0001171843-19-008119 Sample Contracts

UNDERWRITING AGREEMENT TANZANIAN GOLD CORPORATION 6,695,652 Common Shares
Underwriting Agreement • December 16th, 2019 • Tanzanian Gold Corp • Gold and silver ores • New York

Tanzanian Gold Corporation, a company established under the Business Corporations Act (Alberta), Canada (the “Company”), proposes, subject to the terms and conditions stated herein, to sell to the several underwriters (the “Underwriters”) named on Schedule I hereto for whom you are acting as representative (the “Representative”), on a best efforts basis, an aggregate of up to 6,695,652 common shares (the “Shares”), no par value (the “Common Shares”).

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