YELLOWKNIFE CITY GOLD PROJECT ABANDONMENT & RESTORATION PLAN

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1 YELLOWKNIFE CITY GOLD PROJECT ABANDONMENT & RESTORATION PLAN Effective February 1, 2014

2 TerraX Minerals Inc. YELLOWKNIFE CITY GOLD PROJECT, NT ABANDONMENT & RESTORATION PLAN NTS 085J/09 Latitudes 62 O N and 62 O N Longitudes 114 O W and 114 O W Effective: 01 February 2014

3 TABLE OF CONTENTS Page 1. INTRODUCTION 1 2. DESCRIPTION OF FACILITY Corporate Details 2.2 Property Details 3. ONGOING ABANDONMENT AND RESTORATION 3 PROCEDURES AND SEASONAL CLOSURES 3.1 Buildings and Contents Fuel Caches and Chemical Storage Waste Drill Sites Core Storage Contamination Clean Up Inspection and Documentation 4 4. FINAL ABANDONMENT AND RESTORATION Buildings and Contents Equipment Fuel Caches and Chemical Storage Drill Sites Contamination Clean Up Inspection and Documentation 5 TABLE 1 Emergency Contacts 5 APPENDIX I Maps APPENDIX II Drill Site Clean-up Check Sheet

4 ABANDONMENT AND RESTORATION PLAN NORTHBELT PROPERTY, NWT 1. INTRODUCTION This Abandonment and Restoration Plan has been prepared specifically for the Northbelt Property held by TerraX Minerals Inc. ( TerraX ). The Northbelt Property is located in the south-central Northwest Territories, approximately 10 kilometres north or Yellowknife (see Appendix I for property location maps). The Northbelt Property is comprised of 121 contiguous mineral leases with an area of 8, acres; the leases are listed in Table 1. The leases are illustrated in Appendix I. TerraX is the registered holder with a 100% interest. TerraX intends to carry out exploration work including prospecting, mapping, sampling and diamond drilling planned for early During active periods of exploration the number of personnel on-site will vary depending upon the nature of the work being conducted. All personnel will be housed in Yellowknife and no structures of any kind will be constructed on the Northbelt Property itself. For the winter/spring 2014 program, the number of workers on the property will vary between a minimum of 2-4 individuals to a maximum of 7 individuals consisting of one geologist, five drillers/helpers/foreman (two shifts per day, so 2-3 workers at any given time), and one core cutter/field technician. Exploration work may take place year-round and access to the property is via existing roads and trails, and in winter by utilizing existing ice roads that are established annually for general multi-use access into the area of Vee Lake/Walsh Lake/Banting Lake which are within or proximal to the Northbelt property. This property is in the early stages of exploration. The current exploration plans involve techniques which leave little to no trace on the land. Once all work on the property is complete no equipment or waste will remain and all work sites will be inspected. 1

5 2. DESCRIPTION OF OWNERSHIP AND FACILITY 2.1 CORPORATE DETAILS TerraX Minerals Inc. 10 Green Street Suite 312 Ottawa, ON K2J 3Z6 Canada Phone: (613) Fax: (613) Attention: Joseph Campbell 2.2 PROPERTY DETAILS Project Manager Joe Campbell, President TerraX Minerals Inc. (613) (office) (613) (office fax) Facility Locations Size Storage Capacity Drill Sites a fuel storage/transfer area will be located at each active drill site. All core logging will be completed in Yellowknife. Fuel and drill additives (if required) will be stored in the vicinity of each drill site for immediate usage and placed a safe distance from the drilling equipment and well away (>30m) from the high water mark of any water bodies. Excess fuel will be stored in Yellowknife and delivered on a daily basis, or less frequently as required. Fuel stored in engineered portable tanks with of approximately 400 litres of diesel within engineered tankage on the drill, one 100- lb cylinder of propane and one small safety container (20 litres) of gasoline for ATV and snowmobile use. In addition water pumps will have approximately 50 litres of fuel stored in water pump tank and approximately 100 litres in 20 litre safety containers or 100 litre safety transfer caddy with rotary pump. Fuel temporarily stored at each drill site will be: 400 litres diesel within engineered tanks 1 container of gasoline (20 litres) 1 propane cylinder (100 lb) 3 containers (80 litres) liquid polymer 4 bags (100 kilograms) calcium chloride, 4 containers (80 litres) engine oil. 2

6 3. ONGOING ABANDONMENT AND RESTORATION PROCEDURES AND SEASONAL CLOSURES Restoration of the work sites will be performed on a continuing basis and all work under the Abandonment and Restoration Plan will be completed prior to the date of expiry of the land use permit unless renewal applications are submitted and approved. Empty fuel containers will be removed from site on a daily basis. Once a drill site is retired, a thorough inspection will be conducted (see Appendix II). Any contamination will be cleaned up according to the Spill Contingency Plan and debris will be removed from the site. At the end of each active exploration program, work will be performed to ensure the site is left in a clean and tidy manner. Abandoned drill sites will be revisited on an ongoing basis as drill materials are often exposed as water levels in sumps and collars recede. As well various actions will be carried out to ensure the site is left secure between active periods of exploration work. The following details both the seasonal winterization procedures as well as the ongoing maintenance and restoration procedures that are practiced on a continuing basis throughout the land use operation: 3.1 Buildings and Contents No buildings of any kind will be constructed on the Northbelt Property lands. 3.2 Fuel and Chemical Storage & Transfer Areas All fuel containers will be removed from the property prior to leaving at the end of the field season. A thorough inspection of all fuel transfer areas will be completed and empty fuel containers will be removed from site on an ongoing basis (usually daily) throughout any active exploration program. Chemicals will not be stored on site. All chemicals will be removed from the site for storage and or disposal at the end of each exploration program. 3.3 Waste During active exploration programs all waste will be removed from site on an ongoing basis. Materials will be disposed of in the Yellowknife waste management facility. 3.4 Drill Sites Upon completion of each drill program the drill will be dismantled into its main components as per the drilling contractor s procedures, packaged and secured along with its ancillary equipment and rods and removed from the property. As much as possible, drill sites will be restored immediately after the drill has been moved to the next site (on average, each hole is completed in three days). Each location will be restored to previous conditions by performing the following activities: Drill cuttings will be deposited in a sump or natural depression located more than 30m from the ordinary high water mark; All drilling sumps will be back-filled, burying the cuttings and sludges if appropriate; All fuel containers and drilling equipment will be removed from the site immediately upon completion of each hole; 3

