullion	KORE	2006/OCT/27	2020/DEC/01	529.90
544763	KORE	KORE	2006/NOV/01	2022/DEC/13	98.81
544765	KORE	KORE	2006/NOV/01	2022/DEC/13	59.29

EX I - 2

Title Number	Agreement(1)(2)	Owner	Issue Date	Good To Date	Area (ha)
544767	KORE	KORE	2006/NOV/01	2022/DEC/13	19.76
544769	KORE	KORE	2006/NOV/01	2022/DEC/13	19.76
547367	KORE	KORE	2006/DEC/14	2022/DEC/13	19.77
547369	KORE	KORE	2006/DEC/14	2022/DEC/13	59.32
547372	KORE	KORE	2006/DEC/14	2022/DEC/13	79.11
547374	KORE	KORE	2006/DEC/14	2022/DEC/13	59.34
548514	KORE	KORE	2007/JAN/03	2022/DEC/13	19.77
586636	Bullion	KORE	2008/JUN/21	2020/DEC/01	78.44
586750	Bullion	KORE	2008/JUN/23	2020/DEC/01	58.84
587427	Bullion	KORE	2008/JUL/05	2020/DEC/01	196.31
587428	Bullion	KORE	2008/JUL/05	2020/DEC/01	314.31
587737	Bullion	KORE	2008/JUL/09	2020/DEC/01	137.52
587739	Bullion	KORE	2008/JUL/09	2020/DEC/01	157.12
587741	Bullion	KORE	2008/JUL/09	2020/DEC/01	157.12
587743	Bullion	KORE	2008/JUL/09	2020/DEC/01	157.12
587744	Bullion	KORE	2008/JUL/09	2020/DEC/01	255.21
590114	Bullion	KORE	2008/AUG/17	2020/DEC/01	392.71
593917	Bullion	KORE	2008/NOV/06	2020/DEC/01	314.08
593919	Bullion	KORE	2008/NOV/06	2020/DEC/01	19.63
782663	Bullion	KORE	2010/MAY/31	2020/DEC/01	274.76
806924	KORE	KORE	2010/JUL/02	2022/NOV/15	58.93
806963	KORE	KORE	2010/JUL/02	2022/NOV/15	491.17
807002	KORE	KORE	2010/JUL/02	2022/NOV/15	216.17
1035771	KORE	KORE	2015/APR/29	2022/DEC/13	138.32
1035789	Hawk	Glen J. Prior	2015/APR/29	2020/APR/29	434.46
1035812	KORE	KORE	2015/APR/30	2022/DEC/13	118.50
1035932	Tep	John Bernard Kreft	2015/MAY/06	2020/AUG/15	19.70
1035943	Tep	John Bernard Kreft	2015/MAY/06	2020/AUG/15	19.70
1035962	Tep	John Bernard Kreft	2015/MAY/06	2020/AUG/15	59.11
1035963	Tep	John Bernard Kreft	2015/MAY/06	2020/AUG/15	39.40
1035964	Tep	John Bernard Kreft	2015/MAY/06	2020/AUG/15	19.70
1037119	KORE	KORE	2015/JUL/06	2022/DEC/13	19.75
1041967	KORE	KORE	2016/FEB/11	2022/DEC/13	237.17
1041968	KORE	KORE	2016/FEB/11	2022/DEC/13	59.29
1044575	KORE	KORE	2016/JUN/05	2022/DEC/13	1820.10
1044576	KORE	KORE	2016/JUN/05	2022/DEC/13	1977.25
1044577	KORE	KORE	2016/JUN/05	2022/DEC/13	1978.56
1045754	KORE	KORE	2016/AUG/03	2022/DEC/13	592.71
1045755	KORE	KORE	2016/AUG/03	2022/DEC/13	98.89
1060580	KORE	KORE	2018/MAY/14	2022/DEC/13	1935.68
1060581	KORE	KORE	2018/MAY/14	2022/DEC/13	672.10
1074865	Scott	James Hynes	2020/FEB/27	2021/FEB/27	19.80
1074877	KORE	KORE	2020/FEB/28	2021/FEB/28	59.38
1077066	KORE	KORE	2020/JUL/03	2021/JUL/03	1975.34
1077084	Tep	Kreft	2020/JUL/04	2021/JUL/04	19.71
1077246	Tep	Kreft	2020/JUL/16	2021/JUL/16	1064.33
1077247	Tep	Kreft	2020/JUL/16	2021/JUL/16	1065.49
1077463	KORE	KORE	2020/JUL/22	2021/JUL/22	1978.59
1077464	KORE	KORE	2020/JUL/22	2021/JUL/22	1965.67
1077465	KORE	KORE	2020/JUL/22	2021/JUL/22	1977.21

EX I - 3

Title Number	Agreement(1)(2)	Owner	Issue Date	Good To Date	Area (ha)
1077466	KORE	KORE	2020/JUL/22	2021/JUL/22	1966.94
1077467	KORE	KORE	2020/JUL/22	2021/JUL/22	1968.17
1077468	KORE	KORE	2020/JUL/22	2021/JUL/22	1978.35
1077469	KORE	KORE	2020/JUL/22	2021/JUL/22	1969.69
1077470	KORE	KORE	2020/JUL/22	2021/JUL/22	1970.85
1077471	KORE	KORE	2020/JUL/22	2021/JUL/22	1971.10
1077472	KORE	KORE	2020/JUL/22	2021/JUL/22	1969.14
1077473	KORE	KORE	2020/JUL/22	2021/JUL/22	1969.88
1077474	KORE	KORE	2020/JUL/22	2021/JUL/22	1968.62
1077475	KORE	KORE	2020/JUL/22	2021/JUL/22	1970.30
1077476	KORE	KORE	2020/JUL/22	2021/JUL/22	1955.00
1077477	KORE	KORE	2020/JUL/22	2021/JUL/22	1969.30
1077478	KORE	KORE	2020/JUL/22	2021/JUL/22	1969.98
1077479	KORE	KORE	2020/JUL/22	2021/JUL/22	1971.48
1077480	KORE	KORE	2020/JUL/22	2021/JUL/22	1973.84
1077481	KORE	KORE	2020/JUL/22	2021/JUL/22	1952.93
1077482	KORE	KORE	2020/JUL/22	2021/JUL/22	1976.06
1077483	KORE	KORE	2020/JUL/22	2021/JUL/22	1971.87
1077484	KORE	KORE	2020/JUL/22	2021/JUL/22	1972.41
1077485	KORE	KORE	2020/JUL/22	2021/JUL/22	1974.90
1077486	KORE	KORE	2020/JUL/22	2021/JUL/22	1973.51
1077487	KORE	KORE	2020/JUL/22	2021/JUL/22	1974.03
1077488	KORE	KORE	2020/JUL/22	2021/JUL/22	1978.39
1077489	KORE	KORE	2020/JUL/22	2021/JUL/22	1980.31
1077490	KORE	KORE	2020/JUL/22	2021/JUL/22	1980.40
1077491	KORE	KORE	2020/JUL/22	2021/JUL/22	1976.21
1077492	KORE	KORE	2020/JUL/22	2021/JUL/22	1981.83
1077493	KORE	KORE	2020/JUL/22	2021/JUL/22	1982.76
1077494	KORE	KORE	2020/JUL/23	2021/JUL/23	1980.71
1077495	KORE	KORE	2020/JUL/23	2021/JUL/23	1983.47
1077496	KORE	KORE	2020/JUL/23	2021/JUL/23	1966.21
1077497	KORE	KORE	2020/JUL/23	2021/JUL/23	1984.39
1077498	KORE	KORE	2020/JUL/23	2021/JUL/23	1979.82
				Total	99778.40

Notes:

(1)KORE denotes claims wholly-owned by KORE without being the subject of another agreement

(2)All claims wholly-owned by KORE which are not otherwise encumbered by another agreement will be subject to a 1% NSR held by KORE upon the Arrangement becoming effective.

EX I - 4

Property Agreements

Agreement	Interest Earned	Earn-in Date	Cash	Expenditures	Shares	Royalty
Scott	100%	20-Jul-20	C$7,500	None	0	2% NSR1
Earl	100%	08-Oct-20	C$7,500	None	0	None
Hen	100%	01-Oct-24	C$410,000	None	$410,0002	2% NSR1
Hawk	100%	01-Oct-24	C$150,000	None	0	1% NSR3
Tep	100%	20-Jul-22	C$92,5004	C$75,000	0	2% NSR5,6
Southlands	100%	22-Sep-89	None	None	None	3% NSR7
Bullion	100%	31-Aug-18	None	C$130,000	150,000	1% NSR8

Notes:

11% NSR can be purchased for C$1,000,000

2Value of shares to be issued

30.5% NSR can be purchased for C$500,000

4Plus bonus payments totalling C$35,000 plus C$1.50 for each ounce of gold in initial resource

51% NSR can be purchased for C$500,000

6Includes an Area of Interest extending 0.5 km from property boundary, applicable to claims acquired after July 20, 2020 73% NSR can be purchased for C$2.6 million in 1989 dollars, adjusted annually for inflation by the Consumer Price Index 80.5% NSR can be purchased for C$1,000,000

