“SETTLEMENT PRIVILEGED AND CONFIDENTIAL”

SETTLEMENT AGREEMENT FOR PAST COMPENSATION IN ANNUITIES LITIGATION

KEY TERMS IN PLAIN LANGUAGE

This document does not represent the entire Settlement Agreement. This is a plain language version of key terms within the Settlement Agreement for information purposes only. This plain language version of the Settlement Agreement is privileged and confidential and can only be shared with Robinson Huron Treaty beneficiaries. It shall not be shared to non-Members. Any reproduction, editing, or public dissemination of this document is strictly prohibited.

PARTIES:

• The Parties to the Agreement are the collective Robinson Huron Treaty Anishinaabek, including each of the 21 Lake Huron First Nations, the Representative Plaintiffs in the Annuities Litigation, Canada, and Ontario.

PREAMBLE / CONTEXT FOR THE SETTLEMENT AGREEMENT:

• According to the written text of the Robinson Huron Treaty, the Crown agreed, among other things, to pay a perpetual Annuity of 600 pounds ($2,400) to the collective Robinson Huron Treaty Anishinaabek, subject to an augmentation clause in the Treaty, which reads:

The said William Benjamin Robinson, on behalf of Her Majesty, who desires to deal liberally and justly with all her subjects, further promises and agrees, that should the Territory hereby ceded by the parties of the second part at any future period produce such an amount as will enable the Government of this Province, without inclurring loss, to increase the annuity hereby secured to them, then and in that case the same shall be augmented from time to time, provided that the amount paid to each individual shall not exceed the sum of one pound Provincial Currency in any one year, or such further sum as Her Majesty may be graciously pleased to order;

• Each of the 21 Lake Huron First Nations passed a Council Resolution approving the creation of the Robinson Huron Treaty Litigation Fund to pursue litigation or settlement for the Crowns’ failure to augment annuities;

• Each of the 21 Lake Huron First Nations passed a Council Resolution authorizing the 6 Representative Plaintiffs to launch the litigation on behalf of the collective Robinson Huron Treaty Anishinaabek;

• Each of the 21 Lake Huron First Nations passed a Council Resolution approving a Compensation Disbursement Agreement as a formula to divide any compensation award or settlement amount among the Lake Huron First Nations;

• On December 21, 2018, Justice Patricia Hennessy of the Ontario Superior Court of Justice issued her Stage 1 decision, in which she interpreted the Augmentation Promise in the Treaty to impose on the Crown a mandatory and reviewable obligation to increase the annuity when the net Crown resource revenues produced by the territory enables the Crown to do so without incurring a loss;

• In the Stage 1 Decision, Justice Hennessy characterized the Annuity as a collective lump sum annuity out of which a distributive amount would be paid to individuals. Justice Hennessy ruled that the reference in the Augmentation Promise that limits the increase to one pound ($4.00), applies only to limit the distributive amount payable to individual beneficiaries, but does not apply to limit the augmentation of the collective lump sum annuity;

• Justice Hennessy emphasized the importance of renewing the treaty relationship in her Stage 1 Decision:

[537] The circumstances in 1850 in the upper Great Lakes region put pressure on both the Anishinaabe and the Crown to renew their relationship. In the face of undeniable challenges, including corporate pressure, sustainability of the Anishinaabe way of life, and a negative fiscal situation, the Anishinaabe and the Crown made solemn promises to each other that laid the foundation for settlement and development of the territories and a life together. The Anishinaabe and the Crown now have an opportunity to determine what role those historic promises will play in shaping their modern treaty relationship. The pressures they faced in 1850 will continue to challenge them. However, in 1850 the Crown and the Anishinaabe shared a vision that the Anishinaabe and the settler society could continue to co-exist in a mutually respectful and beneficial relationship going into the future. Today, we arrive at that point in the relationship again. It is therefore incumbent on the parties to renew their treaty relationship now and in the future.

ARTICLE 1 DEFINITIONS

• In the Settlement Agreement the terms below have the following meanings:

o “Annuity” or “Perpetual Annuity” means the annuity payable pursuant to the Robinson Huron Treaty.

o “Annuitant” means an individual Beneficiary who receives or is entitled to receive a distribution of the Annuity, but excludes members of Temagami First Nation and the Teme-Augama Anishnabai.

o “Beneficiary” means a Robinson Huron Treaty First Nation or individual Annuitant, but excludes Temagami First Nation and the Teme-Augama Anishnabai and their Members.

o “Member” means a member of a First Nation within the meaning of the Indian Act or within a First Nation’s Membership Code whose name appears on, or who is entitled to have their name appear on, a Band List or membership list of a First Nation.

