Filed by Avantafile.com - I-Minerals Inc. - Exhibit 10.28





THIS SIXTH AMENDING AGREEMENT is made as of March 9, 2021.


AMONG:


	 	I-Minerals Inc., a body corporate, continued under the laws of Canada, having its head office at Suite 880 — 580 Hornby Street, Vancouver, British Columbia,
Canada V6C 3B6





 


	 	(hereinafter called the "Company")





 


OF THE
FIRST PART


AND:






	 	i-minerals USA Inc., an Idaho limited liability company, having an office
c/o the Company, at Suite 880 — 580 Hornby Street, Vancouver, British Columbia, Canada V6C 3B6





 


	 	(hereinafter called the "Subsidiary")





 


OF THE
SECOND PART


AND:






	 	BV Lending, LLC, an Idaho limited liability company, having its head office
at Suite 300, 2194 Snake River Parkway, Idaho Falls, Idaho, U.S.A. 83402





 


	 	(hereinafter called "BV")





 






OF THE
THIRD PART






WHEREAS:






	A. 	              Pursuant to an agreement among the parties dated October 25, 2019, as
amended by an amending agreement dated November 25, 2019 (hereinafter called the “First Amending Agreement”), as amended
by an amending agreement dated January 20, 2020 (hereinafter called the “Second Amending Agreement”), as amended by an
amending agreement dated June 4, 2020 (hereinafter called the “Third Amending Agreement”), as amended by an amending
agreement dated July 8, 2020 (hereinafter called the “Fourth Amending Agreement”), as amended by an amending agreement
dated December 3, 2020 (hereinafter called the “Fifth Amending Agreement”), with the agreement dated October 25, 2019,
as amended by the First Amending Agreement, the Second Amending Agreement, the Third Amending Agreement, the Fourth
Amending Agreement, and the Fifth Amending Agreement hereinafter collectively called the “Loan Agreement”, B.V. agreed
to advance certain funds to the Company to advance its Bovill Kaolin Project located in the State of Idaho, U.S.A.;





 


	B. 	               The parties wish to further amend certain of the provisions of the
Loan Agreement on the terms and conditions hereinafter set forth;





 


	C. 	       The Subsidiary is a wholly-owned subsidiary of the Company and is the legal
owner of the Helmer Bovill Property hosting the Bovill Kaolin Project in the State of Idaho, U.S.A., as referred to in
Recital A. herein;





 


NOW THEREFORE THIS SIXTH AMENDING AGREEMENT WITNESSETH
that in consideration of these presents and for other good and valuable consideration, the receipt and sufficiency of
which is hereby acknowledged by each of the parties, the parties hereby agree as follows:







2






	1. 	        The parties agree that the Loan Agreement is hereby amended as
follows.





 


	 	Paragraph 6.01 is replaced in its entirety with the following:





 


	 	“6.01   The parties agree that the Company will repay the Indebtedness on
April 15, 2021.”





 


	2. 	        Except as amended by this Sixth Amending Agreement, all of the other terms
and conditions of the Loan Agreement remain in full force and effect.





 


	3. 	        Each of the parties agrees to do and/or execute all such further and other
acts, deeds, things, devices, documents and assurances that may be required in order to carry out the true intent and
meaning of this Sixth Amending Agreement.





 


	4. 	        This Sixth Amending Agreement and any certificate or other writing
delivered in connection herewith may be executed in any number of counterparts and any party hereto may execute any
counterpart, each of which when executed and delivered will be deemed to be an original and all of which counterparts of
this Sixth Amending Agreement or such other writing, as the case may be, taken together, will be deemed to be one and
the same instrument. The execution of this Sixth Amending Agreement or any other writing by any party hereto will not
become effective until each party hereto has executed a counterpart of this Sixth Amending Agreement or any other
writing, as the case may be.





 


	5. 	        Each of the parties hereto will be entitled to rely upon delivery by
facsimile or by email of executed copies of this Sixth Amending Agreement and any certificates or other writings
delivered in connection herewith, and such facsimile or emailed copies will be legally effective to create a valid and
binding agreement among the parties in accordance with the terms and conditions of this Sixth Amending Agreement.





 


	6. 	        This Sixth Amending Agreement shall enure to the benefit of and be binding
upon the parties hereto and each of their successors and permitted assigns, as the case may be.





 


IN WITNESS WHEREOF the parties have executed and
delivered this Sixth Amending Agreement as of the day and year first above written.










3


Executed by
I-Minerals Inc.
   in the   presence of:           


Signed   “John Theobald” 
                                 
        
Authorized   Signatory               


Executed by
i-minerals USA Inc.
in the   presence of:           


Signed   “John Theobald” 
                                 
       
Authorized   Signatory               


Executed by
BV Lending, LLC


 By:        Ball Ventures, LLC, an Idaho   limited liability
company,   the Member


By: BV   Management Services,
Inc., an Idaho
corporation,   the Manager


	 	Per: 	Signed “Cortney Liddiard” 
Cortney Liddiard,   President











	 	DATED:            March 9, 2021

	 
	 	

        Between:

        I-Minerals Inc.