Yukon Mineral Tenures

Grant	Claim	Claim	Operation	Staking	Claim
Number	Name	Number	Recording Date	Date	Expiry Date
YE32676	Sheba	1	10/06/2016	23/05/2016	10/06/2025
YE32677	Sheba	2	10/06/2016	23/05/2016	10/06/2026
YE32678	Sheba	3	10/06/2016	23/05/2016	10/06/2025
YE32679	Sheba	4	10/06/2016	23/05/2016	10/06/2026
YE32680	Sheba	5	10/06/2016	23/05/2016	10/06/2025
YE32681	Sheba	6	10/06/2016	23/05/2016	10/06/2026
YE32682	Sheba	7	10/06/2016	23/05/2016	10/06/2025
YE32683	Sheba	8	10/06/2016	23/05/2016	10/06/2026
YE32684	Sheba	9	10/06/2016	23/05/2016	10/06/2025
YE32685	Sheba	10	10/06/2016	23/05/2016	10/06/2025
YE32686	Sheba	11	10/06/2016	23/05/2016	10/06/2025
YE32687	Sheba	12	10/06/2016	23/05/2016	10/06/2025
YE32688	Sheba	13	10/06/2016	23/05/2016	10/06/2025
YE32689	Sheba	14	10/06/2016	23/05/2016	10/06/2025
YE32690	Sheba	15	10/06/2016	23/05/2016	10/06/2025
YE32691	Sheba	16	10/06/2016	23/05/2016	10/06/2025
YE32692	Sheba	17	10/06/2016	23/05/2016	10/06/2025
YE32693	Sheba	18	10/06/2016	23/05/2016	10/06/2025
YE32694	Sheba	19	10/06/2016	23/05/2016	10/06/2025
YE32695	Sheba	20	10/06/2016	23/05/2016	10/06/2025
YE32550	Sheba	21	10/06/2016	23/05/2016	10/06/2026
YE32551	Sheba	22	10/06/2016	23/05/2016	10/06/2026
YE32552	Sheba	23	10/06/2016	23/05/2016	10/06/2026
YE32553	Sheba	24	10/06/2016	23/05/2016	10/06/2026
YE32554	Sheba	25	10/06/2016	23/05/2016	10/06/2026

EX I - 5

Grant	Claim	Claim	Operation	Staking	Claim
Number	Name	Number	Recording Date	Date	Expiry Date
YE32555	Sheba	26	10/06/2016	23/05/2016	10/06/2026
YE32556	Sheba	27	10/06/2016	23/05/2016	10/06/2026
YE32557	Sheba	28	10/06/2016	23/05/2016	10/06/2026
YE32558	Sheba	29	10/06/2016	23/05/2016	10/06/2026
YE32559	Sheba	30	10/06/2016	23/05/2016	10/06/2026
YE32560	Sheba	31	10/06/2016	23/05/2016	10/06/2025
YE32561	Sheba	32	10/06/2016	23/05/2016	10/06/2025
YE32562	Sheba	33	10/06/2016	23/05/2016	10/06/2025
YE32563	Sheba	34	10/06/2016	23/05/2016	10/06/2025
YE32564	Sheba	35	10/06/2016	23/05/2016	10/06/2025
YE32565	Sheba	36	10/06/2016	23/05/2016	10/06/2025
YE32566	Sheba	37	10/06/2016	23/05/2016	10/06/2025
YE32567	Sheba	38	10/06/2016	23/05/2016	10/06/2025
YE32568	Sheba	39	10/06/2016	23/05/2016	10/06/2025
YE32569	Sheba	40	10/06/2016	23/05/2016	10/06/2025
YE32725	Sheba	41	10/06/2016	23/05/2016	10/06/2025
YE32726	Sheba	42	10/06/2016	23/05/2016	10/06/2025
YE32727	Sheba	43	10/06/2016	23/05/2016	10/06/2025
YE32728	Sheba	44	10/06/2016	23/05/2016	10/06/2025
YE32729	Sheba	45	10/06/2016	23/05/2016	10/06/2025
YE32730	Sheba	46	10/06/2016	23/05/2016	10/06/2025
YE32731	Sheba	47	10/06/2016	23/05/2016	10/06/2025
YE32732	Sheba	48	10/06/2016	23/05/2016	10/06/2025
YE32733	Sheba	49	10/06/2016	23/05/2016	10/06/2025
YE32734	Sheba	50	10/06/2016	23/05/2016	10/06/2025
YE32735	Sheba	51	10/06/2016	23/05/2016	10/06/2025
YE32736	Sheba	52	10/06/2016	23/05/2016	10/06/2025
YE32737	Sheba	53	10/06/2016	23/05/2016	10/06/2025
YE32738	Sheba	54	10/06/2016	23/05/2016	10/06/2025
YE32739	Sheba	55	10/06/2016	23/05/2016	10/06/2025
YE32740	Sheba	56	10/06/2016	23/05/2016	10/06/2025
YE32741	Sheba	57	10/06/2016	23/05/2016	10/06/2025
YE32742	Sheba	58	10/06/2016	23/05/2016	10/06/2025
YE32743	Sheba	59	10/06/2016	23/05/2016	10/06/2025
YE32744	Sheba	60	10/06/2016	23/05/2016	10/06/2025
YE32792	Sheba	61	10/06/2016	23/05/2016	10/06/2025
YE32793	Sheba	62	10/06/2016	23/05/2016	10/06/2025
YE32794	Sheba	63	10/06/2016	23/05/2016	10/06/2025
YE32795	Sheba	64	10/06/2016	23/05/2016	10/06/2025
YE32796	Sheba	65	10/06/2016	23/05/2016	10/06/2025
YE32797	Sheba	66	10/06/2016	23/05/2016	10/06/2025
YE32798	Sheba	67	10/06/2016	23/05/2016	10/06/2025
YE32799	Sheba	68	10/06/2016	23/05/2016	10/06/2025

EX I - 6

Grant	Claim	Claim	Operation	Staking	Claim
Number	Name	Number	Recording Date	Date	Expiry Date
YE32800	Sheba	69	10/06/2016	23/05/2016	10/06/2025
YE32501	Sheba	70	10/06/2016	23/05/2016	10/06/2025
YE32502	Sheba	71	10/06/2016	23/05/2016	10/06/2025
YE32503	Sheba	72	10/06/2016	23/05/2016	10/06/2025
YE32504	Sheba	73	10/06/2016	23/05/2016	10/06/2025
YE32505	Sheba	74	10/06/2016	23/05/2016	10/06/2025
YE32506	Sheba	75	10/06/2016	23/05/2016	10/06/2025
YE32507	Sheba	76	10/06/2016	23/05/2016	10/06/2025
YE32508	Sheba	77	10/06/2016	23/05/2016	10/06/2025
YE32509	Sheba	78	10/06/2016	23/05/2016	10/06/2025
YE32510	Sheba	79	10/06/2016	23/05/2016	10/06/2025
YE32511	Sheba	80	10/06/2016	23/05/2016	10/06/2025
YE32512	Sheba	81	10/06/2016	24/05/2016	10/06/2025
YE32513	Sheba	82	10/06/2016	24/05/2016	10/06/2025
YE32514	Sheba	83	10/06/2016	24/05/2016	10/06/2025
YE32515	Sheba	84	10/06/2016	24/05/2016	10/06/2025
YE32516	Sheba	85	10/06/2016	24/05/2016	10/06/2025
YE32517	Sheba	86	10/06/2016	24/05/2016	10/06/2025
YE32518	Sheba	87	10/06/2016	24/05/2016	10/06/2025
YE32519	Sheba	88	10/06/2016	24/05/2016	10/06/2025
YE32520	Sheba	89	10/06/2016	24/05/2016	10/06/2025
YE32521	Sheba	90	10/06/2016	24/05/2016	10/06/2025
YE32522	Sheba	91	10/06/2016	24/05/2016	10/06/2025
YE32523	Sheba	92	10/06/2016	24/05/2016	10/06/2025
YE32524	Sheba	93	10/06/2016	24/05/2016	10/06/2025
YE32525	Sheba	94	10/06/2016	24/05/2016	10/06/2025
YE32526	Sheba	95	10/06/2016	24/05/2016	10/06/2025
YE32527	Sheba	96	10/06/2016	24/05/2016	10/06/2025
YE32528	Sheba	97	10/06/2016	24/05/2016	10/06/2025
YE32529	Sheba	98	10/06/2016	24/05/2016	10/06/2025
YE32530	Sheba	99	10/06/2016	24/05/2016	10/06/2025
YE32531	Sheba	100	10/06/2016	24/05/2016	10/06/2025
YE32745	Sheba	101	10/06/2016	24/05/2016	10/06/2025
YE32746	Sheba	102	10/06/2016	24/05/2016	10/06/2025
YE32747	Sheba	103	10/06/2016	24/05/2016	10/06/2025
YE32748	Sheba	104	10/06/2016	24/05/2016	10/06/2025
YE32749	Sheba	105	10/06/2016	24/05/2016	10/06/2025
YE32750	Sheba	106	10/06/2016	24/05/2016	10/06/2025
YE32751	Sheba	107	10/06/2016	24/05/2016	10/06/2025
YE32752	Sheba	108	10/06/2016	24/05/2016	10/06/2025
YE32402	Sheba	109	10/06/2016	24/05/2016	10/06/2025
YE32403	Sheba	110	10/06/2016	24/05/2016	10/06/2025
YE32404	Sheba	111	10/06/2016	24/05/2016	10/06/2025

