AMENDMENT #4 TO CONTRACT

Exhibit 10.16

AMENDMENT #4 TO CONTRACT

AGREEMENT, made and entered into this 21^st day of April, 2017, by and between NioCorp Developments Ltd., of ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ (hereinafter referred to as “NioCorp”) and ▇▇▇▇ Asset Management IV, LLC, of ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ (hereinafter referred to as “▇▇▇▇”).

W I T N E S S E T H

WHEREAS, NioCorp and ▇▇▇▇ have previously entered into that certain “Convertible Security Funding Agreement” dated December 14, 2015, as amended by Amendment #1 To Contract dated September 26, 2016, Amendment #2 To Contract dated December 29, 2016 and Amendment #3 To Contract dated March 20, 2017 (hereinafter referred to as the “Contract”); and

WHEREAS, NioCorp and ▇▇▇▇ wish to further amend the terms and conditions of the Contract as hereinafter provided;

NOW THEREFORE, in consideration of the mutual covenants and promises herein contained and other good and valuable consideration, each to the other in hand paid, NioCorp and ▇▇▇▇ agree that from the date of this Amendment until the earlier of:

1. July 31, 2017, or

2. The date upon which a Subsequent First Convertible Security closing at the Request of the Investor of US$500,000 or more occurs, pursuant to Section 2.1(c) of the Contract (hereinafter the “US$500,000 SFCSRI”);

the sum US$1,000,000 as it occurs in each of the following sections of the Contract shall be, and hereby is, temporarily reduced to US$500,000:

1. Section 1.1 under the definition of “Market Cap / Cash Balance Conversion Event” subpart (a).

2. Section 1.1 under the definition of “Second Closing Notification Date” subpart (b).

As of the earlier of July 31, 2017 or the closing of the UD$500,000 SFCSRI, all of the foregoing amounts shall automatically revert from US$500,000 to US$1,000,000 without further action by the Parties.

The duration of the aforesaid temporary reduction may be extended only by the mutual written agreement of the Parties.

Except as specifically set forth hereinabove, the Contract remains in full force and effect.

In witness whereof the parties have set their mutual hands and seals the day and date first above written.

NioCorp Developments Ltd.:			▇▇▇▇ Asset Management IV, LLC:
By:	/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ ▇▇.		By:	/s/ ▇▇▇▇ ▇▇▇▇▇▇
	Vice President & General Counsel			Managing Director
	Title			Title