0001062993-15-002227 Sample Contracts

AGENCY AGREEMENT
Agreement • April 29th, 2015 • Avalon Rare Metals Inc. • Metal mining • Ontario

The undersigned, Secutor Capital Management Company (the “Agent”) understands that Avalon Rare Metals Inc. (the “Company”) proposes to issue and sell to the public in the Qualifying Jurisdictions (as hereinafter defined): (i) up to 7,352,941 units (individually a “Unit” and collectively, the “Units”) of the Company at a price of $0.34 per Unit, and (ii) up to 6,410,256 “flow-through shares” of the Company (individually a “Flow-Through Share” and collectively the “Flow-Through Shares”) as defined in subsection 66(15) of the Tax Act (as defined herein) at a price of $0.39 per Flow-Through Share, for aggregate gross proceeds of up to approximately $5,000,000 (the “Offering”).

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