Privacy

BREAKWATER RESOURCES LTD.
PRIVACY POLICY

MISSION STATEMENT

Your privacy is important.

The privacy policy of Breakwater Resources Ltd. and/or its subsidiaries (collectively “Breakwater”) applies to Canadian employees of Breakwater and investors. Breakwater collects information as required and as is warranted by the nature of its dealings with certain groups. For example, Breakwater may collect the following types of information with respect to employees, investors, and website visitors:

• Employees: names, addresses, social insurance numbers, dates of birth, citizenship and country of residence data, banking information, marital status, particulars of dependents, etc.
• Investors: names, addresses, country of residence data, etc.
• Website visitors: names, street and email addresses, telephone and fax numbers, country of residence data, etc.

Any personal information collected identifies the provider of the information as an individual. At Breakwater, we are committed to protecting privacy and therefore all personal information is treated confidentially. The privacy policy is aimed to protect privacy and is designed in accordance with the privacy standards established by the Canadian Standards Association’s Model for the Protection of Privacy and the Personal Information Protection and Electronic Documents Act (Canada).

PRINCIPLE 1 - ACCOUNTABILITY
Breakwater is responsible for the personal information that it collects and/or that is under its control. To that end, Breakwater has appointed a Privacy Officer to ensure compliance with this privacy policy. The Privacy Officer may be contacted, in writing, at the address set out at the end of this policy.

Any employees of Breakwater who have access to personal information as well as Breakwater’s third party service providers are bound contractually or by other appropriate means to maintain the confidentiality of personal information and to only use personal information for purposes related to the requirements of their employment or the service/product that they have been contracted to provide.

PRINCIPLE 2 - IDENTIFYING PURPOSES
Breakwater shall identify the purpose(s) for which personal information is collected before or at the time the information is collected. In cases where such personal information has already been collected, this Privacy Policy is meant to provide notification of the purpose of such collection.

Breakwater collects personal information only for the purposes of meeting legal and regulatory obligations and to respond to voluntarily made requests and in no instance does Breakwater sell personal information collected. In most instances, the purpose for which personal information is requested and collected is obvious. For example, in order to forward requested information by mail, Breakwater requires mailing addresses. However, some information collected serves a specific purpose such as:

Breakwater Employees

• Social Insurance Number and Date of Birth
  If a Breakwater employee is subject to Canadian statutory deductions, Breakwater is required, by law, to obtain a social insurance number and date of birth and remit withholding taxes to the appropriate government agency.
• Banking Information
  In instances where employees wish to available themselves of the convenience of direct deposit of earnings into bank accounts, Breakwater requires appropriate banking information.
• Marital Status and Dependents
  In circumstances where group health and dental insurance coverage is available to spouses and dependents, Breakwater requires information relating to marital status and also particulars of dependents, such as gender and date of birth
  The required relevant personal information of anyone participating in Breakwater’s Group RRSP is collected and shared with the applicable management group administering the group plan.
• Third Party Agents
  Breakwater’s third party service providers are bound contractually or by other appropriate means to maintain the confidentiality of personal information collected and to only use personal information for purposes related to the service or product that they have been contracted to provide.

Breakwater Investors

• In order to register shareholders, Breakwater and/or its transfer agent, Computershare Trust Company of Canada, requires personal information such as names, addresses and countries of residence. However, the personal information of any shareholders who hold Breakwater shares through an intermediary is protected by the privacy policy of the intermediary.
• In the case of investors who purchase Breakwater flow-through shares, a social insurance number and additional information relating to “accredited investor” status is needed so that appropriate tax authorities can be notified of the entitlement to eligible exploration expenses.

Website Visitors

• In order to fulfill voluntarily made requests for information, Breakwater requires and collects names, addresses, and country of residence data. Additionally, if electronic delivery of information is requested, Breakwater also collects email addresses.

PRINCIPLE 3 - CONSENT
Breakwater collects, uses and/or discloses personal information only with the knowledge and consent except of the individual providing the information, except where inappropriate or as otherwise required or permitted by law.

Anyone accepting employment with Breakwater, becoming a registered Shareholder, or completing an online request form, is expressly consenting to the collection, use and, where appropriate, disclosure of personal information. Consent can be either written or verbal. In certain instances consent for the collection, use, or disclosure of personal information can be implied when it can reasonably be concluded that consent has been given by some action taken or not taken. Anyone from whom Breakwater requests personal information may choose to not provide some of the requested information, may refuse their consent entirely, or may withdraw consent previously given. However, without consent Breakwater may be unable to complete requests or continue the stated relationship. Also, from time to time, Breakwater may identify a new purpose and seek consent to use and/or disclose personal information after it was collected.

PRINCIPLE 4 – LIMITING COLLECTION
Breakwater only collects personal information to the extent necessary and therefore any personal information that Breakwater collects is either necessary for the purposes that have been previously identified or is required by law.

Withdrawing Your Consent:
Anyone from whom personal information has been collected has the right to withdraw their consent to the use of any personal information that they believe is beyond the scope of their relationship with Breakwater and/or beyond the scope that they believe is required to meet Breakwater’s legal and regulatory obligations in Canada and in some cases, abroad, or as otherwise permitted by law. Any written requests must include the name of the individual withdrawing their consent and any other details necessary for identification purposes so that appropriate action may be taken.

Consent Not Required:
In certain circumstances, such as when required by a court of law, by a regulatory authority, or by Breakwater’s legal advisors, personal information may be made available without consent in order to protect the interests of Breakwater. Regulatory authorities include, without limitation, provincial securities commissions, Canada Customs and Revenue Agency, etc.