EX I - 7

Grant	Claim	Claim	Operation	Staking	Claim
Number	Name	Number	Recording Date	Date	Expiry Date
YE32405	Sheba	112	10/06/2016	24/05/2016	10/06/2025
YE32406	Sheba	113	10/06/2016	24/05/2016	10/06/2025
YE32407	Sheba	114	10/06/2016	24/05/2016	10/06/2025
YE32408	Sheba	115	10/06/2016	24/05/2016	10/06/2025
YE32409	Sheba	116	10/06/2016	24/05/2016	10/06/2025
YE32410	Sheba	117	10/06/2016	24/05/2016	10/06/2025
YE32411	Sheba	118	10/06/2016	24/05/2016	10/06/2025
YE32412	Sheba	119	10/06/2016	24/05/2016	10/06/2025
YE32413	Sheba	120	10/06/2016	24/05/2016	10/06/2025
YE32696	Sheba	121	10/06/2016	24/05/2016	10/06/2025
YE32697	Sheba	122	10/06/2016	24/05/2016	10/06/2025
YE32698	Sheba	123	10/06/2016	24/05/2016	10/06/2025
YE32699	Sheba	124	10/06/2016	24/05/2016	10/06/2025
YE32700	Sheba	125	10/06/2016	24/05/2016	10/06/2025
YE32435	Sheba	126	10/06/2016	24/05/2016	10/06/2025
YE32436	Sheba	127	10/06/2016	24/05/2016	10/06/2025
YE32437	Sheba	128	10/06/2016	24/05/2016	10/06/2025
YE32438	Sheba	129	10/06/2016	24/05/2016	10/06/2025
YE32439	Sheba	130	10/06/2016	24/05/2016	10/06/2025
YE32440	Sheba	131	10/06/2016	24/05/2016	10/06/2025
YE32441	Sheba	132	10/06/2016	24/05/2016	10/06/2025
YE32442	Sheba	133	10/06/2016	24/05/2016	10/06/2025
YE32443	Sheba	134	10/06/2016	24/05/2016	10/06/2025
YE32444	Sheba	135	10/06/2016	24/05/2016	10/06/2025
YE32445	Sheba	136	10/06/2016	24/05/2016	10/06/2025
YE32446	Sheba	137	10/06/2016	24/05/2016	10/06/2025
YE32447	Sheba	138	10/06/2016	24/05/2016	10/06/2025
YE32448	Sheba	139	10/06/2016	24/05/2016	10/06/2025
YE32449	Sheba	140	10/06/2016	24/05/2016	10/06/2025
YE32570	Sheba	141	10/06/2016	24/05/2016	10/06/2025
YE32571	Sheba	142	10/06/2016	24/05/2016	10/06/2025
YE32572	Sheba	143	10/06/2016	24/05/2016	10/06/2025
YE32573	Sheba	144	10/06/2016	24/05/2016	10/06/2025
YE32574	Sheba	145	10/06/2016	24/05/2016	10/06/2025
YE32575	Sheba	146	10/06/2016	24/05/2016	10/06/2025
YE32576	Sheba	147	10/06/2016	24/05/2016	10/06/2025
YE32577	Sheba	148	10/06/2016	24/05/2016	10/06/2025
YE32578	Sheba	149	10/06/2016	24/05/2016	10/06/2025
YE32579	Sheba	150	10/06/2016	24/05/2016	10/06/2025
YE32580	Sheba	151	10/06/2016	24/05/2016	10/06/2025
YE32581	Sheba	152	10/06/2016	24/05/2016	10/06/2025
YE32582	Sheba	153	10/06/2016	24/05/2016	10/06/2025
YE32583	Sheba	154	10/06/2016	24/05/2016	10/06/2025

EX I - 8

Grant	Claim	Claim	Operation	Staking	Claim
Number	Name	Number	Recording Date	Date	Expiry Date
YE32584	Sheba	155	10/06/2016	24/05/2016	10/06/2025
YE32585	Sheba	156	10/06/2016	24/05/2016	10/06/2025
YE32586	Sheba	157	10/06/2016	24/05/2016	10/06/2025
YE32587	Sheba	158	10/06/2016	24/05/2016	10/06/2025
YE32588	Sheba	159	10/06/2016	24/05/2016	10/06/2025
YE32589	Sheba	160	10/06/2016	24/05/2016	10/06/2025
YE32701	Ophir	1	10/06/2016	22/05/2016	10/06/2022
YE32702	Ophir	2	10/06/2016	22/05/2016	10/06/2022
YE32703	Ophir	3	10/06/2016	22/05/2016	10/06/2022
YE32704	Ophir	4	10/06/2016	22/05/2016	10/06/2022
YE32705	Ophir	5	10/06/2016	22/05/2016	10/06/2022
YE32706	Ophir	6	10/06/2016	22/05/2016	10/06/2022
YE32707	Ophir	7	10/06/2016	22/05/2016	10/06/2021
YE32708	Ophir	8	10/06/2016	22/05/2016	10/06/2021
YE32709	Ophir	9	10/06/2016	22/05/2016	10/06/2021
YE32710	Ophir	10	10/06/2016	22/05/2016	10/06/2021
YE32711	Ophir	11	10/06/2016	22/05/2016	10/06/2021
YE32712	Ophir	12	10/06/2016	22/05/2016	10/06/2021
YE32713	Ophir	13	10/06/2016	22/05/2016	10/06/2021
YE32714	Ophir	14	10/06/2016	22/05/2016	10/06/2021
YE32715	Ophir	15	10/06/2016	22/05/2016	10/06/2021
YE32716	Ophir	16	10/06/2016	22/05/2016	10/06/2021
YE32717	Ophir	17	10/06/2016	22/05/2016	10/06/2021
YE32718	Ophir	18	10/06/2016	22/05/2016	10/06/2021
YE32719	Ophir	19	10/06/2016	22/05/2016	10/06/2021
YE32720	Ophir	20	10/06/2016	22/05/2016	10/06/2021
YE32721	Ophir	21	10/06/2016	22/05/2016	10/06/2021
YE32722	Ophir	22	10/06/2016	22/05/2016	10/06/2021
YE32723	Ophir	23	10/06/2016	22/05/2016	10/06/2021
YE32724	Ophir	24	10/06/2016	22/05/2016	10/06/2021
YE32635	Ophir	25	10/06/2016	25/05/2016	10/06/2021
YE32636	Ophir	26	10/06/2016	25/05/2016	10/06/2021
YE32637	Ophir	27	10/06/2016	25/05/2016	10/06/2021
YE32638	Ophir	28	10/06/2016	25/05/2016	10/06/2021
YE32639	Ophir	29	10/06/2016	25/05/2016	10/06/2021
YE32640	Ophir	30	10/06/2016	25/05/2016	10/06/2021
YE32641	Ophir	31	10/06/2016	25/05/2016	10/06/2021
YE32642	Ophir	32	10/06/2016	25/05/2016	10/06/2021
YE32601	Ophir	33	10/06/2016	21/05/2016	10/06/2022
YE32602	Ophir	34	10/06/2016	21/05/2016	10/06/2022
YE32603	Ophir	35	10/06/2016	21/05/2016	10/06/2022
YE32604	Ophir	36	10/06/2016	21/05/2016	10/06/2022
YE32605	Ophir	37	10/06/2016	21/05/2016	10/06/2022

EX I - 9

Grant	Claim	Claim	Operation	Staking	Claim
Number	Name	Number	Recording Date	Date	Expiry Date
YE32606	Ophir	38	10/06/2016	21/05/2016	10/06/2022
YE32607	Ophir	39	10/06/2016	21/05/2016	10/06/2021
YE32608	Ophir	40	10/06/2016	21/05/2016	10/06/2021
YE32609	Ophir	41	10/06/2016	21/05/2016	10/06/2021
YE32610	Ophir	42	10/06/2016	21/05/2016	10/06/2021
YE32611	Ophir	43	10/06/2016	21/05/2016	10/06/2021
YE32612	Ophir	44	10/06/2016	21/05/2016	10/06/2021
YE32613	Ophir	45	10/06/2016	21/05/2016	10/06/2021
YE32614	Ophir	46	10/06/2016	21/05/2016	10/06/2021
YE32615	Ophir	47	10/06/2016	22/05/2016	10/06/2021
YE32616	Ophir	48	10/06/2016	22/05/2016	10/06/2021
YE32617	Ophir	49	10/06/2016	22/05/2016	10/06/2021
YE32618	Ophir	50	10/06/2016	22/05/2016	10/06/2021
YE32619	Ophir	51	10/06/2016	22/05/2016	10/06/2021
YE32620	Ophir	52	10/06/2016	22/05/2016	10/06/2021
YE32621	Ophir	53	10/06/2016	22/05/2016	10/06/2021
YE32622	Ophir	54	10/06/2016	22/05/2016	10/06/2021
YE32623	Ophir	55	10/06/2016	22/05/2016	10/06/2021
YE32624	Ophir	56	10/06/2016	22/05/2016	10/06/2021
YE32625	Ophir	57	10/06/2016	22/05/2016	10/06/2021
YE32626	Ophir	58	10/06/2016	22/05/2016	10/06/2021
YE32627	Ophir	59	10/06/2016	22/05/2016	10/06/2021
YE32628	Ophir	60	10/06/2016	22/05/2016	10/06/2021
YE32629	Ophir	61	10/06/2016	22/05/2016	10/06/2021
YE32630	Ophir	62	10/06/2016	22/05/2016	10/06/2021
YE32631	Ophir	63	10/06/2016	22/05/2016	10/06/2021
YE32632	Ophir	64	10/06/2016	22/05/2016	10/06/2021
YE32648	Ophir	65	10/06/2016	21/05/2016	10/06/2021
YE32649	Ophir	66	10/06/2016	21/05/2016	10/06/2021
YE32650	Ophir	67	10/06/2016	21/05/2016	10/06/2022
YE32651	Ophir	68	10/06/2016	21/05/2016	10/06/2021
YE32652	Ophir	69	10/06/2016	21/05/2016	10/06/2022
YE32653	Ophir	70	10/06/2016	21/05/2016	10/06/2021
YE32654	Ophir	71	10/06/2016	21/05/2016	10/06/2022
YE32655	Ophir	72	10/06/2016	21/05/2016	10/06/2021
YE32656	Ophir	73	10/06/2016	21/05/2016	10/06/2022
YE32657	Ophir	74	10/06/2016	21/05/2016	10/06/2021
YE32658	Ophir	75	10/06/2016	22/05/2016	10/06/2021
YE32659	Ophir	76	10/06/2016	22/05/2016	10/06/2021
YE32660	Ophir	77	10/06/2016	22/05/2016	10/06/2021
YE32661	Ophir	78	10/06/2016	22/05/2016	10/06/2021
YE32662	Ophir	79	10/06/2016	22/05/2016	10/06/2021
YE32663	Ophir	80	10/06/2016	22/05/2016	10/06/2021