7 Each drill site will be inspected to ensure that all garbage (combustible and noncombustible) has been collected and removed from the area. Waste will be disposed of in the Yelowknife waste management facility; If the crew members discover waste of any type left behind by others during previous exploration activity, every effort will be made to remove it from the area and have it disposed of within the Yellowknife waste management facility; and A final inspection of the site (see Appendix II) will ensure that there is no remaining material at the site and that there is little/no evidence of TerraX s land use operation upon completion of the drill hole. 3.5 Core Storage No core will be stored on the property. All core will be transported to Yellowknife and will be stored in core racks at TerraX s core facility at the Yellowknife airport. 3.6 Contamination Clean Up Any soil, snow or ice around fuel caches or drill sites that has become contaminated and gone unnoticed will be treated as per the Spill Contingency Plan. Contaminated material will be removed from site and disposed of at the Yellowknife waste management facility using the fees and procedures proscribed by that facility. Before and after photos will be taken to document the contamination and the clean up. 3.7 Inspection and Documentation A complete inspection will be conducted of all areas prior to seasonal closure. Photos will be taken to document the conditions prior to leaving the site for the winter. A full inventory will be conducted. 4. FINAL ABANDONMENT AND RESTORATION As work on the Northbelt Property is currently still in the grass roots stage of exploration activities it is not practicable at this time to subscribe to a definitive schedule for the conclusion of this land use operation, however upon its completion the following procedures will be followed to allow for proper abandonment and reclamation of the area: 4.1 Buildings and Contents Not applicable. 4.2 Equipment All equipment, including pumps, generators, etc. will be dismantled and removed from the project area. 4.3 Fuel and Chemical Storage and Transfer Areas All fuel containers will be removed. All areas where there have been fuel storage or transfer areas will be thoroughly inspected. Any contamination will be cleaned up as well as any debris removed. Contaminated soil will be handled as per the Spill Contingency Plan. Final photos will be taken of all fuel caches for inclusion in the final report. All chemicals will be removed from site. Areas where chemicals have been stored will be inspected to ensure that there has been no contamination. 4

8 4.4 Drill Sites The drill will be dismantled into its main components as per the drilling contractor procedure, packaged and secured along with its ancillary equipment and rods, and transported off the property. All drill sites will be inspected for soil contamination. Any remaining waste will be taken to the Yellowknife waste management facility. Sludge sumps will be filled and leveled. An inspection will be conducted to ensure that all drill sites are/have been restored and sumps have been covered and leveled. On sites subject to final abandonment (no future work activity planned) a program of placement of organics (peat moss), and fertilization will be implemented to promote re-growth on drill cuttings 4.5 Contamination Clean Up Any contamination will be treated as per the Spill Contingency Plan. Before and after photos will be taken to document any contamination and the clean up. 4.6 Inspection and Documentation A complete inspection will be conducted of all areas prior to closure. Photos will be taken to document the conditions prior to leaving the site for use in the final plan. All appropriate agencies will be contacted and notified prior to the final clean up and again once the final clean up has been completed. TABLE 1 - Emergency Contact Information CONTACT Joe Campbell Project Manager TELEPHONE NUMBER (613) (office) Environment Canada (867) (867) (fax) (867) (Emergency) GNWT Environmental Health Office (867) GNWT, Dept of Environment & Natural (867) Resources Department of Fisheries & Oceans, Yellowknife (867) Aboriginal Affairs and Northern Development (687) Canada, Resource Management Officer Yellowknife Fire Department (867) Yellowknife RCMP (867) Stanton Regional Hospital Yellowknife (867)

9 APPENDIX I NORTHBELT PROPERTY, NT MAPS

10 Figure 1 General Location Overview Map TerraX Minerals Inc Property Outlines

11 Figure 2 TerraX Lease and Claim Holdings Location Map

12 Figure 3 Proposed 2014 Phase I Diamond Drilling Location Map

13 Figure 4 Anticipated Phase II Diamond Drilling Locations ( )

14 APPENDIX II DRILL SITE CLEAN-UP CHECK SHEET

15 PROJECT: DRILL SITE CLEAN-UP CHECK SHEET Hole Number: Date: Surveyed: Grid Line/Station: UTM: if satisfactory, X if unsatisfactory (remediation required), NA not applicable Casing/Rods removed or cut off and capped at ground level: Hole plugged and cemented if on large lake or if aquifer intersected: All material and equipment removed from drill site: All litter removed from drill site: All rock cuttings contained in a proper sump: Application of peat moss and fertilizer on barren cuttings (if required): No fuel, oil, grease spillage: All fuel, oil, grease spillage properly absorbed: All trees felled to ground level: Collar picket in place with metal tag: OVERALL CLEAN-UP: Further actions required if clean-up is unsatisfactory: Comments: (both signatures required before drill hole is considered completed and site abandoned) Foreman Date: Site Geologist Date: Please refer to project work manuals & protocols; refer to and comply with conditions of project specific drilling permit