Further Consent May Be Required:
In the event that Breakwater would like to use personal information in a manner that has not been previously identified, advance notification will be provided and consent obtained unless otherwise required or permitted by law.

PRINCIPLE 5 - LIMITING USE, DISCLOSURE, RETENTION
Breakwater only uses or discloses personal information for the purposes for which the information was collected unless consent for alternate use of this information has been received, or as is required or permitted by law. The retention of such information shall be limited to the length of time necessary to fulfill the purposes for which it was collected or as otherwise required or permitted by law.

Disclosure:
Subject to certain exceptions, Breakwater does not disclose personal information without consent to persons outside of Breakwater. Some examples of the circumstances where Breakwater may collect, use, transfer, or disclose personal information without consent are:

• On a confidential basis to agents, suppliers and service providers;
• To protect the party’s best interests when consent cannot be obtained in a timely manner;
• To enforce or protect the interests, rights or property of Breakwater; or
• If access to this information is required by legal or regulatory authorities.

Personal information may be made available to Breakwater employees, agents and third party service providers and in some cases, to government or regulatory authorities as required by law. In the event that Breakwater buys or sells any part of its business in the future, personal information may be disclosed to the vendor or purchaser, as the case may be, prior to the completion of such a transaction for purposes relating to the evaluation of such a transaction. In any event, Breakwater does not sell personal information.

Retention And Destruction:
Personal information collected is retained for a reasonable period of time as required, or as otherwise permitted by law, or as is required to protect our legal interests. When such personal information is no longer needed or permitted by law or regulation, it is destroyed in a safe, secure and confidential manner,

PRINCIPLE 6 - ACCURACY
Breakwater is committed to keeping personal information collected accurate and up-to-date provided that Breakwater is kept informed of any changes and that a response is received to requests for updates. To that end, please be sure to notify Breakwater promptly of any changes to the personal information provided.

PRINCIPLE 7 - SAFEGUARDS
Breakwater is committed to protecting personal information and has implemented the necessary security safeguards that are appropriate to protect the sensitivity of such information.

Security:
The majority of personal information collected is contained in employee records, the shareholders register and the mailing request list. Such information is under the control of persons with password protected access to information.

Technology:
Breakwater has implemented industry standard methods of protecting personal information that is available electronically or online from unauthorized access, disclosure, copying, use or modification. This includes the use of firewalls, encrypted passwords, anti-virus software, intrusion detection systems and other appropriate means.

To improve functionality, from time to time cookies may be used on the Breakwater website. Cookies are neither used to collect personal information that may reside on personal computers nor to track the websites that have been visited before or after the visit to the Breakwater website.

PRINCIPLE 8 - OPENNESS
Breakwater’s policies relating to personal information are transparent. If requested, Breakwater will provide the names of outside entities to whom personal information has been provided unless such information was given in the normal course of business or in the course of meeting reporting obligations to statutory or regulatory authorities including but not limited to securities regulators and Canada Customs and Revenue Agency.

PRINCIPLE 9 - ACCESS
Breakwater is committed to availing anyone providing personal information with information relating to the existence, use and disclosure of such personal information and access to such information will be given where appropriate. Breakwater will need 30 days written notice from anyone wishing to verify or review the personal information collected or from anyone wishing to find out to which entities Breakwater has disclosed such information pursuant to this privacy policy. Should Breakwater be unable to respond to any queries within 30 days, Breakwater will provide notification of the delay. In certain circumstances Breakwater may be prohibited from permitting access to some personal information. Without exhausting all possibilities, these may include the instances where the personal information:

• Contains personal information about another person;
• Is subject to solicitor-client or litigation privilege;
• Contains confidential or proprietary information;
• Has already been destroyed due to legal requirements or this privacy policy;
• Cannot be disclosed for legal or regulatory reasons.

If Breakwater cannot provide access to personal information, an explanation will be provided.

Please make all requests in accordance with “Principle 10 – Privacy Governance.”

PRINCIPLE 10 – PRIVACY GOVERNANCE
Breakwater is committed to providing access to an effective, fair and responsive inquiry and dispute resolution process.

Enquiries
Answers to most questions regarding Breakwater’s privacy policies and procedures are contained in the Privacy policy posted at our website at www.breakwater.ca. In the event that further information is required, please direct inquiries in writing to the attention of the Privacy Officer to the address noted at the end of this Privacy Policy. In most instances, the Privacy Officer will investigate and reply to inquiries within 30 days. If the Privacy Officer is unable to respond to any inquiry within 30 days, notification will be provided in advance of the end of such 30 day period as to when a response can be expected.

Complaints:
All privacy complaints must be directed in writing to the attention of the Privacy Officer at the address noted at the end of this Privacy Information Statement. In most instances, the Privacy Officer will investigate and reply to complaints within 30 days. If the Privacy Officer is unable to respond to a complaint within 30 days, notification will be provided in advance of the end of such 30 day period as to when a response can be expected.

Contact Details:
The Privacy Officer can be reached in writing at the following address:
Breakwater Resources Ltd.
95 Wellington Street West, Suite 950
Toronto, ON M5J 2N
Attention: Privacy Officer
or by facsimile at (416) 363-8020.
Please be advised that all inquiries and complaints must be addressed to the attention of the Privacy Officer IN WRITING. The Privacy Officer will not accept telephone calls. Please be sure to include your name, address, phone number and information relating to the nature of the inquiry or complaint.