o "Mizhinawe" means the position established by the RHTLF, to engage in consultations with the Robinson Huron Treaty communities, Members and Beneficiaries regarding, among other things, the Claim and this Settlement Agreement.

o “Past Compensation” means the global amount the Parties have agreed that Canada and Ontario will pay to the Robinson Huron Treaty Anishinaabek, reflecting a share of net crown resource revenues for the period up to the signing of this Settlement Agreement.

o “Robinson Huron Treaty” or “Treaty” or in Anishinaabemowin, “Waawiindmaagewin”, including the written and oral terms, means the treaty entered into on September 9, 1850 between William Benjamin Robinson, on behalf of Her Majesty the Queen, and the Chiefs and principal men of the Ojibewa Indians, which is a treaty within the meaning of section 35 of the Constitution Act, 1982.

ARTICLE 2 PURPOSE AND SCOPE OF THE AGREEMENT

• The purposes of the Settlement Agreement are:

o To settle the claim for past compensation and partially settle the litigation in the spirit of renewal of the Robinson Huron Treaty and the longstanding relationship between the Robinson Huron Treaty Anishinaabek and the Crown, grounded in the Covenant Chain Alliance. Settling past compensation is also in the spirit of Wiigweksidjgadek, which is the Anishinaabe principle of reconciliation, and means fixing or straightening out the relationship between the Anishinaabe and the Crown; and

o To make a commitment for Canada and Ontario to work together with the Robinson Huron Treaty Anishnaabek to develop a framework for implementing the Augmentation Promise going forward into the future, in the spirit of Treaty renewal.

• For greater certainty:

o The scope of the Claim in the Settlement Agreement is limited to the period 1850 to the date the Settlement Agreement is signed and does not include any claims that arise or could be made in relation to the failure of the Crown to implement or fulfill the Augmentation Promise going forward.

ARTICLE 3 PAST COMPENSATION

• The Robinson Huron Treaty Anishinaabek and the Representative Plaintiffs accept Past Compensation in the amount of Ten Billion Dollars ($10,000,000,000) as an appropriate means of achieving the purpose of this Settlement Agreement. The Past Compensation represents a full and final settlement of the claim for augmented Annuities from 1850 to the date of the court order discussed in Article 11.0.

• Subject to the terms and conditions set out in the Settlement Agreement:

o Canada agrees to pay to the Robinson Huron Treaty Anishinaabek and the Robinson Huron Treaty Anishinaabek agrees to accept, Canada’s Compensation in the amount of Five Billion Dollars ($5,000,000,000.00); and

o Ontario agrees to pay to the Robinson Huron Treaty Anishinaabek and the Robinson Huron Treaty Anishinaabek agrees to accept, Ontario’s Compensation in the amount of Five Billion Dollars ($5,000,000,000.00).

• Canada shall deposit Canada’s Compensation within 60 days of the issuance of the court order contemplated in Article 11.0.

• Ontario shall deposit Ontario’s Compensation within 60 days of the issuance of the court order contemplated in Article 11.0.

• Canada and Ontario acknowledge and agree that the Past Compensation does not include any amount that may be owing to Temagami First Nation or the Teme-Augama Anishnabai and that the Robinson Huron Treaty Anishinaabek, including the Lake Huron First Nations and their Members, are not liable or responsible, for paying any amount of the Past Compensation to Temagami First Nation or the Teme-Augama Anishnabai.

ARTICLE 4 PROGRAMS, SERVICES, INDIAN MONIES AND TAX EXEMPTION

• The Settlement Agreement will not affect the ability to apply for and the eligibility to receive funding for programs or services for any Lake Huron First Nation or any Annuitant. The application for funding for programs or services will be assessed as if the Settlement Agreement did not exist.

• For greater certainty, programs and services of Canada and Ontario, including capital and infrastructure programs, shall apply and continue to apply to the Lake Huron First Nations and their Members on the same basis as to other persons in Canada and Ontario.

• The Settlement Agreement will have no impact on a Lake Huron First Nation’s eligibility for the various types of annual or multiyear funding agreements that the Government of Canada offers in support of program and service delivery.

• Individual distributions of the Past Compensation to any Robinson Treaty Beneficiary will not affect that individual’s eligibility for Ontario Works or Ontario Disability Support Program for as long as Regulations for those programs continue to exempt those payments.

• Canada agrees that receipt of the Past Compensation meets the criteria to qualify for the income tax exemption provided under paragraph 149(1)(c) of the Income Tax Act.

ARTICLE 5 RELEASES

• The Robinson Huron Treaty Anishinaabek, including each of the Lake Huron First Nations, forever releases and frees Canada and Ontario from any legal proceeding or claim, that the Robinson Huron Treaty Anishinaabek, including any one or more of the Lake Huron First Nations, or their past, present and future Members had, may have or may in the future have regarding:

o The claim for Past Compensation or any claim regarding the Crowns’ failure to augment Annuities from 1850 to the date the Settlement Agreement is signed.

o The adequacy of the Past Compensation paid pursuant to this Settlement Agreement.