EX I - 10

Grant	Claim	Claim	Operation	Staking	Claim
Number	Name	Number	Recording Date	Date	Expiry Date
YE32664	Ophir	81	10/06/2016	22/05/2016	10/06/2021
YE32665	Ophir	82	10/06/2016	22/05/2016	10/06/2021
YE32666	Ophir	83	10/06/2016	22/05/2016	10/06/2021
YE32667	Ophir	84	10/06/2016	22/05/2016	10/06/2021
YE32668	Ophir	85	10/06/2016	22/05/2016	10/06/2021
YE32669	Ophir	86	10/06/2016	22/05/2016	10/06/2021
YE32670	Ophir	87	10/06/2016	22/05/2016	10/06/2021
YE32671	Ophir	88	10/06/2016	22/05/2016	10/06/2021
YE32672	Ophir	89	10/06/2016	22/05/2016	10/06/2021
YE32673	Ophir	90	10/06/2016	22/05/2016	10/06/2021
YE32674	Ophir	91	10/06/2016	22/05/2016	10/06/2021
YE32675	Ophir	92	10/06/2016	22/05/2016	10/06/2021
YE32786	Ophir	93	10/06/2016	22/05/2016	10/06/2021
YE32787	Ophir	94	10/06/2016	22/05/2016	10/06/2021
YE32788	Ophir	95	10/06/2016	22/05/2016	10/06/2021
YE32789	Ophir	96	10/06/2016	22/05/2016	10/06/2021
YE32790	Ophir	97	10/06/2016	22/05/2016	10/06/2021
YE32791	Ophir	98	10/06/2016	22/05/2016	10/06/2021
YE32754	Ophir	99	10/06/2016	21/05/2016	10/06/2021
YE32755	Ophir	100	10/06/2016	21/05/2016	10/06/2021
YE32756	Ophir	101	10/06/2016	21/05/2016	10/06/2021
YE32757	Ophir	102	10/06/2016	21/05/2016	10/06/2021
YE32758	Ophir	103	10/06/2016	21/05/2016	10/06/2021
YE32759	Ophir	104	10/06/2016	21/05/2016	10/06/2021
YE32760	Ophir	105	10/06/2016	21/05/2016	10/06/2021
YE32761	Ophir	106	10/06/2016	21/05/2016	10/06/2021
YE32762	Ophir	107	10/06/2016	21/05/2016	10/06/2021
YE32763	Ophir	108	10/06/2016	21/05/2016	10/06/2021
YE32764	Ophir	109	10/06/2016	21/05/2016	10/06/2021
YE32765	Ophir	110	10/06/2016	21/05/2016	10/06/2021
YE32766	Ophir	111	10/06/2016	21/05/2016	10/06/2021
YE32767	Ophir	112	10/06/2016	21/05/2016	10/06/2021
YE32768	Ophir	113	10/06/2016	22/05/2016	10/06/2021
YE32769	Ophir	114	10/06/2016	22/05/2016	10/06/2021
YE32770	Ophir	115	10/06/2016	22/05/2016	10/06/2021
YE32771	Ophir	116	10/06/2016	22/05/2016	10/06/2021
YE32772	Ophir	117	10/06/2016	22/05/2016	10/06/2021
YE32773	Ophir	118	10/06/2016	22/05/2016	10/06/2021
YE32774	Ophir	119	10/06/2016	22/05/2016	10/06/2021
YE32775	Ophir	120	10/06/2016	22/05/2016	10/06/2021
YE32776	Ophir	121	10/06/2016	22/05/2016	10/06/2021
YE32777	Ophir	122	10/06/2016	22/05/2016	10/06/2021
YE32778	Ophir	123	10/06/2016	22/05/2016	10/06/2021

EX I - 11

Grant	Claim	Claim	Operation	Staking	Claim
Number	Name	Number	Recording Date	Date	Expiry Date
YE32779	Ophir	124	10/06/2016	22/05/2016	10/06/2021
YE32780	Ophir	125	10/06/2016	22/05/2016	10/06/2021
YE32781	Ophir	126	10/06/2016	22/05/2016	10/06/2021
YE32782	Ophir	127	10/06/2016	22/05/2016	10/06/2021
YE32783	Ophir	128	10/06/2016	22/05/2016	10/06/2021
YE32784	Ophir	129	10/06/2016	22/05/2016	10/06/2021
YE32785	Ophir	130	10/06/2016	22/05/2016	10/06/2021
YE32475	Hav	1	10/06/2016	25/05/2016	10/06/2021
YE32476	Hav	2	10/06/2016	25/05/2016	10/06/2021
YE32477	Hav	3	10/06/2016	25/05/2016	10/06/2021
YE32478	Hav	4	10/06/2016	25/05/2016	10/06/2021
YE32479	Hav	5	10/06/2016	25/05/2016	10/06/2021
YE32480	Hav	6	10/06/2016	25/05/2016	10/06/2021
YE32481	Hav	7	10/06/2016	25/05/2016	10/06/2021
YE32482	Hav	8	10/06/2016	25/05/2016	10/06/2021
YE32483	Hav	9	10/06/2016	25/05/2016	10/06/2021
YE32484	Hav	10	10/06/2016	25/05/2016	10/06/2021
YE32485	Hav	11	10/06/2016	25/05/2016	10/06/2021
YE32486	Hav	12	10/06/2016	25/05/2016	10/06/2021
YE32487	Hav	13	10/06/2016	25/05/2016	10/06/2021
YE32488	Hav	14	10/06/2016	25/05/2016	10/06/2021
YE32489	Hav	15	10/06/2016	25/05/2016	10/06/2021
YE32490	Hav	16	10/06/2016	25/05/2016	10/06/2021
YE32491	Hav	17	10/06/2016	25/05/2016	10/06/2021
YE32492	Hav	18	10/06/2016	25/05/2016	10/06/2021
YE32450	Hav	19	10/06/2016	25/05/2016	10/06/2021
YE32451	Hav	20	10/06/2016	25/05/2016	10/06/2021
YE32452	Hav	21	10/06/2016	25/05/2016	10/06/2021
YE32453	Hav	22	10/06/2016	25/05/2016	10/06/2021
YE32454	Hav	23	10/06/2016	25/05/2016	10/06/2021
YE32455	Hav	24	10/06/2016	25/05/2016	10/06/2021
YE32456	Hav	25	10/06/2016	25/05/2016	10/06/2021
YE32457	Hav	26	10/06/2016	25/05/2016	10/06/2021
YE32458	Hav	27	10/06/2016	25/05/2016	10/06/2021
YE32459	Hav	28	10/06/2016	25/05/2016	10/06/2021
YE32460	Hav	29	10/06/2016	25/05/2016	10/06/2021
YE32461	Hav	30	10/06/2016	25/05/2016	10/06/2021
YE32462	Hav	31	10/06/2016	25/05/2016	10/06/2021
YE32463	Hav	32	10/06/2016	25/05/2016	10/06/2021
YE32464	Hav	33	10/06/2016	25/05/2016	10/06/2021
YE32465	Hav	34	10/06/2016	25/05/2016	10/06/2021
YE32466	Hav	35	10/06/2016	25/05/2016	10/06/2021
YE32467	Hav	36	10/06/2016	25/05/2016	10/06/2021

