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Court File No. CV-18-591908-00CL

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Court File No. CV-18-591908-00CL Court File No. CV-18-591908-00CL ONTARIO SUPERIOR COURT OF JUSTICE (COMMERCIAL LIST) WEDNESDAY, THE 14TH DAY OF NOVEMBER, 2018 ER OF THE COMPANIES' CREDITORS ARRANGEMENT ACT, R.S.C. 1985, c. C-36, AS AMENDED AND IN THE MATTER OF A PLAN OF COMPROMISE OR ARRANGEMENT OF DUNDEE OIL AND GAS LIMITED SURRENDERED LEASES ORDER TH IS MOTION, made by Dundee Oil and Gas Limited ("DOGL") on its behalf and as general partner on behalf of Dundee Energy Limited Partnership ("DELP") and together with DOGL, the "Debtors") for an order directing each applicable Land Registry Office and/or Land Titles Office to delete and discharge certain instruments from title to the applicable properties, as more particularly set out below, was heard this day at 361 University Avenue, Toronto, Ontario. ON READING the seventh report (the "Seventh Report") of FTI Consulting Canada Inc., in its capacity as the Court-appointed monitor (the "Monitor") and on hearing the submissions of counsel for the Monitor and the Debtors, National Bank of Canada, Lagasco Inc. (the "Buyer"), Ministry of Natural Resources and Forestry, no one appearing for any other person on the service list, although properly served as appears from the affidavit of Rachel Bengino sworn on November 13, 2018, filed: -2 THIS COURT ORDERS that upon the registration in the Land Registry Office for the Land Titles Division of Norfolk (#37) of an Application to Amend Based on Court Order in the form prescribed by the Land Titles Act and/or the Land Registration Reform Act against title to the real property identified in Schedule "A" hereto, the Land Registrar is hereby directed to delete and discharge from title to the real property identified in Schedule "A" hereto all of the instruments registered in favour of the Debtors and/or National Bank of Canada listed in Schedule "A" hereto. 2. THIS COURT ORDERS that upon the registration in the Land Registry Office for the Land Titles Division of Lambton (#25) of an Application to Amend Based on Court Order in the form prescribed by the Land Titles Act and/or the Land Registration Reform Act against title to the real property identified in Schedule "B" hereto, the Land Registrar is hereby directed to delete and discharge from title to the real property identified in Schedule "B" hereto all of the instruments registered in favour of the Debtors and/or National Bank of Canada listed in Schedule "B" hereto. 3. THIS COURT ORDERS that upon the registration in the Land Registry Office for the Land Titles Division of Kent (#24) of an Application to Amend Based on Court Order in the form prescribed by the Land Titles Act and/or the Land Registration Reform Act against title to the real property identified in Schedule "C" hereto, the Land Registrar is hereby directed to delete and discharge from title to the real property identified in Schedule "C" hereto all of the instruments registered in favour of the Debtors and/or National Bank of Canada listed in Schedule "C" hereto. 3 4. THIS COURT ORDERS that upon the registration in the Land Registry Office for the Land Titles Division of Essex (#12) of an Application to Amend Based on Court Order in the form prescribed by the Land Titles Act and/or the Land Registration Reform Act against title to the real property identified in Schedule "D" hereto, the Land Registrar is hereby directed to delete and discharge from title to the real property identified in Schedule "D" hereto all of the instruments registered in favour of the Debtors and/or National Bank of Canada listed in Schedule "D" hereto. THIS COURT ORDERS that upon the registration in the Land Registry Office for the Land Titles Division of Brant (#2) of an Application to Amend Based on Court Order in the form prescribed by the Land Titles Act and/or the Land Registration Reform Act against title to the real property identified in Schedule "E" hereto, the Land Registrar is hereby directed to delete and discharge from title to the real property identified in Schedule "E" hereto all of the instruments registered in favour of the Debtors and/or National Bank of Canada listed in Schedule "E" hereto. 