• For greater certainty, the releases set out in this Article do not release Canada or Ontario from performing their obligations arising from this Settlement Agreement or any obligations related to the future implementation of the Augmentation Promise after the date this Settlement Agreement is signed. Nothing in this

Article or Agreement shall prevent or restrict the Robinson Huron Treaty Anishinaabek or the Lake Huron First Nations from pursuing any legal remedies against Canada or Ontario for not performing their obligations under this Settlement Agreement or for any obligations related to the future implementation of the Augmentation Promise.

ARTICLE 6 INDEMNITIES

• The Robinson Huron Treaty Anishanaabek, including, the Lake Huron First Nations, agrees to protect Canada and Ontario from and against any claims or other legal proceedings, and whether in law or otherwise, brought by their Members, or any Beneficiary, against Canada and Ontario regarding the matters set out in Article 5.1, provided that the claim or legal proceeding has had compensation or damages awarded or determined by a court or other tribunal, or by a settlement consented to by the Robinson Huron Treaty Anishinaabek, including the Lake Huron First Nations. The consent to a settlement will not be unreasonably withheld by the Robinson Huron Treaty Anishinaabek, and notice has been given to the Robinson Huron Treaty Anishinaabek, including the Lake Huron First Nations pursuant to Article 14.0.

• If the Robinson Huron Treaty Anishinaabek, or any one or more of the Lake Huron First Nations, wishes to participate in a legal proceeding that may result in a reimbursement to Canada or Ontario by the Robinson Huron Treaty Anishinaabek, the Robinson Huron Treaty Anishinaabek or Lake Huron First Nation will:

o provide written notice to Canada and Ontario that they wish to participate in the resolution of the legal proceeding; and

o seek to be added as a party to the proceeding at its own expense.

• Canada and Ontario, will use reasonable efforts to defend or settle any legal proceeding that may give rise to a right of reimbursement according to Article 6.0, and will not refuse to defend any proceeding based solely on the existence of Article 6.0.

ARTICLE 7 FUTURE IMPLEMETNATION

• This Settlement Agreement does not address the future implementation of the Augmentation Promise. The Robinson Huron Treaty Anishinaabek, Canada, and Ontario will continue discussions in the spirit of Treaty renewal to co-develop a framework to address the implementation of the Augmentation Promise going forward.

• Based on an attached document, Canada, Ontario and the RHTLF agree the go forward implementation agreement will recognize the continuing relationship to and stewardship of the land of the Robinson Huron Treaty Anishinaabek, as well as the public interests related to the Treaty territory.

• The Implementation Agreement will include a dispute resolution process to address any disputes that arise in relation to the Implementation Agreement and the Augmentation Promise.

• The Parties agree to retain a Mediator (or Mediators) to assist, as necessary, in the co-development of the Implementation Agreement.

• The mediation will be conducted in a manner that respects both the Crown and Anishinaabe perspectives and legal orders, including appropriate Anishinaabe protocols.

ARTICLE 8 APPROVAL OF THE SETTLEMENT BY THE ROBINSON HURON TREATY ANISHINAABEK

• Canada and Ontario understand that the Robinson Huron Treaty Anishinaabek, through the RHTLF, has established the Mizhinawe to conduct community consultation and information sessions, which will include, among other things, consultation regarding the Settlement Agreement and the Compensation Disbursement Agreement. RHTLF shall work collaboratively with the Mizhinawe to ensure that the community consultation and information sessions in relation to the Settlement Agreement and the Compensation Disbursement Agreement, are held before the Trustees approve this Settlement Agreement.

• Approval of this Settlement Agreement by the Robinson Huron Treaty Anishinaabek will be conducted in accordance with the process set out in the Trust Indenture and Anishinaabe law.

• The Robinson Huron Treaty Anishinaabek approves and accepts all terms and conditions of this Settlement Agreement if, at an in-person meeting of the RHTLF, at least 16 of the 22 Trustees vote in favour of the Settlement Agreement.

