2014-09-15_REVISION - M2007044 (3)

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Cody WHEN RECORDED RETURN TO: Energy Fuels Resources (USA) Inc. RCCEI Y EL) 225 Union Blvd., Suite 600 Lakewood, CO 80228 SO Attn: David C. Frydenlund, General Counsel DIVISION OF RECLAMATICW MININGMD SAFE7y :.. Space above for County Recorder's Use Tax Serial Number: Not Assigned ASSIGNMENT AND ASSUMPTION AGREEMENT (Little Maverick,Whirlwind) This Assignment and Assumption Agreement (this "Agreement"), entered into as of July 1, 2014, (the "Effective Date"), is by and between ENERGY FUELS RESOURCES CORPORATION, a Colorado corporation ("Assi nor'), and EFR COLORADO PLATEAU LLC, a Colorado limited liability company ("Assignee"). Assignor and Assignee are referred to herein individually as a"Party" and collectively as the "Parties." RECITALS A. WHEREAS Little Maverick Mining Company and Assignor have entered into that certain mining lease described on Exhibit A hereto and incorporated herein (the 'Lease"); B. AND WHEREAS Assignor desires to convey and assign all of its right, title and interest in the Lease to Assignee; C. AND WHEREAS Assignee desires to acquire the Lease from Assignor and to assume all obligations of Assignor thereunder. AGREEMENT For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows: 1. Assignment. Assignor hereby transfers, conveys, and assigns unto Assignee, its successors and assigns, all of Assignor's assignable right, title and interest in and to the Lease, together with all of Assignor's covenants, conditions, obligations and liabilities in and under the Lease. 2. Assum tion. In consideration for the foregoing assignment, Assignee hereby assumes and agrees to be bound by all express and implied covenants, conditions, obligations . and liabilities in and under the Lease.