EX I - 12

Grant	Claim	Claim	Operation	Staking	Claim
Number	Name	Number	Recording Date	Date	Expiry Date
YE32532	Hav	37	10/06/2016	25/05/2016	10/06/2021
YE32533	Hav	38	10/06/2016	25/05/2016	10/06/2022
YE32534	Hav	39	10/06/2016	25/05/2016	10/06/2021
YE32535	Hav	40	10/06/2016	25/05/2016	10/06/2022
YE32536	Hav	41	10/06/2016	25/05/2016	10/06/2021
YE32537	Hav	42	10/06/2016	25/05/2016	10/06/2022
YE32538	Hav	43	10/06/2016	25/05/2016	10/06/2021
YE32539	Hav	44	10/06/2016	25/05/2016	10/06/2021
YE32540	Hav	45	10/06/2016	25/05/2016	10/06/2021
YE32541	Hav	46	10/06/2016	25/05/2016	10/06/2021
YE32542	Hav	47	10/06/2016	25/05/2016	10/06/2021
YE32543	Hav	48	10/06/2016	25/05/2016	10/06/2021
YE32544	Hav	49	10/06/2016	25/05/2016	10/06/2021
YE32545	Hav	50	10/06/2016	25/05/2016	10/06/2021
YE32546	Hav	51	10/06/2016	25/05/2016	10/06/2021
YE32547	Hav	52	10/06/2016	25/05/2016	10/06/2021
YE32548	Hav	53	10/06/2016	25/05/2016	10/06/2021
YE32549	Hav	54	10/06/2016	25/05/2016	10/06/2021
YE32414	Hav	55	10/06/2016	25/05/2016	10/06/2022
YE32415	Hav	56	10/06/2016	25/05/2016	10/06/2022
YE32416	Hav	57	10/06/2016	25/05/2016	10/06/2022
YE32417	Hav	58	10/06/2016	25/05/2016	10/06/2022
YE32418	Hav	59	10/06/2016	25/05/2016	10/06/2022
YE32419	Hav	60	10/06/2016	25/05/2016	10/06/2022
YE32420	Hav	61	10/06/2016	25/05/2016	10/06/2022
YE32421	Hav	62	10/06/2016	25/05/2016	10/06/2022
YE32422	Hav	63	10/06/2016	25/05/2016	10/06/2022
YE32423	Hav	64	10/06/2016	25/05/2016	10/06/2022
YE32424	Hav	65	10/06/2016	25/05/2016	10/06/2022
YE32425	Hav	66	10/06/2016	25/05/2016	10/06/2022
YE32426	Hav	67	10/06/2016	25/05/2016	10/06/2022
YE32427	Hav	68	10/06/2016	25/05/2016	10/06/2022
YE32428	Hav	69	10/06/2016	25/05/2016	10/06/2022
YE32429	Hav	70	10/06/2016	25/05/2016	10/06/2022
YE32201	Etta	1	10/05/2017	07/05/2017	10/05/2023
YE32202	Etta	2	10/05/2017	07/05/2017	10/05/2023
YE32203	Etta	3	10/05/2017	07/05/2017	10/05/2023
YE32204	Etta	4	10/05/2017	07/05/2017	10/05/2023
YE32205	Etta	5	10/05/2017	07/05/2017	10/05/2023
YE32206	Etta	6	10/05/2017	07/05/2017	10/05/2023
YE32207	Etta	7	10/05/2017	07/05/2017	10/05/2023
YE32208	Etta	8	10/05/2017	07/05/2017	10/05/2023
YE32209	Etta	9	10/05/2017	07/05/2017	10/05/2023

EX I - 13

Grant	Claim	Claim	Operation	Staking	Claim
Number	Name	Number	Recording Date	Date	Expiry Date
YE32210	Etta	10	10/05/2017	07/05/2017	10/05/2023
YE32211	Etta	11	10/05/2017	07/05/2017	10/05/2023
YE32212	Etta	12	10/05/2017	07/05/2017	10/05/2023
YE32213	Etta	13	10/05/2017	07/05/2017	10/05/2023
YE32214	Etta	14	10/05/2017	07/05/2017	10/05/2023
YE32215	Etta	15	10/05/2017	07/05/2017	10/05/2023
YE32216	Etta	16	10/05/2017	07/05/2017	10/05/2023
YE32217	Etta	17	10/05/2017	07/05/2017	10/05/2023
YE32218	Etta	18	10/05/2017	07/05/2017	10/05/2023
YE32219	Etta	19	10/05/2017	07/05/2017	10/05/2023
YE32220	Etta	20	10/05/2017	07/05/2017	10/05/2023
YE32221	Etta	21	10/05/2017	07/05/2017	10/05/2023
YE32222	Etta	22	10/05/2017	07/05/2017	10/05/2023
YE32223	Etta	23	10/05/2017	07/05/2017	10/05/2023
YE32224	Etta	24	10/05/2017	07/05/2017	10/05/2023
YC95227	Tak	1	05/06/2009	04/06/2009	01/03/2022
YC95228	Tak	2	05/06/2009	04/06/2009	01/03/2022
YC95229	Tak	3	05/06/2009	04/06/2009	01/03/2022
YC95230	Tak	4	05/06/2009	04/06/2009	01/03/2022
YC95231	Tak	5	05/06/2009	04/06/2009	01/03/2022
YC95232	Tak	6	05/06/2009	04/06/2009	01/03/2022
YC95233	Tak	7	05/06/2009	04/06/2009	01/03/2022
YC95234	Tak	8	05/06/2009	04/06/2009	01/03/2022
YC95235	TAK	9	05/06/2009	04/06/2009	01/03/2022
YC95236	TAK	10	05/06/2009	04/06/2009	01/03/2022
YC95237	TAK	11	05/06/2009	04/06/2009	01/03/2022
YC95238	TAK	12	05/06/2009	04/06/2009	01/03/2022
YC95239	TAK	13	05/06/2009	04/06/2009	01/03/2022
YC95240	TAK	14	05/06/2009	04/06/2009	01/03/2022
YC95241	TAK	15	05/06/2009	04/06/2009	01/03/2022
YC95242	TAK	16	05/06/2009	04/06/2009	01/03/2022
YC98334	TAK	39	02/07/2009	24/06/2009	01/03/2023
YC98335	TAK	40	02/07/2009	24/06/2009	01/03/2023
YC98336	TAK	41	02/07/2009	24/06/2009	01/03/2023
YC98337	TAK	42	02/07/2009	24/06/2009	01/03/2023
YC98338	TAK	43	02/07/2009	24/06/2009	01/03/2023
YC98339	TAK	44	02/07/2009	24/06/2009	01/03/2023
YC98340	TAK	45	02/07/2009	24/06/2009	01/03/2023
YC98341	TAK	46	02/07/2009	24/06/2009	01/03/2023
YC98342	TAK	47	02/07/2009	24/06/2009	01/03/2023
YC98343	TAK	48	02/07/2009	24/06/2009	01/03/2023
YC98344	TAK	49	02/07/2009	24/06/2009	01/03/2023
YC98345	TAK	50	02/07/2009	24/06/2009	01/03/2023

EX I - 14

Grant	Claim	Claim	Operation	Staking	Claim
Number	Name	Number	Recording Date	Date	Expiry Date
YC98346	TAK	52	02/07/2009	24/06/2009	01/03/2023
YC98347	TAK	51	02/07/2009	24/06/2009	01/03/2023
YC98348	TAK	53	02/07/2009	24/06/2009	01/03/2023
YC98349	TAK	54	02/07/2009	24/06/2009	01/03/2022
YC98350	TAK	55	02/07/2009	24/06/2009	01/03/2022
YC98351	TAK	56	02/07/2009	24/06/2009	01/03/2022
YC98352	TAK	57	02/07/2009	24/06/2009	01/03/2022
YC98353	TAK	58	02/07/2009	24/06/2009	01/03/2022
YC98354	TAK	59	02/07/2009	24/06/2009	01/03/2022
YC98355	TAK	60	02/07/2009	24/06/2009	01/03/2022
YC95281	TAK	61	02/07/2009	25/06/2009	01/03/2022
YC95282	TAK	62	02/07/2009	25/06/2009	01/03/2022
YC95283	TAK	63	02/07/2009	25/06/2009	01/03/2022
YC95284	TAK	64	02/07/2009	25/06/2009	01/03/2022
YC95285	TAK	65	02/07/2009	25/06/2009	01/03/2022
YC95286	TAK	66	02/07/2009	25/06/2009	01/03/2022
YC95287	TAK	67	02/07/2009	25/06/2009	01/03/2022
YC95288	TAK	68	02/07/2009	25/06/2009	01/03/2022
YC95289	TAK	69	02/07/2009	25/06/2009	01/03/2022
YC95290	TAK	70	02/07/2009	25/06/2009	01/03/2022
YC95291	TAK	71	02/07/2009	25/06/2009	01/03/2022
YC95292	TAK	72	02/07/2009	25/06/2009	01/03/2022
YC95293	TAK	73	02/07/2009	25/06/2009	01/03/2022
YC95294	TAK	74	02/07/2009	25/06/2009	01/03/2022
YC95295	TAK	75	02/07/2009	25/06/2009	01/03/2022
YC95296	TAK	76	02/07/2009	25/06/2009	01/03/2022
YC95297	TAK	77	02/07/2009	25/06/2009	01/03/2022
YC95298	TAK	78	02/07/2009	25/06/2009	01/03/2022
YC95299	TAK	79	02/07/2009	25/06/2009	01/03/2022
YC95300	TAK	80	02/07/2009	25/06/2009	01/03/2022
YC95301	TAK	81	02/07/2009	25/06/2009	01/03/2022
YC98333	TAK	82	02/07/2009	25/06/2009	01/03/2022
YC98356	TAK	38	02/07/2009	24/06/2009	01/03/2022
YC98357	TAK	37	02/07/2009	24/06/2009	01/03/2022
YC98358	TAK	36	02/07/2009	24/06/2009	01/03/2022
YC98359	TAK	35	02/07/2009	24/06/2009	01/03/2022
YC98360	TAK	34	02/07/2009	24/06/2009	01/03/2022
YC98361	TAK	33	02/07/2009	24/06/2009	01/03/2022
YC98362	TAK	32	02/07/2009	24/06/2009	01/03/2023
YC98363	TAK	31	02/07/2009	24/06/2009	01/03/2022
YC98364	TAK	30	02/07/2009	24/06/2009	01/03/2022
YC98365	TAK	29	02/07/2009	24/06/2009	01/03/2022
YC98366	TAK	28	02/07/2009	24/06/2009	01/03/2022

