AGENCY AGREEMENTAgency Agreement • February 19th, 2013 • Energizer Resources, Inc. • Gold and silver ores • Ontario
Euro Pacific Canada Inc. ("Europac") and Jennings Capital Inc. (collectively, the "Agents" and individually, an "Agent") understand that Energizer Resources Inc. (the "Corporation") proposes to issue units of the Corporation (the "Units") at a price of $0.35 per Unit for aggregate gross proceeds of $354,000.15. Each Unit will consist of one common share in the capital of the Corporation (a "Common Share") and one half of one common share purchase warrant of the Corporation (each whole warrant, a "Warrant"). Each Warrant will entitle the holder thereof to purchase one common share of the Corporation at an exercise price of $0.50 per share for a period of 24 months following the applicable Closing Date (as hereinafter defined).
