Amendments to the Déline Final Self-Government Agreement
THIS AGREEMENT made the 17 day of August, 2016
THE GOVERNMENT OF THE NORTHWEST TERRITORIES,
as represented by the Minister of Aboriginal Affairs and Intergovernmental Relations
(hereinafter the "GNWT")
OF THE FIRST PART
Déline LAND CORPORATION,
a body corporate, incorporated pursuant to Part II of the Canada Corporations Act R.S.C. 1970,
c.C-32 and continued under the Canada Not-for-profit Corporations Act S.C. 2009, c.23
(hereinafter the "DLC")
OF THE SECOND PART
WHEREAS the Government of Canada, the GNWT and the Sahtu Dene and Metis of Déline, represented by the DLC and Dene First Nation Band, entered into the Déline Final Self Government Agreement (the "FSGA") on February 18, 2015;
AND WHEREAS under Article 31.11 of the FSGA, the FSGA will come into effect on September 1, 2016 (the "Effective Date") pursuant to:
- an order of the Governor-General in Council dated April 22nd, 2016 made under section 43 of the Déline Final Self Government Agreement Act S.C. 2015, c.24; and
- an order of the Commissioner of the Northwest Territories dated April 28th, 2016 made under section 20 of the Déline Final Self Government Agreement Act S.N.W.T. 2015, c.3;
AND WHEREAS certain amendments to Appendices C1, C2 and C3 of Schedule C of the FSGA are necessary by reason of certain sales and leases of land made pursuant to section 3.3 of Schedule C and the sale, release or change in the nature of interests held by the Northwest Territories Housing Corporation in lands listed under Appendix C3 pursuant to section 3.10 of Schedule C;
AND WHEREAS it is necessary to amend Appendices C1, C2 and C3 prior to the Effective Date to preserve the principle of indefeasibility of title under the Land Titles Act S.N.W.T. 1988, c.8 (Supp.) in respect of the lands listed on Appendices C1, C2 and C3, to preserve the good title certain third parties have acquired or may acquire in certain such lands, and to avoid the necessity of transferring any such lands from one party to the other after the Effective Date;
AND WHEREAS the parties agree that certain parcels of land should be listed on Appendix C4 of Schedule C as "Contaminated Sites" for the purposes of Article 4 of Schedule C of the FSGA;
AND WHEREAS amendments to the appendices to Schedule C of the FSGA may be made before the Effective Date by the GNWT and DLC pursuant to section 5.1 of Schedule C;
AND WHEREAS pursuant to Article 30.1 and section 30.3.3 of the FSGA on the Effective Date the Délînê Got'înê Government (the "DGG") shall be established and the DLC shall cease to exist, and the DGG shall, subject to Article 2.15 of the FSGA, assume all of DLC's rights, titles, obligations and liabilities.
NOW THEREFORE in consideration of the mutual covenants contained herein, the parties hereto covenant and agree as follows:
1.0 Amendment of the appendices
1.1 The following lands, which have been leased to the Northwest Territories Housing Corporation, shall be deleted from Appendix C1 and listed on Appendix C3:
- Lot 8, Block 34, Plan 3129
- Lot 9, Block 34, Plan 3129
- Lot 45, Block 45, Plan 4347
- Lot 48, Block 45, Plan 4347
- Lot 51, Block 45, Plan 4347
1.2 Lot 29, Block 45 Plan 4347, which has been leased to a third party, shall be deleted from Appendix C1 and listed on Appendix C2, subject to Lease L-1400044T.
1.3 The following lands, which have been sold to their lessees, shall be deleted from Appendix C2:
- Lot 1, Block 43, Plan 3686
- Lot 19, Block 9, Plan 4594
1.4 The following lands shall be deleted from Appendix C3 and shall be listed on Appendix C2, together with the leases they are subject to, the registration numbers for which are also set out below beside the legal description for each parcel of land:
- Lot 11, Block 16, Plan 2242 L-7282T
- Lot 1, Block 16, Plan 2242 L-18858T
- Lot 2, Block 18, Plan 2242 L-11794T
- Lot 4, Block 18, Plan 2242 L-30045T
1.5 The following lands, which have been sold to third parties, shall be deleted from Appendix C3:
- Lot 5, Block 41, Plan 3686
- Lot 58, Block 45, Plan 4347
1.6 The following lands shall be deleted from Appendix C3 and listed on Appendix C1:
- Lot 20, Block 5, Plan 4518
- Lot 21, Block 3, Plan 4520
- Lot 33, Block 7, Plan 4524
1.7 The present appendices C1, C2, and C3 shall be deleted from Schedule C of the FSGA and the annexed Appendices C1, C2 and C3 which are amended as set out in sections 1.1 to 1.6 above, shall be substituted therefor.
1.8 The present Appendix C4 shall be deleted from Schedule C of the FSGA and the annexed Appendix C4 shall be substituted therefor.
2.0 Representations and warranties of DLC
2.1 DLC represents and warrants that it is a corporation incorporated and validly existing under the laws of Canada and is qualified to carry on its business and hold its property in the Northwest Territories.
2.2 DLC shall indemnify and save the GNWT harmless from and against any losses, costs, damages, expenses, claims, demands, liabilities, proceedings, actions or causes of action of any nature or kind brought or prosecuted against the GNWT, its officers, servants or agents, by any third party, based on, arising from or occasioned by any breach of this agreement by DLC.
