CROSSHAIR EXPLORATION & MINING CORP. - and - BAYFRONT CAPITAL PARTNERS LTD. - and - COMPUTERSHARE TRUST COMPANY OF CANADA SUBSCRIPTION RECEIPT AGREEMENT Providing for the Issue of up to 40,000,000 Subscription Receipts November 23, 2010Subscription Receipt Agreement • November 30th, 2010 • Crosshair Exploration & Mining Corp • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia
WHEREAS, pursuant to the terms and conditions of an agency agreement dated November 23, 2010 (the “Agency Agreement”) between BayFront and the Corporation, the Corporation proposes to issue and sell up to 40,000,000 Subscription Receipts (as hereinafter defined) of the Corporation, each Subscription Receipt representing the right to receive one-quarter of one non-flow-through unit (each whole unit a “Unit”), each Unit comprised of one post-Consolidation non-flow-through common share in the capital of the Corporation (each, a “Common Share”) and one common share purchase warrant of the Corporation (a “Warrant”) being exercisable for 24 months from the date the Closing Date at an exercise price of CDN$1.00;
AGENCY AGREEMENTAgency Agreement • November 30th, 2010 • Crosshair Exploration & Mining Corp • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia
The undersigned, BayFront Capital Partners Ltd. (the “Agent”), understands that Crosshair Exploration & Mining Corp. (the “Company”) proposes to issue and sell up to 15,000,000 flow-through units (the “FT Units”) of the Company at a price of $0.20 per FT Unit (the “FT Offering”) and up to 40,000,000 subscription receipts of the Company (the “Subscription Receipts”) at a price of $0.175 per Subscription Receipt (the “HD Offering”) subject to the terms and conditions set out below (the FT Offering and the HD Offering are collectively herein referred to as the “Offering”) and in the United States in accordance with Schedule “C” attached hereto, pursuant to the U.S. Securities Act and Rule 506 of Regulation D (as defined in Schedule “C”) thereunder.
