STRICTLY CONFIDENTIALLock-Up Agreement • January 7th, 2013 • Denison Mines Corp. • Miscellaneous metal ores
This amending letter agreement (the “Amending Letter”) constitutes an amendment and supplement of, and not a replacement of, the Original Lock-Up Agreement. All references to the “Lock-Up Agreement’ or to “this Agreement” shall be deemed to refer to the Original Lock-Up Agreement, as amended and supplemented hereby. All capitalized terms used in this Amending Letter that are not otherwise defined herein bear the same meanings as in the Original Lock-Up Agreement.
STRICTLY CONFIDENTIALShareholder Agreement • January 7th, 2013 • Denison Mines Corp. • Miscellaneous metal ores
As you are aware, Denison Mines Corp. (“Denison”), or a direct or indirect wholly owned subsidiary of Denison, (“Acquireco” and, collectively with Denison, the “Purchaser”) proposes to make an offer for all of the issued and outstanding common shares (the “Common Shares”) in the capital of JNR Resources Inc. (“JNR” or the “Company”). This letter agreement (the “Agreement”) sets out the terms and conditions pursuant to which the Seller agrees to support the Offer and to deposit, or cause to be deposited, under the Offer the “Seller’s Shares” (as defined below), and sets out the obligations and commitments of the Seller in connection therewith.
ACQUISITION AGREEMENT DENISON MINES CORP. - and - JNR RESOURCES INC. November 13, 2012Acquisition Agreement • January 7th, 2013 • Denison Mines Corp. • Miscellaneous metal ores • Ontario
Other than in connection with the rules of the TSXV, no authorization, consent or approval of, or filing with, any Regulatory Authority is necessary under applicable Law for the consummation by the Company of its obligations under this Agreement.
