SHAREHOLDER RIGHTS PLAN AGREEMENT Dated as of April 18, 2013 Between AUGUSTA RESOURCE CORPORATION and COMPUTERSHARE INVESTOR SERVICES INC. as Rights AgentShareholder Rights Plan Agreement • April 26th, 2013 • Augusta Resource CORP • Gold and silver ores • British Columbia
WHEREAS the Board of Directors (as hereinafter defined) of the Corporation, in the exercise of their fiduciary duties, has determined that it is advisable and in the best interests of the Corporation to adopt a shareholder rights plan (the "Rights Plan") to (a) ensure, to the extent possible, that all holders of the Common Shares (as hereinafter defined) of the Corporation and the Board of Directors have adequate time to consider and evaluate any unsolicited Take-over Bid (as hereinafter defined) for the Common Shares, (b) provide the Board of Directors with adequate time to identify, solicit, develop and negotiate value-enhancing alternatives, as considered appropriate, to any unsolicited Take-over Bid, (c) encourage the fair treatment of the Corporation's shareholders in connection with any unsolicited Take-over Bid and (d) generally assist the Board of Directors in enhancing shareholder value;
AMENDED AND RESTATED UNDERWRITING AGREEMENTUnderwriting Agreement • August 19th, 2009 • Augusta Resource CORP • Gold and silver ores • British Columbia
This Underwriting Agreement amends and restates in its entirety that certain Underwriting Agreement dated July 28, 2009 by and among the parties hereto as of the date set forth above, and supersedes it in all respects.
SUPPORT AGREEMENTSupport Agreement • June 24th, 2014 • Augusta Resource CORP • Gold and silver ores • Ontario
WHEREAS the Offeror made an offer dated February 10, 2014 (as subsequently amended and extended prior to the date of this Agreement, the “Original Offer”) to purchase all of the issued and outstanding Augusta Shares (as defined herein) (other than Augusta Shares owned directly or indirectly by the Offeror and its affiliates (as defined herein)) and any Augusta Shares that may become issued and outstanding after February 10, 2014 but before the Expiry Time (as defined herein) upon the conversion, exchange or exercise of any Convertible Securities (as defined herein) together with the associated rights issued under the Shareholder Rights Plan (as defined herein), for consideration per Augusta Share of 0.315 of a Hudbay Share (as defined herein);
ContractConfidentiality Agreement • July 2nd, 2014 • Augusta Resource CORP • Gold and silver ores • Ontario
AGREEMENT made between ROSEMONT COPPER COMPANY and UNITED COPPER & MOLY LLC in respect of the Rosemont Project, Pima County, Arizona September 16, 2010Agreement • October 13th, 2010 • Augusta Resource CORP • Gold and silver ores • Arizona
NOW THEREFORE THIS AGREEMENT WITNESSES that for and in consideration of the mutual covenants hereinafter set out and for other good and valuable consideration the Parties agree as follows:
ROSEMONT COPPER PROJECT JOINT VENTURE AGREEMENT MADE BETWEEN ROSEMONT COPPER COMPANY AND UNITED COPPER & MOLY LLC September 16, 2010Joint Venture Agreement • October 13th, 2010 • Augusta Resource CORP • Gold and silver ores • Arizona
LOAN AGREEMENTLoan Agreement • July 17th, 2014 • Augusta Resource CORP • Gold and silver ores • Ontario
THIS AGREEMENT (the “Agreement”) is made as of the 17th day of July, 2014. AMONG: AUGUSTA RESOURCE CORPORATION, as a borrower (hereinafter called “Augusta”) AND AUGUSTA RESOURCE (US) CORPORATION, as a borrower (hereinafter called “Augusta US”; and together with Augusta, the “Borrowers” and individually a “Borrower”) AND HUDBAY MINERALS INC., as the lender (hereinafter called the “Lender” or the “Offeror”)
