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Northcliff Announcement: Sisson Project Limited Partnership signs Cooperation Agreement with Woodstock First Nation

Partnerships & JV

Northcliff Announcement:

Sisson Project Limited Partnership signs Cooperation Agreement with Woodstock First Nation

March 2, 2017 Fredericton, New Brunswick –Northcliff Resources Ltd. ("Northcliff") (TSX: NCF) is pleased to announced that

the Sisson Project Limited Partnership (t he “Sisson Partnership”) and Woodstoc k First Nation (“WFN”) have signed a

Cooperation Agreement (the “Agreement”) regarding the Sisson Tungsten-Molybdenum Project located in New Brunswick,

Canada. The following is an excerpt from today’s joint announcement:

“The Agreement provides Woodstock Firs t Nation with various economic opport unities and financial benefits, helps

facilitate regulatory approvals and provides a long-term framework for communication and cooperation between the parties.

“We are delighted to have concluded this Cooperation Agreement with Woodstock Fi rst Nation,” said Chris Zahovskis,

President and CEO of Northcliff. “It shows what can be done when companies and Aboriginal groups build relationships and

work together.”

“Our community has spoken.” said Woodstock First Nation Chief Tim Paul. “We had a community referendum and given the

strong environmental protection provisio ns and economic benefits in the Agr eement, Woodstock First Nation members

voted in its favour.”

While the details of the Agreement are confidential, it addresses various matters including:

• Cooperative engagement with go vernment on regulatory matters;

• Environmental protection provisions;

• Scholarships and capacity building opportun ities for Woodstock First Nation members;

• Employment, training and contracting opportunities for Woodstock First Nation members during the construction

and operation phases of the Sisson Project; and

• Financial benefits.

The Cooperation Agreement follows the successful negotiation and implementation of a Process Agreement signed by

Northcliff and Woodstock First Nation in June 20131.

“Our relationship with Woodstock First Na tion continues to grow and we are look ing forward to working closely together

towards the development of the Sisson Project,” stated Northcliff President and CEO Christopher Zahovskis. “We also look

forward to a positive outcome from the federal environmental assessment process, building on the positive environmental

assessment decision in December 2015 from the New Brunswick government, to enable advancement of Northcliff’s and our

partner’s plans to build and operate an environmentally sound and socially responsible project that will provide significant

benefits in the Province of New Brunswick."

“Northcliff has shown itself to be a co mpany we can work with,” said Woodstock First Nation Chief Tim Paul. “This

partnership can provide real opportunitie s and benefits for our community while st ill ensuring our values, Aboriginal and

treaty rights and environmental concerns are respected.”

1 http://www.northcliffresources.com/s/NewsReleases.asp?ReportID=590159&_Type=News-Releases&_Title=Northcliff-Signs-Process-

Agreement-with-Woodstock-First-Nation

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About Northcliff Resources Ltd.

Northcliff, associated with Hunt er Dickinson Inc. (HDI), is a mineral reso urce company focused on advancing the Sisson

Tungsten-Molybdenum Project lo cated in New Brunswick, Canada, to producti on. The results of the Feasibility Study,

completed in January 2013, confirmed that the Sisson Project is technically and economically feasible and can move on to

the next stage of development.

The Sisson Environmental Impact Assessment Report (the “EIA Report”) was subm itted to both the federal Canadian

Environmental Assessment Agency ("CEAA") and the New Brunswick Department of Environment and Local Government in

July 2013. Provincial approval of the EIA Report was received on December 3, 2015. A federal decision from CEAA is pending.

Additional information on Nort hcliff is available on the website at www.nort hcliffresources.com. Investor services can be

reached at (604) 684-6365 or within North America at 1-800-667-2114.

About Woodstock First Nation

The Woodstock First Nation members are th e descendants of the Wolastoqiyik (Ma liseet) people, who have occupied the

lands and waters of what is now called New Brunswick since time immemorial. It is located approximately 9 km away from

the town of Woodstock and 100k m from the city of Fredericton. Additional information on Woodstock First Nation is

available on the website at www.woodstockfirstnation.com.

About Todd Minerals Ltd.

Todd Minerals is a subsidiary of the family owned Todd Corporation, one of New Zealand's most successful companies, with

a growing portfolio of mineral investment s. Additional information on Todd Corporation and Todd Minerals is available on

the website at www.toddcorporation.com.

About the Sisson Partnership

The Sisson Partnership is responsible fo r the development of the Sisson Projec t. The Sisson Partnership is owned by

Northcliff and Todd Minerals. Additional information on the Sisson Partnership and Sisson Project is available on the website

at www.sissonpartnership.com.

Chris Zahovskis

President and CEO

Northcliff Resources Ltd.

For more information, contact:

Greg Davidson, Community Relations Manager

506-455-0530, [email protected]

This release includes certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of

historical facts, that address permitting, exploration drilling, exploitation activities and even ts or developments that the No rthcliff expects, are forward-

looking statements. Although Northcliff believes the expectations expressed in such forward-looking statements are based on rea sonable assumptions,

such statements are not guarantees of future performance and ac tual results or developments may differ materially from those in the forward-looking

statements. Assumptions used by Northcli ff to develop forward-looking statements in clude the following: the Sisson Project wil l obtain all required

environmental and other permits for construction of the mine, th e Sisson Project will achieve targeted production levels; stud y and development of the

Sisson Project will continue to be positive; contracted parties provide goods and/or services on the agreed timeframes; equipme nt necessary for

construction and development is available and does not incur unfor eseen breakdowns; no material la bour slowdowns or strikes are incurred; plant and

equipment functions as specified; geological or financial parameters do not necessitate future mine plan changes; and no geological or technical problems

occur. Factors that could cause actual results to differ materi ally from those in forward-looking statements include uncertain ty of shareholder support,

the need for judicial and regulatory approvals, fluctuations in market prices, exploitation and exploration successes, continuity of mineralization, potential

environmental issues and liabilities associated with exploration, development and mining activities, uncertainties related to the ability to obtain necessary

environmental, land use and other permits, approvals, licenses and title on a timely basis and delays due to third party opposition, changes in government

policies regarding mining and natural reso urce exploration and exploitation, continued availability of capital and financing, a nd general economic, market

or business conditions. Investors are cautioned that any such st atements are not guarantees of future performance and actual re sults or developments

may differ materially from those projected in the forward-looking statements. For more information on Northcliff, investors should review the Northcliff's

continuous disclosure filings that are available at www.sedar.com .