Appointment of Agent for Service of Process and Undertaking (f-x)
January 25 2019 - 4:45PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM F-X
Appointment of Agent For Service of Process
And Undertaking
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A.
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Name of issuer or person filing ("Filer"):
Seabridge Gold Inc
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B.
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(1)
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This is an (
check one
):
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x
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original filing for the Filer
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o
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amended filing for the Filer
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(2)
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Check following box if you are filing the Form F-X in paper in accordance with Regulation S-T Rule 101(b)(9)
o
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C.
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Identify the filing in conjunction with which this form is being filed:
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Name of Registrant:
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Seabridge Gold Inc.
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Form type:
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F-10
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File Number (
if known
):
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333-229373
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Filed by:
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Seabridge Gold Inc.
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Date Filed (
if filed concurrently, so indicate
):
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January 25, 2019 (filed concurrently)
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D.
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The Filer is incorporated or organized under the laws of
Canada
and has its principal place of business at
106 Front Street, 4th Floor, Toronto, Ontario, Canada, M5A 1E1
,
(416) 367-9292.
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E.
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The Filer designates and appoints
Corporation Service Company
("Agent"), located at
1180 Avenue of the Americas, Suite 210, New York, New York 10036, (212) 299-5656
as the agent of the Filer upon whom may be served any process, pleadings, subpoenas, or other papers in:
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(a) any investigation
or administrative proceeding conducted by the Commission; and
(b) any civil
suit or action brought against the Filer or to which the Filer has been joined as defendant or respondent, in any appropriate court
in any place subject to the jurisdiction of any state or of the United States or of any of its territories or possessions or of
the District of Columbia, where the investigation, proceeding or cause of action arises out of or relates to or concerns any offering
made or purported to be made in connection with the securities registered or qualified by the Filer on Form F-10 on the date hereof
or any purchases or sales of any security in connection therewith. The Filer stipulates and agrees that any such civil suit or
action or administrative proceeding may be commenced by the service of process upon, and that service of an administrative subpoena
shall be effected by service upon such agent for service of process, and that the service as aforesaid shall be taken and held
in all courts and administrative tribunals to be valid and binding as if personal service thereof had been made.
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F.
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The Filer stipulates and agrees to appoint a successor agent for
service of process and file an amended Form F-X if the Filer discharges the Agent or the Agent is unwilling or unable to accept
service on behalf of the Filer at any time until six years have elapsed from the date the Filer has ceased reporting under the
U.S. Securities Exchange Act of 1934.
The Filer further undertakes to advise the
Commission promptly of any change to the Agent's name or address during the applicable period by amendment of this Form, referencing
the file number of the relevant form in conjunction with which the amendment is being filed.
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G.
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The Filer undertakes to make available, in person or by telephone,
representatives to respond to inquiries made by the Commission staff, and to furnish promptly, when requested to do so by the Commission
staff, information relating to the Form F-10, the securities to which the Form F-10 relates and the transactions in such securities.
The Filer certifies that it has duly caused
this power of attorney, consent, stipulation and agreement to be signed on its behalf by the undersigned, thereto duly authorized,
in the City of Toronto, Province of Ontario, Country of Canada, this 25th day of January, 2019.
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Seabridge Gold Inc.
(Filer)
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By:
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/s/ Christopher J. Reynolds
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Name: Christopher J. Reynolds
Title: VP Finance and CFO
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This
statement has been signed by the following person in the capacity and on the date indicated:
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Corporation Service Company
(Agent for Service)
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By:
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/s/ Dwight Coots
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Name: Dwight Coots
Title: Vice President
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Dated: January 25, 2019
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