ARTICLE 9 CONDITIONS TO BE MET PRIOR TO EXECUTION OF THE SETTLEMENT AGREEMENT BY THE PARTIES

• The following conditions need to be met before the Parties will sign the Settlement Agreement:

o the Robinson Huron Treaty Anishinaabek approve the Settlement Agreement according to Article 8.0;

o Canada and Ontario receive all of documentation relating to approval by the Robinson Huron Treaty Anishinaabek;

o the Minister of Crown Indigenous Relations is authorized to sign the Settlement Agreement according to Canada’s process for approval;

o the Minister of Indigenous Affairs is authorized to sign the Settlement Agreement according to Ontario’s process for approval;

o Canada and Ontario approve and authorize the Past Compensation funds be paid;

ARTICLE 10 EXECUTION OF THE SETTLEMENT AGREEMENT

• The Settlement Agreement is deemed to be fully executed once it is signed, in the following order, by:

o the Trustees of the RHTLF and the Representative Plaintiffs on Behalf of the Robinson Huron Treaty Anishinaabek;

o the Minister of Indigenous Affairs on Behalf of Ontario; and

o the Minister of Crown-Indigenous Relations on Behalf of Canada.

ARTICLE 11 PARTIAL JUDGEMENT FOR PAST COMPENSATION

• After the Settlement Agreement is executed by all of the Parties, the Robinson Huron Treaty Anishinaabek will apply for a court order discontinuing the claim for Past Compensation.

ARTICLE 12 REPRESENTATIONS AND WARRANTIES

• The Robinson Huron Anishinaabek confirms with Canada and Ontario that:

o Information sessions accessible to each of the Lake Huron First Nations have occurred with the Robinson Huron Treaty Anishinaabek. The information sessions occurred in a manner that ensures all Members of all of the Lake Huron First Nations and Annuitants had an opportunity to be fully informed about the content of the Settlement Agreement, the Trust Indenture and the Compensation Distribution Agreement.

o Annuitants and Members of Lake Huron First Nations have had the opportunity to provide feedback on the terms and conditions of the Settlement Agreement, including any concerns they may have about the impact of the Settlement Agreement on their rights.

o Before the Settlement Agreement was approved by the RHTLF, at least one information meeting was held where the Trustees, Chiefs and Councillors of the Lake Huron First Nations were provided an opportunity to hear a presentation by the legal counsel and financial advisors to the RHTLF regarding the legal nature and effect, and financial implications of the Settlement Agreement.

o They have authority to enter into this Settlement Agreement on behalf of the Robinson Huron Treaty Anishinaabek and to bind all 21 of the Lake Huron First Nations and their respective Members to its terms and conditions.

ARETICLE 13 AMENDMENTS

• The Settlement Agreement may only be amended or replaced by written agreement between the Parties and must be approved pursuant to the same procedures as this Settlement Agreement was approved.

• Once this Settlement Agreement is signed, the Parties may amend this Settlement Agreement by written agreement between the Robinson Huron Treaty Anishnaabek, as represented by the RHLTF, and Canada and Ontario, to:

o remove any conflicts or inconsistencies that may exist between any of the terms of this Settlement Agreement and any provision of any applicable law or regulation;

o amend the time provided in any of the provisions in this Settlement Agreement for doing any act or receiving any notice or written communication; or

o correct any spelling or grammar errors in this Settlement Agreement, or make corrections or changes required for the purpose of correcting any clerical error or mistake contained in this Settlement Agreement.

ARTICLE 14 NOTICE

• Any notice or other communication given under the Settlement Agreement is to be made in writing to the RHTLF, the Lake Huron First Nations, Canada, and Ontario.

ARTICLE 15 NO IMPACT ON OTHER CLAIMS, ABORIGINAL OR TREATY RIGHTS

• This Settlement Agreement does not prevent a Lake Huron First Nation’s ability to bring other claims relating to the Treaty relating to the augmentation clause for which compensation is being paid.

• To address any potential for the same compensation being paid twice, nothing shall prevent Canada or Ontario from raising in the assessment of any compensation that may be owed in those other claims that the Past Compensation that is distributed to a Lake Huron First Nation, according to the Compensation Disbursement Agreement, may be relevant to the assessment of compensation, when it is derived from natural resource revenues in the same area.

• This Settlement Agreement is not a treaty and is not a land claims agreement within the meaning of Sections 25 and 35 of the Constitution Act, 1982. However, it provides for the implementation of treaty rights recognized and affirmed pursuant to s. 35 of the Constitution Act, 1982 for the period 1850 until the date this Settlement Agreement is signed.

• Nothing in this Settlement Agreement modifies or amends the Robinson Huron Treaty or purports to define, modify, or amend its boundary.

ARTICLE 16 GENERAL PROVISIONS

• This Settlement Agreement is for the benefit of, and is legally binding upon:

o Canada and any of its ministers, officials, servants, employees, agents;

o Ontario and any of its ministers, officials, servants, employees, agents; and

o the Robinson Huron Treaty Anishinaabek, including each of the Lake Huron First Nations, and any of their respective Members.

• Canada and Ontario shall implement this Settlement Agreement in a manner consistent with the Honour of the Crown.