EX I - 15

Grant	Claim	Claim	Operation	Staking	Claim
Number	Name	Number	Recording Date	Date	Expiry Date
YC98367	TAK	27	02/07/2009	24/06/2009	01/03/2022
YC98368	TAK	26	02/07/2009	24/06/2009	01/03/2022
YC98369	TAK	25	02/07/2009	24/06/2009	01/03/2022
YC98370	TAK	24	02/07/2009	24/06/2009	01/03/2022
YC98371	TAK	23	02/07/2009	24/06/2009	01/03/2022
YC98372	TAK	22	02/07/2009	24/06/2009	01/03/2023
YC98373	TAK	21	02/07/2009	24/06/2009	01/03/2022
YC98374	TAK	20	02/07/2009	24/06/2009	01/03/2023
YC98375	TAK	19	02/07/2009	24/06/2009	01/03/2022
YC98376	TAK	18	02/07/2009	24/06/2009	01/03/2023
YC98377	TAK	17	02/07/2009	24/06/2009	01/03/2022

Equipmen t

2014 Grey Cargo Mate Trailer
2 Corewise saws

EXHIBIT II

TO THE ARRANGEMENT AGREEMENT DATED AS OF THE 16TH DAY OF DECEMBER, 2020 BETWEEN KORE MINING LTD. AND KARUS GOLD CORP.

PLAN OF ARRANGEMENT

UNDER PART 9, DIVISION 5 OF

THE BUSINESS CORPORATIONS ACT (BRITISH COLUMBIA)

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DEFINITIONS AND INTERPRETATION

1.1 Definitions. In this plan of arrangement, unless there is something in the subject matter or context inconsistent therewith, the following capitalized words and terms shall have the following meanings:

(a) “ Arrangement ” means the arrangement pursuant to the Arrangement Provisions on the terms and conditions set out herein;
(b) “ Arrangement Agreement ” means the arrangement agreement dated as of December 16, 2020 between KORE and Karus, as may be supplemented or amended from time to time;
(c) “ Arrangement Provisions ” means Part 9, Division 5 of the BCBCA;
(d) “ Arrangement Resolutions ” means the special resolutions of the KORE Shareholders to approve the Arrangement, as required by the Interim Order and the BCBCA;
(e) “ BCBCA ” means the Business Corporations Act , S.B.C. 2002, c. 57, as amended;
(f) “ Board of Directors ” means the current and existing board of directors of KORE;
(g) “ Business Day ” means a day which is not a Saturday, Sunday or statutory holiday in Vancouver, British Columbia;
(h) “ Court ” means the Supreme Court of British Columbia;
(i) “ Depositary ” means Computershare Investor Services Inc., or such other depositary as KORE may determine;
(j) “ Dissent Procedures ” means the rules pertaining to the exercise of Dissent Rights as set forth in Division 2 of Part 8 of the BCBCA and Article 5 of this Plan of Arrangement;
(k) “ Dissent Rights ” means the rights of dissent granted in favour of registered holders of KORE Shares in accordance with Article 5 of this Plan of Arrangement;
(l) “ Dissenting Share ” has the meaning given in §3.1(a) of this Plan of Arrangement;
(m) “ Dissenting Shareholder ” means a registered holder of KORE Shares who dissents in respect of the Arrangement in strict compliance with the Dissent Procedures and who has not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights;
(n) “ Effective Date ” shall be the date of the closing of the Arrangement;

EX II - 2

(o) “ Effective Time ” means 12:01 a.m. (Vancouver time) on the Effective Date or such other time on the Effective Date as agreed to in writing by KORE and Karus;
(p) “ Final Order ” means the final order of the Court approving the Arrangement;
(q) “ Information Circular ” means the management information circular of KORE, including all schedules thereto, to be sent to the KORE Shareholders in connection with the KORE Meeting, together with any amendments or supplements thereto;
(r) “ Interim Order ” means the interim order of the Court providing advice and directions in connection with the KORE Meeting and the Arrangement;
(s) “ Karus ” means Karus Gold Corp., a company existing under the BCBCA;
(t) “ Karus Omnibus Plan ” means the omnibus plan to be adopted by Karus pursuant to this Agreement and the Plan of Arrangement, in substantially the form set forth in the Information Circular to be sent to KORE Shareholders in connection with the KORE Meeting;
(u) “ Karus Shareholder ” means a holder of Karus Shares;
(v) “ Karus Shares ” means the no par value shares which Karus is authorized to issue as the same are constituted on the date hereof;
(w) “ Karus Stock Option Plan ” means the stock option plan to be adopted by Karus pursuant to the Arrangement Agreement and this Plan of Arrangement, in substantially the form set forth in the Information Circular to be sent to KORE Shareholders in connection with the KORE Meeting;
(x) “ Karus Warrants ” means common share purchase warrants issued pursuant to §3.1(g) of the Plan of Arrangement;
(y) “ KORE ” means KORE Mining Ltd.., a corporation existing under the BCBCA;
(z) “ KORE Class A Shares ” means the renamed and redesignated KORE Shares as described in §3.1(e)(i) of this Plan of Arrangement;
(aa) “ KORE Meeting ” means the special meeting of the KORE Shareholders and any adjournments thereof to be held to, among other things, consider and, if deemed advisable, approve the Arrangement;
(bb) “ KORE Shareholder ” means a holder of KORE Shares;
(cc) “ KORE Shares ” means the common shares without par value which KORE is authorized to issue as the same are constituted on the date hereof;
(dd) “ KORE Warrants ” means the share purchase warrants of KORE exercisable to acquire KORE Shares, including warrants under the terms of which are deemed exercisable for KORE Shares, that are outstanding immediately prior to the Effective Time;
(ee) “ Letter of Transmittal ” means the letter of transmittal in respect of the Arrangement to be sent to KORE Shareholders, together with the Information Circular;

EX II - 3

(ff) “ New KORE Shares ” means a new class of voting common shares without par value which KORE will create and issue as described in §3.1(e)(ii) of this Plan of Arrangement and for which the KORE Shares are, in part, to be exchanged under the Plan of Arrangement and which, immediately after completion of the transactions comprising the Plan of Arrangement, will be identical in every relevant respect to the KORE Shares;
(gg) “ Plan of Arrangement ” means this plan of arrangement, as the same may be amended from time to time;
(hh) “ Registrar ” means the Registrar of Companies under the BCBCA;
(ii) “ Share Distribution Record Date ” means the close of business on the Business Day immediately preceding the Effective Date for the purpose of determining the KORE Shareholders entitled to receive New KORE Shares and Karus Shares pursuant to this Plan of Arrangement or such other date as the Board of Directors may select;
(jj) “ Spin-Off Assets ” means the assets of KORE described in Exhibit I to the Arrangement Agreement;
(kk) “ Tax Act ” means the Income Tax Act (Canada), R.S.C. 1985 (5th Supp.) c.1, as amended;
(ll) “ TSXV ” means the TSX Venture Exchange Inc.; and
(mm) “ U.S. Securities Act ” means the United States Securities Act of 1933, as amended.

1.2 Interpretation Not Affected by Headings. The division of this Plan of Arrangement into articles, sections, subsections, paragraphs and subparagraphs and the insertion of headings are for convenience of reference only and shall not affect the construction or interpretation of this Plan of Arrangement. Unless otherwise specifically indicated, the terms “this Plan of Arrangement”, “hereof”, “hereunder” and similar expressions refer to this Plan of Arrangement as a whole and not to any particular article, section, subsection, paragraph or subparagraph and include any agreement or instrument supplementary or ancillary hereto.

1.3 Number and Gender. Unless the context otherwise requires, words importing the singular number only shall include the plural and vice versa, words importing the use of either gender shall include both genders and neuter and words importing persons shall include firms and corporations.

1.4 Meaning. Words and phrases used herein and defined in the BCBCA shall have the same meaning herein as in the BCBCA, unless the context otherwise requires.

1.5 Date for any Action. If any date on which any action is required to be taken under this Plan of Arrangement is not a Business Day, such action shall be required to be taken on the next succeeding Business Day.

1.6 Governing Law. This Plan of Arrangement shall be governed by and construed in accordance with the laws of the Province of British Columbia and the federal laws of Canada applicable therein.

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ARRANGEMENT AGREEMENT

2.1 Arrangement Agreement. This Plan of Arrangement is made pursuant and subject to the provisions of the Arrangement Agreement.

EX II - 4

2.2 Arrangement Effectiveness. The Arrangement and this Plan of Arrangement shall become final and conclusively binding on KORE, the KORE Shareholders (including Dissenting Shareholders), and Karus Shareholders at the Effective Time without any further act or formality as required on the part of any person, except as expressly provided herein.