2.3 DLC represents and warrants that pursuant to section 30.3.3 of the FSGA, the DGG shall be the successor to all of DLC's rights and obligations under the terms of this agreement on and after the Effective Date.
3.1 Time of the Essence
Time shall be of the essence of this agreement.
Any notice, waiver, election or other communication required or permitted to be given hereunder shall be in writing and shall be deemed to be sufficiently given if personally delivered, sent by registered mail or by electronic or facsimile transmission, addressed to the party to whom the same is given as follows:
In the case of the GNWT:
Government of the Northwest Territories
PO Box 1320
Yellowknife, NT XlA 2L9
Facsimile Number: (867) 873-0385 In the case of DLC:
Déline Land Corporation
PO Box 156 Déline, NT XOE OGO
Facsimile Number: (867) 589-8101
or such other physical or email address or fax number as either party from time to time advises the other of by notice in writing. Any notice, invoice, demand, waiver, election or other communication shall be deemed to have been received:
- on the date of its delivery, when personally delivered;
- on the fifth business date, when sent by registered mail; and
- on the next business day following its transmission, when delivered by email or fax.
For the purposes of this section "business day" means any day that is not a Saturday, Sunday or statutory holiday in the Northwest Territories.
3.3 Governing Law
This agreement shall be governed by and construed in accordance with the laws of the Northwest Territories and the laws of Canada applicable therein.
3.4 Further Assurances
Each of the parties will, on the reasonable request of the other, do, execute, acknowledge and deliver or cause to be done, executed, acknowledged and delivered all such further acts, deeds, assignments, transfers, conveyances and assurances as may be required for the better carrying out and the performance of the terms of the agreement.
3.3 Entire Agreement
This agreement constitutes the entire agreement between the parties and supersedes all prior agreements, representations, warranties, statements, promises, information, arrangements and understandings, whether oral or written, express or implied, with respect to the subject matter hereof.
No modifications or amendments to this agreement may be made unless agreed to by the parties in writing.
Any condoning, excusing or overlooking by either party of the default, breach or non-observance by the other party at any time or times in respect of any term, covenant, or condition, or any matter contained in the agreement shall not operate as a waiver of any subsequent default, breach or non-observance so as to defeat or affect in any way the rights of any party in respect of any subsequent default, breach or non-observance. No term, covenant or condition shall be deemed to have been waived unless such waiver is in writing and signed on behalf of the party so waiving the same.
3.8 Execution in Counterpart
This agreement may be executed in any number of counterparts with the same effect as if all parties hereto had all signed the same document. All counterparts shall be construed together and shall constitute one and the same original agreement.
Delivery of this agreement by electronic or facsimile transmission shall constitute valid and effective delivery.
The representations, warranties and covenants of the parties hereto contained herein shall survive the completion of the transaction contemplated by this agreement.
3.11 Extended Meanings
In this agreement, words importing gender shall include all genders, words importing the singular include the plural and vice versa, and words importing persons, include individuals, partnerships, associations, trusts, unincorporated organizations, corporations and government authorities.
The heading of section and subsections of this agreement are inserted for the convenience of reference only and shall not affect the construction or interpretation of the agreement in any way.
3.13 Successors and Assigns
This agreement shall be binding on and enure to the benefit of the parties hereto and their respective successors and assigns.
IN WITNESS WHEREOF the parties hereto have executed this agreement as of the day and year first above written.
The Government of the Northwest Territories, as represented by the Minister of Aboriginal Affairs and Intergovernmental Relations, himself represented by the Deputy Minister of Aboriginal Affairs and Intergovernmental Relations
Deputy Minister, Aboriginal Affairs and Intergovernmental Relations
Déline Land Corporation
the lands encompassed by that sketch prepared by the Department of Municipal and Community Affairs of the GNWT numbered 303-SK-083
Application to lease
the lands encompassed by that sketch prepared by the Department of Municipal and Community Affairs of the GNWT numbered 303-SK-00335
1) Areas lying within the following lots and roads related to the abandoned Community Resupply Fuel Pipeline.
Affidavit of Execution
NORTHWEST TERRITORIES TO WIT:
I, Buddy Williams
of the City of Yellowknife
in the Northwest Territories
MAKE OATH AND SAY:
- THAT I am an Implementation Advisor for the Department of Aboriginal Affairs and Intergovernmental Relations of the Government of the Northwest Territories.
- THAT I was personally present and did see Shaleen Woodward, the person named in the attached instrument as the acting Deputy Minister of Aboriginal Affairs and Intergovernmental Relations of the Government of the Northwest Territories, who is personally known to me, sign the instrument, being an agreement between the Government of the Northwest Territories and the Déline Land Corporation dated August 17, 2016, for the purposes named in it.
- THAT the same was executed by Shaleen Woodward at the City of Yellowknife, in the Northwest Territories.
- THAT I know the said Shaleen Woodward and she is in my belief of the full age of nineteen (19) years.
SWORN BEFORE ME at the
City of Yellowknife,
in the Northwest Territories
this 22nd of August, A.D. 2016.
A Notary, Public in and for the
My commission does not expire,
being a Barrister and Solicitor entitled to practice law in the Northwest Territories.
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