AMENDED AND RESTATED UNDERWRITING AGREEMENTShare Subscription Agreement • March 22nd, 2017 • Canadian Zinc Corp • Metal mining • British Columbia
Paradigm Capital Inc. and Canaccord Genuity Corp. (collectively, the "Co-Lead Underwriters"), on behalf of themselves and Dundee Securities Ltd. ("Dundee" and together with the Co-Lead Underwriters, the "Underwriters") understand that Canadian Zinc Corporation (the "Company") proposes to issue and hereby offers to sell to the Underwriters (i) 32,000,000 common shares of the Company (the "Offered Common Shares") at a price of $0.25 per Offered Common Share (the "Common Share Price") for distribution to the public in accordance with the terms of this Agreement (as hereinafter defined), and 4,000,000 common shares of the Company that qualify as "flow-through shares" as defined in subsection 66(15) of the Tax Act (as hereinafter defined) (the "Offered Flow-Through Shares") at a price of $0.25 per Offered Flow-Through Share (the "Flow-Through Share Price") and that the Company will incur and thereafter renounce Qualifying Expenditures (as hereinafter defined) to the original purchasers of s