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THE ARRANGEMENT

3.1 The Arrangement. Commencing at the Effective Time, the following shall occur and be deemed to occur in the following chronological order without further act or formality notwithstanding anything contained in the provisions attaching to any of the securities of KORE or Karus, but subject to the provisions of Article 5:

(a) each KORE Share outstanding in respect of which a Dissenting Shareholder has validly exercised his, her or its Dissent Rights (each, a “ Dissenting Share ”) shall be directly transferred and assigned by such Dissenting Shareholder to KORE, without any further act or formality and free and clear of any liens, charges and encumbrances of any nature whatsoever, and will be cancelled and cease to be outstanding and such Dissenting Shareholders will cease to have any rights as Shareholders other than the right to be paid the fair value for their KORE Shares by KORE;
(b) KORE will transfer its entire legal and beneficial right, title and interest to the Spin-Off Assets to Karus and in consideration therefor, Karus will issue approximately 53,037,456 Karus Shares, having a fair market value equal to the fair market value of the Spin-Off Assets, to KORE;
(c) KORE will be added to the securities register of Karus in respect of such Karus Shares issued to KORE:
(d) KORE will jointly elect with Karus, in the prescribed form and within the time referred to in subsection 85(6) of the Tax Act, to have the provisions of subsection 85(1) of the Tax Act apply to the transfer of the Spin-Off Assets;
(e)

the authorized share structure of KORE shall be altered by:

(i) renaming and redesignating all of the issued and unissued KORE Shares as “Class A common shares without par value” and amending the special rights and restrictions attached to those shares to provide the holders thereof with two votes in respect of each share held, being the “KORE Class A Shares”; and
(ii) creating a new class consisting of an unlimited number of “common shares without par value” with terms and special rights and restrictions identical to those of the KORE Shares immediately prior to the Effective Time, being the “New KORE Shares”;
(f) KORE’s Notice of Articles shall be amended to reflect the alterations in §3.1(e);
(g) the holder of the KORE Warrants shall be issued one-half of one Karus Warrant to acquire one Karus Share at an exercise price of $0.75 per share, exercisable for the same period of time as the KORE Warrant;
(h) each issued and outstanding KORE Class A Share outstanding on the Share Distribution Record Date shall be exchanged for: (i) one New KORE Share; and (ii) one Karus Share, the holders of the KORE Class A Shares will be removed from the central securities register

EX II - 5

of KORE as the holders of such and will be added to the central securities register of KORE as the holders of the number of New KORE Shares that they have received on the exchange set forth in this §3.1(h), and the Karus Shares transferred to the then holders of the KORE Class A Shares will be registered in the name of the former holders of the KORE Class A Shares and KORE will provide Karus and its registrar and transfer agent notice to make the appropriate entries in the central securities register of Karus;

(i) all of the issued KORE Class A Shares shall be cancelled with the appropriate entries being made in the central securities register of KORE, and the aggregate legal stated capital and paid-up capital (as that term is used for purposes of the Tax Act) of the New KORE Shares will be equal to that of the KORE Shares immediately prior to the Effective Time less the fair market value of the Karus Shares distributed on the exchange of KORE Class A Shares pursuant to §3.1(h);

(j) the KORE Class A Shares, none of which will be issued or outstanding once the steps in §3.1(h) to §3.1(i) are completed, will be cancelled and the authorized share structure of KORE will be changed by eliminating the KORE Class A Shares; and
(k) the Notice of Articles of KORE shall be amended to reflect the alterations in §3.1(j);

3.2 No Fractional Shares or Warrants. Notwithstanding any other provision of this Arrangement, while each KORE Shareholder’s fractional shares, and each holder of KORE Warrant’s fractional warrants, respectively, will be combined, no fractional Karus Shares shall be distributed to the KORE Shareholders, and no fractional Karus Warrants shall be distributed to the holders of KORE Warrants, and, as a result, all fractional amounts arising under this Plan of Arrangement shall be rounded down to the next whole number without any compensation therefor. Any Karus Shares not distributed as a result of so rounding down shall be cancelled by Karus.

3.3 Share Distribution Record Date. In §3.1(h), the reference to a KORE Shareholder shall mean a person who is a KORE Shareholder on the Share Distribution Record Date, subject to the provisions of Article 5.

3.4 Deemed Time for Redemption. In addition to the chronological order in which the transactions and events set out in §3.1 shall occur and shall be deemed to occur, the time on the Effective Date for the exchange of KORE Class A Shares for New KORE Shares and Karus Shares set out in §3.1(h) shall occur and shall be deemed to occur immediately after the time of listing of the New KORE Shares on the TSXV on the Effective Date.

3.5 Deemed Fully Paid and Non-Assessable Shares. All New KORE Shares, KORE Class A Shares and Karus Shares issued pursuant hereto shall be deemed to be validly issued and outstanding as fully paid and non-assessable shares for all purposes of the BCBCA.

3.6 Supplementary Actions. Notwithstanding that the transactions and events set out in §3.1 shall occur and shall be deemed to occur in the chronological order therein set out without any act or formality, each of KORE and Karus shall be required to make, do and execute or cause and procure to be made, done and executed all such further acts, deeds, agreements, transfers, assurances, instruments or documents as may be required to give effect to, or further document or evidence, any of the transactions or events set out in §3.1, including, without limitation, any resolutions of directors authorizing the issue, transfer or redemption of shares, any share transfer powers evidencing the transfer of shares and any receipt therefor, any necessary additions to or deletions from share registers, and agreements for warrant certificates.

3.7 Withholding. Each of KORE, Karus and the Depositary shall be entitled to deduct and withhold from any cash payment or any issue, transfer or distribution of New KORE Shares, Karus Shares or Karus Warrants made pursuant to this Plan of Arrangement such amounts as may be required to be

EX II - 6

deducted and withheld pursuant to the Tax Act or any other applicable law, and any amount so deducted and withheld will be deemed for all purposes of this Plan of Arrangement to be paid, issued, transferred or distributed to the person entitled thereto under the Plan of Arrangement. Without limiting the generality of the foregoing, any New KORE Shares or Karus Shares so deducted and withheld may be sold on behalf of the person entitled to receive them for the purpose of generating cash proceeds, net of brokerage fees and other reasonable expenses, sufficient to satisfy all remittance obligations relating to the required deduction and withholding, and any cash remaining after such remittance shall be paid to the person forthwith.

3.8 No Liens. Any exchange or transfer of securities pursuant to this Plan of Arrangement shall be free and clear of any liens, restrictions, adverse claims or other claims of third parties of any kind.

3.9 U.S. Securities Law Matters. The Court is advised that the Arrangement will be carried out with the intention that all securities issued on completion of the Arrangement will be issued in reliance on the exemption from the registration requirements of the U.S. Securities Act provided by Section 3(a)(10) of the U.S. Securities Act.

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CERTIFICATES

4.1 KORE Class A Shares. Recognizing that the KORE Shares shall be renamed and redesignated as KORE Class A Shares pursuant to §3.1(e)(i) and that the KORE Class A Shares shall be exchanged partially for New KORE Shares pursuant to §3.1(h), KORE shall not issue replacement share certificates representing the KORE Class A Shares.

4.2 KORE Karus Shares. Recognizing that the Karus Shares issued to KORE under §3.1(b) shall be distributed by KORE to the KORE Shareholders as partial consideration for the exchange of the KORE Class A Shares pursuant to the provisions of §3.1(h), Karus shall issue one share certificate representing all of the Karus Shares registered in the name of KORE, which share certificate shall be held by KORE until the Karus Shares are distributed by KORE to the KORE Shareholders and such certificate shall then be cancelled.

To facilitate the transfer of the Karus Shares to the KORE Shareholders as of the Distribution Record Date, KORE shall execute and deliver to the Depositary an irrevocable power of attorney, authorizing them to distribute and transfer the Karus Shares to such KORE Shareholders in accordance with the terms of this Plan of Arrangement.

4.3 Karus Share Certificates. As soon as practicable following the Effective Date, Karus shall deliver or cause to be delivered to the Depositary certificates representing the Karus Shares required to be issued to registered holders of KORE Shares as at immediately prior to the Effective Time in accordance with the provisions of §3.1(h) of this Plan of Arrangement, which certificates shall be held by the Depositary as agent and nominee for such holders for distribution thereto in accordance with the provisions of §6.1 hereof.

4.4 New KORE Share Certificates. As soon as practicable following the Effective Date, KORE shall deliver or cause to be delivered to the Depositary certificates representing the New KORE Shares required to be issued to registered holders of KORE Shares as at immediately prior to the Effective Time in accordance with the provisions of §3.1(h) of this Plan of Arrangement, which certificates shall be held by the Depositary as agent and nominee for such holders for distribution thereto in accordance with the provisions of §6.1 hereof.

4.5 Interim Period. Any KORE Shares traded after the Share Distribution Record Date will represent New KORE Shares as of the Effective Date and shall not carry any rights to receive Karus Shares.

EX II - 7

4.6 Warrant Certificates. Karus shall issue warrant certificates for the Karus Warrants issued pursuant to §3.1(g) of this Plan of Arrangement.

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RIGHTS OF DISSENT

5.1 Dissent Right. Registered holders of KORE Shares may exercise Dissent Rights with respect to their KORE Shares in connection with the Arrangement pursuant to the Interim Order and in the manner set forth in the Dissent Procedures, as they may be amended by the Interim Order, Final Order or any other order of the Court, and provided that such Dissenting Shareholder delivers a written notice of dissent to KORE at least two Business Days before the day of the KORE Meeting or any adjournment or postponement thereof.