6. THIS COURT ORDERS that upon the registration in the Land Registry Office for the Land Titles Division of Niagara South (#59) of an Application to Amend Based on Court Order in the form prescribed by the Land Titles Act and/or the Land Registration Reform Act against title to the real property identified in Schedule "F" hereto, the Land Registrar is hereby directed to delete and discharge from title to the real property identified in Schedule "F" hereto all of the instruments registered in favour of the Debtors and/or National Bank of Canada listed in Schedule "F" hereto. -4 7. THIS COURT ORDERS that upon the registration in the Land Registry Office for the Land Titles Division of Elgin (#11) of an Application to Amend Based on Court Order in the form prescribed by the Land "!'isles Act and/or the Land Registration Reform Act against title to the real property identified in Schedule "G" hereto, the Land Registrar is hereby directed to delete and discharge from title to the real property identified in Schedule "G" hereto all of the instruments registered in favour of the Debtors and/or National Bank of Canada listed in Schedule "G" hereto. THIS COURT HEREBY REQUESTS the aid and recognition of any court, tribunal, regulatory or administrative body having jurisdiction in Canada or in the United States to give effect to this Order and to assist the Debtors and the Monitor in carrying out the terms of this Order. All courts, tribunals, regulatory and administrative bodies are hereby respectfully requested to make such orders and to provide such assistance to the Debtors and the Monitor as may be necessary or desirable to give effect to this Order or to assist the Debtors and the Monitor in carrying out the terms of this Order. INSCRIT A TORONTO ENTERED AT , BOOK NO: ON REGISTRE LE I DANS LE NOV 15 1018 I~ER / PAB: SCHEDULE "A" File No. Type Instrument Lease Date Registration Current Registered PIN Description Number Date Owner 80073 LEASE NR427475 1985-01-23 4/26/1985 DELEEBEECK, 50139-0111 PT LT 27-28 CON 2 STR MIDDLETON AS IN NR278423, NR402980 (SECONDLY); ASSIGNMENT NK35802 2010-03-01 2010/07/21 AUGUST S/T NR402980; S/T INTEREST IN NR325503; NORFOLK COUNTY NOTICE OF CHARGE OF LEASE NK37758 2010/10/01 DELEEBEECK, EDNA 80001 LEASE NR360233 1975-03.06 5/30/1975 NYILAS FARMS LTD. 50139-0157 PT LT 26-27 CON 3 STR MIDDLETON AS IN NR427883 AMENDED BY NR536072 ASSIGNMENT NR378162 1976-05-12 1977/09/23 EXCEPT PT 1 37R5042; DESCRIPTION MAY NOT BE ACCEPTABLE IN FUTURE ASSIGNMENT NR409269 1981-07-23 1982/03/24 AS IN NR427883 AMENDED BY NR536072; NORFOLK COUNTY ASSIGNMENT NK35802 2010-03.01 2010/07/21 NOTICE OF CHARGE OF LEASE NK37758 10/1/2010 SCHEDULE "B" File No. Type Instrument Lease Date Registration Current Registered PIN Description Number Date Owner 136230 LEASE L868288 1/12/2000 9/6/2001 ROBSON, EVLEEN JOY 43406-0067 PT LT 1-2 CON 13 SOMBRA AS IN L482105; ST. CLAIR ASSIGNMENT LA90324 2011-06.17 6/17/2011 ASSIGNMENT LA109759 not available 08/08/2012 LEASE L868288 1/12/2000 9/6/2001 ROBSON. WILLIAM GEORGE 43406-0068 PT LT 3-5 CON 13 SOMBRA AS IN L197020, S029333 & L562097; SIT DEBTS AGREEMENT L868334 2001-08-30 2001-09-07 IN L562097: S/T L172130, L284954; ST. CLAIR ASSIGNMENT LA90325 2011-06-17 2011-06-17 ASSIGNMENT LA113907 2012-10-17 2012-11-07 LEASE L868288 1/12/2000 2011/06/17 ROBSON. EVLEEN JOY 43406-0074 PT LT 4 CON 13 SOMBRA AS IN L198184; ST. CLAIR AGREEMENT L868334 2001-08-30 2001-09-07 ROBSON, WILLIAM G. ASSIGNMENT LA90325 2011-06-17 2011-06-17 ASSIGNMENT LA113907 2012-10-17 2012/11/07 136227 LEASE L778396 10/6/1995 2/21/1996 VAN LEERZEM, MICHAEL 43318-0131 PT LT 24 CON 2 ENNISKILLEN AS IN L533356; ENNISKILLEN DECLARATION L800256 1997-07-09 07/09/1997 GILBERT ASSIGNMENT L841649 1999-10-06 12/20/1999 ASSIGNMENT LA90325 2011-06-17 12/20/2011 ASSIGNMENT LA113907 2012-10-17 2012/11/07 136167 LEASE L778394 9/29/1995 2/21/1996 ZIMMERMAN, NATHAN PAUL 43318-0162 PT LT 24 CON 3 ENNISKILLEN DESIGNATED AS PT 1 PLAN 25R9808: 136228 ASSIGNMENT L800923 1997-07-10 7/25/1997 ZIMMERMAN, TERESA ENNISKILLEN AGREEMENT L841650 1998-08-13 1999-12-20 JOHANNA ASSIGNMENT LA90325 2011.06-17 2011-06-17 ASSIGNMENT LA109759 WM NW 08/08/2012 ASSIGNMENT LA113907 2012-10-17 2012/11/07 136144 AGREEMENT LA98834 2011-12-07 12/07/2011 JAPP, HELEN 43315-0078 NW 1/4 LT 5 CON 1 MOORE: W 1/2 LT 5 CON 2 MOORE; ST. CLAIR ASSIGNMENT LA109759 8/08/2012 JAPP, KEITH W. 136164 LEASE LA66910 716/2009 2/8/2010 MURPHY, PAT GORDON 43395-0072 N 1/2 L 117 CON 11 SOMBRA; Sfr L311111. L735513: ST. CLAIR ASSIGNMENT LA109759 not available 8/08/2012 136161 AGR. TO LEASE L810299 1997-12-17 1998/02/17 1230890 ONTARIO LIMITED 43341-0058 PT LT 17 CON 11 ENNISKILLEN PT 1, 25R4960; ENNISKILLEN VESTING ORDER L863979 2001.06-07 2001/06/07 ASSIGNMENT LA109759 2012-05-31 2012/08/08 746006 AGREEMENT L883824 6/6/2002 7/22/2002 GORMLEY. KAREN 43402-0070 PT LT 2 CON 12 SOMBRA AS IN L298682; ST.
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