0001580695-19-000462 Sample Contracts

Mining Lease dated November 2011 with the State of Texas
Texas Mineral Resources Corp. • November 27th, 2019 • Gold and silver ores

SW/4 of SE/4 of SE/4 of Section 12, Block 72, T-7, T&P Ry. Co., and N/2 of the NE/4 of Section·13, Block 72, T-7, T&P Ry. Co. containing 90 acres, more or less, in Hudspeth County, Texas, (hereinafter referred to as the “leased premises”)

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The State of Texas Austin, Texas GROUNDWATER LEASE
Groundwater Lease • November 27th, 2019 • Texas Mineral Resources Corp. • Gold and silver ores

This Groundwater Lease (the “Lease”) is granted by virtue of the authority granted in Chapter 51, TEX. NAT. RES. CODE ANN. 31 TEX. ADMIN. CODE Chapter 13 (Land Resources), et seq., and all other applicable statutes and rules, as the same may be amended from time to time, and is subject to all applicable regulations promulgated from time to time.

Purchase Option Arrangement dated September 2014 with the State of Texas
Purchase Option Agreement • November 27th, 2019 • Texas Mineral Resources Corp. • Gold and silver ores • Texas
VARIATION OF OPTION AGREEMENT
Variation of Option Agreement • November 27th, 2019 • Texas Mineral Resources Corp. • Gold and silver ores • Delaware

We refer to the Option Agreement between Texas Mineral Resources Corp. (a Delaware corporation) (Texas Mineral Resources) and Morzev Pty Ltd (ACN 604 624 535) (Morzev) (together, the Parties) dated 28 August 2018 and varied on 20 September 2018 (Agreement). Capitalised terms used in this variation agreement have the same meanings as under the Agreement unless the context requires otherwise. The purpose of this variation agreement is to record the Parties’ agreement, in accordance with clause 11.03 of the Agreement, to give effect to the variation set out below.

AMENDED AND RESTATED OPTION AGREEMENT BETWEEN TEXAS MINERAL RESOURCES CORP., AND USA RARE EARTH, LLC DATED: AUGUST-23, 2019
Option Agreement • November 27th, 2019 • Texas Mineral Resources Corp. • Gold and silver ores • Delaware

THIS AMENDED AND RESTATED OPTION AGREEMENT (this “Agreement”) made effective as of the 23 day of August 2019 between Texas Mineral Resources Corp., a Delaware corporation (the “Texas Mineral Resources”), and USA Rare Earth, LLC, a Delaware limited liability company (“USA Rare Earth”).

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