5.2 Dealing with Dissenting Shares. KORE Shareholders who duly exercise Dissent Rights with respect to their Dissenting Shares and who:

(a) are ultimately entitled to be paid fair value for their Dissenting Shares shall be deemed to have transferred their Dissenting Shares to KORE for cancellation as of the Effective Time pursuant to §3.1(a); or
(b) for any reason are ultimately not entitled to be paid for their Dissenting Shares, shall be deemed to have participated in the Arrangement on the same basis as a non-dissenting KORE Shareholder and shall receive New KORE Shares and Karus Shares on the same basis as every other non-dissenting KORE Shareholder,

but in no case shall KORE be required to recognize such persons as holding KORE Shares on or after the Effective Date.

5.3 Reservation of Karus Shares. If a KORE Shareholder exercises Dissent Rights, KORE shall, on the Effective Date, set aside and not distribute that portion of the Karus Shares which is attributable to the KORE Shares for which Dissent Rights have been exercised. If the dissenting KORE Shareholder is ultimately not entitled to be paid for their Dissenting Shares, KORE shall distribute to such KORE Shareholder his or her pro rata portion of the Karus Shares. If a KORE Shareholder duly complies with the Dissent Procedures and is ultimately entitled to be paid for their Dissenting Shares, then KORE shall retain the portion of the Karus Shares attributable to such KORE Shareholder and such shares will be dealt with as determined by the Board of Directors of KORE in its discretion.

==> picture [59 x 10] intentionally omitted <==

DELIVERY OF SHARES

6.1 Delivery of Shares.

(a) Upon surrender to the Depositary for cancellation of a certificate that immediately before the Effective Time represented one or more outstanding KORE Shares, together with a duly completed and executed Letter of Transmittal and such additional documents and instruments as the Depositary may reasonably require, the holder of such surrendered certificate will be entitled to receive in exchange therefor, and the Depositary shall deliver to such holder following the Effective Time, a certificate representing the New KORE Shares and a certificate representing the Karus Shares that such holder is entitled to receive in accordance with §3.1 hereof.
(b) After the Effective Time and until surrendered for cancellation as contemplated by §6.1(a) hereof, each certificate that immediately prior to the Effective Time represented one or more KORE Shares shall be deemed at all times to represent only the right to receive in exchange

EX II - 8

therefor a certificate representing the New KORE Shares and a certificate representing the Karus Shares that such holder is entitled to receive in accordance with §3.1 hereof.

6.2 Lost Certificates. If any certificate that immediately prior to the Effective Time represented one or more outstanding KORE Shares that were exchanged for New KORE Shares and Karus Shares in accordance with §3.1 hereof, shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the holder claiming such certificate to be lost, stolen or destroyed, the Depositary shall deliver in exchange for such lost, stolen or destroyed certificate, the New KORE Shares and Karus Shares that such holder is entitled to receive in accordance with §3.1 hereof. When authorizing such delivery of New KORE Shares and Karus Shares that such holder is entitled to receive in exchange for such lost, stolen or destroyed certificate, the holder to whom such securities are to be delivered shall, as a condition precedent to the delivery of such New KORE Shares and Karus Shares give a bond satisfactory to KORE, Karus and the Depositary in such amount as KORE, Karus and the Depositary may direct, or otherwise indemnify KORE, Karus and the Depositary in a manner satisfactory to KORE, Karus and the Depositary, against any claim that may be made against KORE, Karus or the Depositary with respect to the certificate alleged to have been lost, stolen or destroyed and shall otherwise take such actions as may be required by the articles of KORE.

6.3 Distributions with Respect to Unsurrendered Certificates. No dividend or other distribution declared or made after the Effective Time with respect to New KORE Shares or Karus Shares with a record date after the Effective Time shall be delivered to the holder of any unsurrendered certificate that, immediately prior to the Effective Time, represented outstanding KORE Shares unless and until the holder of such certificate shall have complied with the provisions of §6.1 or §6.2 hereof. Subject to applicable law and to §3.7 hereof, at the time of such compliance, there shall, in addition to the delivery of the New KORE Shares and Karus Shares to which such holder is thereby entitled, be delivered to such holder, without interest, the amount of the dividend or other distribution with a record date after the Effective Time theretofore paid with respect to such New KORE Shares and/or Karus Shares, as applicable.

6.4 Limitation and Proscription. To the extent that a former KORE Shareholder shall not have complied with the provisions of §6.1 or §6.2 hereof, as applicable, on or before the date that is six (6) years after the Effective Date (the “ Final Proscription Date ”), then the New KORE Shares and Karus Shares that such former KORE Shareholder was entitled to receive shall be automatically cancelled without any repayment of capital in respect thereof and the New KORE Shares and Karus Shares to which such KORE Shareholder was entitled, shall be delivered to Karus (in the case of the Karus Shares) or KORE (in the case of the New KORE Shares) by the Depositary and certificates representing such New KORE Shares and Karus Shares shall be cancelled by KORE and Karus, as applicable, and the interest of the former KORE Shareholder in such New KORE Shares and Karus Shares or to which it was entitled shall be terminated as of such Final Proscription Date.

6.5 Paramountcy. From and after the Effective Time: (i) this Plan of Arrangement shall take precedence and priority over any and all KORE Shares or KORE Warrants issued prior to the Effective Time; and (ii) the rights and obligations of the registered holders of KORE Shares or KORE Warrants and of KORE, Karus, the Depositary and any transfer agent or other depositary therefor, shall be solely as provided for in this Plan of Arrangement.

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AMENDMENTS & WITHDRAWAL

7.1 Amendments. KORE, in its sole discretion, reserves the right to amend, modify and/or supplement this Plan of Arrangement from time to time at any time prior to the Effective Time provided that any such amendment, modification or supplement must be contained in a written document that is filed with the Court and, if made following the KORE Meeting, approved by the Court.

7.2 Amendments Made Prior to or at the KORE Meeting. Any amendment, modification or supplement to this Plan of Arrangement may be proposed by KORE at any time prior to or at the KORE

EX II - 9

Meeting with or without any prior notice or communication, and if so proposed and accepted by the KORE Shareholders voting at the KORE Meeting, shall become part of this Plan of Arrangement for all purposes.

7.3 Amendments Made After the KORE Meeting. Any amendment, modification or supplement to this Plan of Arrangement may be proposed by KORE after the KORE Meeting but prior to the Effective Time and any such amendment, modification or supplement which is approved by the Court following the KORE Meeting shall be effective and shall become part of the Plan of Arrangement for all purposes. Notwithstanding the foregoing, any amendment, modification or supplement to this Plan of Arrangement may be made following the granting of the Final Order unilaterally by KORE, provided that it concerns a matter which, in the reasonable opinion of KORE, is of an administrative nature required to better give effect to the implementation of this Plan of Arrangement and is not adverse to the financial or economic interests of any holder of New KORE Shares or Karus Shares.

7.4 Withdrawal. Notwithstanding any prior approvals by the Court or by KORE Shareholders, the Board of Directors may decide not to proceed with the Arrangement and to revoke the Arrangement Resolutions at any time prior to the Effective Time, without further approval of the Court or the KORE Shareholders.

AI assistant

KORE Mining Ltd. Merger & Acquisition 2020

43835_rns_2020-12-16_aad6e0a3-bf48-4582-8f92-329e10e0e052.pdf

ARRANGEMENT AGREEMENT

BETWEEN:

WHEREAS:

DEFINITIONS, INTERPRETATION AND EXHIBIT

ARRANGEMENT

REPRESENTATIONS AND WARRANTIES

COVENANTS

CONDITIONS

AMENDMENT AND TERMINATION

GENERAL

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KORE MINING LTD.

KARUS GOLD CORP.

EXHIBIT I

SPIN-OFF ASSETS

Mineral Tenures – British Columbia

Property Agreements

Yukon Mineral Tenures

Equipmen t

EXHIBIT II

PLAN OF ARRANGEMENT

DEFINITIONS AND INTERPRETATION

ARRANGEMENT AGREEMENT

THE ARRANGEMENT

CERTIFICATES

RIGHTS OF DISSENT

DELIVERY OF SHARES

6.1 Delivery of Shares.

AMENDMENTS & WITHDRAWAL

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KORE Mining Ltd. — Merger & Acquisition 2020

43835_rns_2020-12-16_aad6e0a3-bf48-4582-8f92-329e10e0e052.pdf

ARRANGEMENT AGREEMENT

BETWEEN:

WHEREAS:

DEFINITIONS, INTERPRETATION AND EXHIBIT

ARRANGEMENT

REPRESENTATIONS AND WARRANTIES

COVENANTS

CONDITIONS

AMENDMENT AND TERMINATION

GENERAL

[Remainder of the page intentionally left blank]

KORE MINING LTD.

KARUS GOLD CORP.

EXHIBIT I

SPIN-OFF ASSETS

Mineral Tenures – British Columbia

Property Agreements

Yukon Mineral Tenures

Equipmen t

EXHIBIT II

PLAN OF ARRANGEMENT

DEFINITIONS AND INTERPRETATION

ARRANGEMENT AGREEMENT

THE ARRANGEMENT

CERTIFICATES

RIGHTS OF DISSENT

DELIVERY OF SHARES

6.1 Delivery of Shares.

AMENDMENTS & WITHDRAWAL

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KORE Mining Ltd. Merger & Acquisition 2020