0001183740-13-000393 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • October 23rd, 2013 • Uranium Energy Corp • Miscellaneous metal ores • New York

This Securities Purchase Agreement (this "Agreement") is dated as of October 17, 2013, between Uranium Energy Corp., a Nevada corporation (the "Company"), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a "Purchaser" and collectively the "Purchasers").

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STRICTLY CONFIDENTIAL Uranium Energy Corp. 1111 West Hastings Street, Suite 320 Vancouver, BC V6E 2J3 Attn: Amir Adnani, Chief Executive Officer Dear Amir:
Exclusive Agency Agreement • October 23rd, 2013 • Uranium Energy Corp • Miscellaneous metal ores • New York

This letter agreement (this "Agreement") constitutes the agreement between Uranium Energy Corp. (the "Company") and H.C. Wainwright & Co., LLC ("Wainwright") that Wainwright shall serve as the exclusive agent in an offering (each, an "Offering") of registered securities of the Company ("Securities") during the Term (as defined below) of this Agreement. The terms of the Offering and the Securities issued in connection therewith shall be mutually agreed upon by the Company and the investors and nothing herein implies that Wainwright would have the power or authority to bind the Company and nothing herein implies that the Company shall have an obligation to issue any Securities. It is understood that Wainwright's assistance in an Offering will be subject to the satisfactory completion of such investigation and inquiry into the affairs of the Company as Wainwright deems appropriate under the circumstances and to the receipt of all internal approvals of Wainwright in connection with the tra

COMMON STOCK PURCHASE WARRANT URANIUM ENERGY CORP. Warrant Shares: _______ Initial Exercise Date: October ___, 2013
Common Stock Purchase Warrant • October 23rd, 2013 • Uranium Energy Corp • Miscellaneous metal ores

THIS COMMON STOCK PURCHASE WARRANT (the "Warrant") certifies that, for value received, _____________ or its assigns (the "Holder") is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the "Initial Exercise Date") and on or prior to the close of business on the 3 year anniversary of the Initial Exercise Date (the "Termination Date") but not thereafter, to subscribe for and purchase from Uranium Energy Corp., a Nevada corporation (the "Company"), up to ______ shares (as subject to adjustment hereunder, the "Warrant Shares") of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

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