NIOCORP DEVELOPMENTS LTD - FORM 10-K - EX-10 - CONTRACT ASSIGNMENT AND NOVATION AGREEMENT, DATED AS OF AUGUST 31, 2020, AMONG T - September 16, 2020

Attached files

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EX-32 - CERTIFICATION OF THE CHIEF FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, - NIOCORP DEVELOPMENTS LTDsf0013h_ex32-2.htm
EX-32 - CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, - NIOCORP DEVELOPMENTS LTDsf0013h_ex32-1.htm
EX-31 - CERTIFICATION OF THE CHIEF FINANCIAL OFFICER PURSUANT TO EXCHANGE ACT RULES 13A- - NIOCORP DEVELOPMENTS LTDsf0013h_ex31-2.htm
EX-31 - CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER PURSUANT TO EXCHANGE ACT RULES 13A- - NIOCORP DEVELOPMENTS LTDsf0013h_ex31-1.htm
EX-23 - CONSENT OF MR. JEAN-FRANCOIS ST-ONGE, P. ENG - NIOCORP DEVELOPMENTS LTDsf0013h_ex23-3.htm
EX-23 - CONSENT OF MR. GLEN KUNTZ, P. GEO - NIOCORP DEVELOPMENTS LTDsf0013h_ex23-2.htm
EX-23 - CONSENT OF BDO USA. - NIOCORP DEVELOPMENTS LTDsf0013h_ex23-1.htm
EX-10 - PROMISSORY NOTE UNDER THE SBA PAYCHECK PROTECTION PROGRAM DATED APRIL 17, 2020 B - NIOCORP DEVELOPMENTS LTDsf0013h_ex10-24.htm
EX-10 - LOAN AGREEMENT UNDER THE SBA PAYCHECK PROTECTION PROGRAM DATED APRIL 17, 2020 BE - NIOCORP DEVELOPMENTS LTDsf0013h_ex10-23.htm
EX-10 - WOLTEMATH 003J EXTENSION TO OPTION TO PURCHASE, DATED DECEMBER 23, 2019, AMONG E - NIOCORP DEVELOPMENTS LTDsf0013h_ex10-9.htm
EX-10 - WOLTEMATH 003J AMENDED AND RESTATED OPTION TO PURCHASE, DATED JANUARY 4, 2017, A - NIOCORP DEVELOPMENTS LTDsf0013h_ex10-8.htm
EX-10 - BEETHE008 EXTENSION TO OPTION TO PURCHASE, DATED APRIL 29, 2020, AMONG ECRC AND - NIOCORP DEVELOPMENTS LTDsf0013h_ex10-7.htm
EX-10 - AMENDMENT TO CONTRACT, DATED SEPTEMBER 1, 2019, BETWEEN THE COMPANY AND KMSMITH, - NIOCORP DEVELOPMENTS LTDsf0013h_ex10-3.htm
10-K - ANNUAL REPORT - NIOCORP DEVELOPMENTS LTDsf0013h_10k.htm

 

Exhibit 10.4

 

CONTRACT ASSIGNMENT AND NOVATION AGREEMENT

 

THIS CONTRACT ASSIGNMENT AND NOVATION AGREEMENT (this “Agreement”) is made as of August 31, 2020 by and between KMSMITH, LLC. a company incorporated under the laws of Delaware, USA and having an office in Highlands Ranch, Co, USA (“Assignor”), and 76 Resources, Inc. a company incorporated under the laws of Delaware, USA and having an office in Highlands Ranch, Co, USA (“Assignee”), and NioCorp Developments, Ltd., (“NioCorp”), a company incorporated under the laws of the Province of British Columbia and having a place of business at 7000 S. Yosemite, Suite 115, Centennial, Colorado, 80112.

 

WHEREAS, Assignor and NioCorp are parties to that certain CONSULTING AGREEMENT, dated as of September 23, 2013, as amended on September 1, 2019, which immediately prior to giving effect to this Agreement, remains in full force and effect as amended, (the “Agreement”);

 

WHEREAS, Assignor desires to be discharged from the performance of the obligations enumerated in the Agreement;

 

WHEREAS, NioCorp is willing to release Assignor from the obligations enumerated in the Agreement;

 

NOW THEREFORE, in consideration of the mutual covenants herein contained, the parties agree for themselves, their successors and assigns, as follows:

 

1.Assignor hereby assigns, transfers, conveys and delivers to Assignee, effective as of September 1, 2020 (the “Effective Date”), all of Assignor’s right, title and interest in, to and under the Agreement.

 

2.Assignee hereby accepts such assignment and agrees to assume, from and after the Effective Date, all of Assignor’s rights, duties and obligations in, to and under the Agreement. Upon such assignment and assumption, Assignor shall be released from all rights, duties and obligations with respect to the Agreement, and Assignee agrees to reimburse Assignor for and hold Assignor harmless against any obligation to perform any of the assigned duties and obligations included in the Agreement.

 

3.Assignor, Assignee and NioCorp hereby agree that this Agreement shall constitute a novation of the obligations of Assignor under the Agreement. Accordingly, all of the rights, duties and obligations of Assignor under the Agreement are hereby extinguished with respect to the Agreement. NioCorp recognizes Assignee as Assignor’s successor in interest in and to all of Assignor’s rights, duties and obligations in, to and under the Agreement.

 

4.This Agreement shall inure to the benefit of and be binding upon the parties hereto and their successors and assigns.

 

5.The parties hereto agree that they will take those actions reasonably necessary to carry out the matters contemplated by this Agreement or any of its provisions.

 

6.Assignor, Assignee and NioCorp consent to all of the provisions of this Agreement.

 

 

 

 

7.Capitalized terms used but not otherwise defined in this Agreement shall have the respective meanings as set forth in the Agreement.

 

IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the date first written above.

 

Assignor:   Assignee:  
KMSMITH, LLC.   76 Resources, Inc.  
           
           
By: /s/ Mark A. Smith   By: /s/ Mark A. Smith  
  (Signature)     (Signature)
           
  Mark A. Smith     Mark A. Smith
  (Print or type name)     (Print or type name)
           
Title: General Manager   Title: President  
           
Date: August 31, 2020   Date: August 31, 2020  

 

NioCorp:

NioCorp Developments, Ltd.

 

By: /s/ John F. Ashburn Jr.    
  (Signature)    
           
  John F. Ashburn, Jr.    
  (Print or type name)    
           
Title: Vice President & General Counsel    
           
Date: August 31, 2020    

 

The undersigned, Mark A. Smith, hereby acknowledges and agrees to the terms of this Novation Agreement as it applies to him in his personal capacity, 

 

__/s/ Mark A. Smith ___________________

Mark A. Smith

 

 

 

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