Exhibit 10.2


 


 


 


June 10, 2020


 


NioCorp Developments Ltd.


7000 South Yosemite Street, Suite115


Centennial, CO 80112


 


Attention: Neal
Shah, CFO


 


Dear Sirs/Mesdames:


 


		Re:	6th Amending Agreement -

Credit Facility Agreement between NioCorp Developments Ltd. and Mark Smith



 


Pursuant to a credit facility agreement
between NioCorp Developments Ltd. (the “Borrower”) and Mark Smith (the “Lender”) dated January 16, 2017 and
as amended March 20, 2017 and February 26, 2018 and May 14, 2019 and January 10, 2020 and April 2, 2020 (the “Credit Facility
Agreement”), the Lender advanced a loan to the Borrower on the terms and conditions set out therein.


 


The Borrower and the Lender wish to amend
the Credit Facility Agreement in the manner set forth herein.


 


INTERPRETATION


 


All words and expressions defined in the
Credit Facility Agreement have the same meaning when used herein. Reference to the Credit Facility Agreement includes amendments
thereto from time to time, including the amendments made by this amending agreement. All references herein to sections of or schedules
to an agreement other than this amending agreement are to sections of and schedules to the Credit Facility Agreement, unless otherwise
expressly stated. Clause headings are for reference only.


 


EFFECTIVE DATE


 


The provisions of the Credit Facility Agreement
are amended as set out in this amending agreement effective as of the date of acceptance by Borrower below.


 


AMENDMENTS


 


		1.	Section 1.1(b) of the Credit Facility
Agreement shall be deleted and replaced in its entirety with the following new Section 1.1(b):



 


		(b)	“Credit Facility” means the non-revolving credit facility in the amount of up
to $3,500,000 which will be made available by the Lender to the Borrower in accordance with the terms hereof;



 



     


     


    




 


		2.	Section 1.1(k) of the Credit Facility Agreement shall be deleted and replaced in its entirety with
the following new Section 1.1(k):



 


		(k)	“Term” means a period commencing on the Effective Date and expiring December
15, 2020.



 


		3.	Section 2.7(d) of the Credit Facility Agreement shall be deleted and replaced in its entirety with
the following new Section 2.7(d):



 


		(d)	not cause the total Principal advanced to exceed $3,500,000; and



 


MISCELLANEOUS


 


With the exception of the foregoing amendments,
the Credit Facility Agreement shall continue in full force and effect unamended.


 


This amending agreement may be executed
by the parties hereto in separate counterparts, each of which when so executed and delivered (including by facsimile transmission
or as a pdf attachment to an e-mail) shall constitute an original, but all such counterparts when taken together shall constitute
one and the same instrument.


 


Please indicate your acceptance of this
amending agreement by signing and returning the enclosed duplicate copy of this letter.


 


Yours truly,


 


	MARK A. SMITH	 
	 	 
	/s/ Mark A. Smith	 


 


Accepted by Borrower as of the 10th
day of June, 2020.


 


NIOCORP
dEVELOPMENTS lTD.


 


	By:	/s/ Neal S. Shah	 
	 	Name:  	Neal S. Shah	 
	 	Title:	Chief Financial Officer