Underwriting AgreementUnderwriting Agreement • July 28th, 2011 • Avalon Rare Metals Inc. • Metal mining • New York
Avalon Rare Metals Inc., a corporation existing under the laws of Canada (the "Company"), proposes to sell to the several underwriters named in Schedule II hereto (the "Underwriters"), for whom you (the "Representatives") are acting as representatives, the number of common shares ("Common Shares") of the Company set forth in Schedule I hereto (said shares to be issued and sold by the Company being hereinafter called the "Underwritten Securities"). The Company also proposes to grant to the Underwriters an option (the "Over-Allotment Option") to purchase up to the number of additional Common Shares set forth in Schedule I hereto to cover over-allotments, if any (the "Option Securities"; the Option Securities, together with the Underwritten Securities, being hereinafter called the "Securities"). To the extent there are no Underwriters listed on Schedule II other than you, the term Representatives as used herein shall mean you, as Underwriters, and the terms Representatives and Underwriter