        OF THE FIRST PART

        And:

        i-minerals USA Inc.

        OF THE SECOND PART

        And:

        BV Lending, LLC

        OF THE THIRD PART

        

	 
	 	
SIXTH AMENDING
AGREEMENT

	 









 


Tupper Jonsson & Yeadon


1710 - 1177 West Hastings Street


Vancouver, B. C.


V6E 2L3


 


Telephone: (604) 640-6355




THIS AGREEMENT is dated March 9, 2021.






BETWEEN:






	 	I-Minerals Inc., a body corporate, continued under the laws of
Canada, having its head office at Suite 880 – 580 Hornby Street, Vancouver, British Columbia, Canada V6C 3B6





 


	 	(hereinafter called the “Company”)





 


OF THE FIRST PART


AND:






	 	BV Lending, LLC, an Idaho limited liability company, having its head
office at Suite 300, 2194 Snake River Parkway, Idaho Falls, Idaho, U.S.A. 83402





 


	 	(hereinafter called “BV”)





 


OF THE SECOND PART


WHEREAS:






	A. 	       Pursuant to an agreement among the parties dated June l, 2016, as amended by
an amending agreement dated October 25, 2017 (hereinafter called the "First Amending Agreement"), as further amended by
an amending agreement dated January 19, 2018 (hereinafter called the "Second Amending Agreement"), as further amended by
an amending agreement dated March 20, 2018 (hereinafter called the “Third Amending Agreement”), as further amended by an
amending agreement dated March 27, 2019 (hereinafter called the “Fourth Amending Agreement”), as further amended by an
amending agreement dated June 28, 2019 (hereinafter called the “Fifth Amending Agreement”), with the loan agreement
dated June 1, 2016, as amended by the First Amending Agreement, the Second Amending Agreement, the Third Amending
Agreement, the Fourth Amending Agreement and the Fifth Amending Agreement hereinafter collectively called the "Loan
Agreement", BV agreed to advance certain funds to the Company to advance its Bovill Kaolin Project located in the State
of Idaho, U.S.A.;





 


	B. 	       Pursuant to an agreement among the parties dated September 11, 2018
(hereinafter called the “2018 Loan Agreement”), BV agreed to advance an additional $2,500,000 to the Company to further
advance its Bovill Kaolin Project located in the State of Idaho, U.S.A.;





 


	C. 	       The Loan Agreement and the 2018 Loan Agreement are hereinafter collectively
referred to as the “Loan Agreements”; 





 


	D. 	       The Loan Agreements were previously amended by an amending agreement dated
October 25, 2019;







2



	E. 	        Pursuant to paragraph 1.01 of an agreement between the Company and BV dated
June 4, 2020, the date for the repayment of all cash advances made pursuant to the Loan Agreements, together with all
accrued and unpaid interest thereon, was extended until December 15, 2020;





 


	F. 	        Pursuant to paragraph 1.01 of an agreement between the Company and BV dated
December 3, 2020, the date for the repayment of all cash advances made pursuant to the Loan Agreements, together with
all accrued and unpaid interest thereon, was extended until March 15, 2021;





 


	G. 	       The parties have agreed to further extend the repayment date by which the
principal and interest outstanding pursuant to the Loan Agreements is to be made, as provided for herein;





 


NOW THEREFORE THIS AGREEMENT WITNESSETH that in
consideration of these presents and for other good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged by each of the parties, the parties hereby agree as follows:\









	1. 	        Extension for the repayment of the Indebtedness









	1.01 	    Notwithstanding the provisions for the repayment of the cash advances made
pursuant to the Loan Agreements, together with all accrued and unpaid interest thereon, as provided for in the Loan
Agreements and pursuant to certain related promissory notes issued pursuant to the Loan Agreements, the date for the
repayment of all cash advances made pursuant to the Loan Agreements, together with all accrued and unpaid interest
thereon, is hereby extended until April 15, 2021.









	2. 	        Notices









	2.01 	    All notices, payments and other communications given in connection with this
Agreement shall be in writing, and the respective addresses of the parties for the service of any notice, payment or
other communication shall be as follows:





 


	 	(a) 	       if to the Company:





 


	 	I-Minerals Inc.
Suite 880 – 580 Hornby
Street
Vancouver, British Columbia, Canada
V6C 3B6





 


	 	Attention:  Barry Girling, Director
Email: wbg@imineralsinc.com





 


	 	(b) 	      if to BV:





 


	 	BV Lending, LLC





 


	 	P.O. Box 51298
Idaho Falls, ID 83405










3



	 	2194 Snake River Parkway
Suite 300
Idaho Falls, ID 83402









	 	Attention:  Cortney Liddiard, Chief Executive
Officer
Email: flyfish@ballventures.com





 


	 	with a copy to:





 


	 	Thel W. Casper, Esq.
General Counsel to
Ball Ventures, LLC





 


	 	P.O. Box 51298
Idaho Falls, ID 83405





 


	 	2194 Snake River Parkway
Suite
300
Idaho Falls, ID 83402





 


	 	Email: tcasper@ballventures.com 





 


	 	Any notice, payment or other communication shall be sufficiently given if delivered
by email or by hand or by reputable courier service, or, absent postal disruption, if sent by registered mail, postage
prepaid, posted within either Canada or the United States of America, to the parties at their respective addresses for
service as set forth above.  Any notice, payment or other communication shall be deemed to have been given and
received on the first business day on which it is presented during normal business hours at the address for service of
the addressee.  Any party may change its address for service by notice in writing to the other parties.





 


	3. 	        Time of the Essence









	3.01 	    Time shall be of the
essence of this Agreement.





 


	4. 	        U.S. Dollars









	4.01 	    All references herein to
dollar amounts are to lawful currency of the United States of America, unless otherwise specifically provided for
herein.





 


	5. 	        Headings









	5.01 	    The headings contained
herein are for convenience only and shall not affect the meaning or interpretation hereof.





 


	6. 	        Singular and Plural,
etc.







4



	6.01 	    Where the context so
requires, words importing the singular number include the plural and vice versa, and words importing gender shall
include the masculine, feminine and neuter genders.





 


	7. 	        Entire Agreement









	7.01 	    This Agreement constitutes the only agreement among the parties with respect to
the subject matter hereof and shall supersede any and all prior negotiations and understandings.  This Agreement may be
amended or modified in any respect by written instrument only.





 


	8. 	        Severability









	8.01 	    The invalidity or unenforceability of any particular provision of this
Agreement shall not effect or limit the validity or enforceability of the remaining provisions of this Agreement.





 


	9. 	        Governing Law









	9.01 	    This Agreement shall be governed by and construed in accordance with the laws
of the Province of British Columbia and the laws of Canada applicable therein.  The parties irrevocably attorn to the
jurisdiction of the courts of British Columbia, which will have non-exclusive jurisdiction over any matter arising out
of this Agreement.





 


	10. 	      Dispute Resolution









	10.01 	  If any dispute arises between any of the Parties (the Parties in dispute being
the “Participants”) concerning this Agreement or its interpretation or the respective rights, duties or liabilities of
the Parties, then a Participant may give to the other Participants notice in writing of the existence of such dispute,
specifying its nature and the point at issue and the Participants agree:





 


	 	(a) 	        to try to resolve the dispute by participating in a structured negotiation
with a mediator under the Commercial Mediation Rules of British Columbia International Commercial Arbitration Centre
(“BCICAC”);





 


	 	(b) 	       where a dispute is not resolved by mediation within a period of 30 days
after the appointment of a mediator or within such further period of time to which the Participants agree, any
Participant may refer the dispute to be finally resolved by arbitration under the BCICAC Rules.  The appointing
authority will be the BCICAC, the case shall be administered by the BCICAC in accordance with its “Procedures for Cases
under the BCICAC Rules” and the place of arbitration shall be Vancouver, British Columbia. The appointment by the BCICAC
is binding upon all of the Participants;





 


	 	(c) 	       the arbitrator will give his decision in writing within three weeks of his
being appointed and the decision, both on the dispute and on the costs of the arbitration will be final and binding upon
the Participants;





 







5



	 	(d) 	      the arbitrator will have full authority to rule on any question of law in the
same manner as any Judge in any Court of the Province of British Columbia and the ruling of the arbitrator on any
question of law will be final and binding upon the Participants; and





 


	 	(e) 	       the failure of any Participant to abide by the decision of the arbitrator is
considered a material breach of this Agreement.





 


	 	This paragraph shall survive any termination of this Agreement and continues in
full force and effect notwithstanding any determination by a court or the Parties that one or more other provisions of
this Agreement are invalid, contrary to law or unenforceable.







6



	11. 	      Successors and Assigns





 


	11.01 	  The terms and provisions of this Agreement shall be binding upon and enure to the
benefit of each of the parties and their respective successors and permitted assigns; provided that this
Agreement shall not be assignable by any party without the written consent of each of the other parties hereto.





 


	12. 	      Further Assurances





 


	12.01 	  Each of the parties hereto shall do or cause to be done all such acts and things
and execute or cause to be executed all such documents, agreements and other instruments as may reasonably be necessary
or desirable for the purpose of carrying out the provisions and intent of this Agreement.





 


	13. 	      Effective Date





 


	13.01 	  This Agreement is intended to and shall take effect as of the date first set
forth above, notwithstanding its actual date of execution or delivery.





 


	14. 	      Counterparts and Facsimile





 


	14.01 	  This Agreement may be executed in any number of counterparts by original,
facsimile or other form of electronic signature, each of which so executed shall constitute an original and all of which
taken together shall form one and the same agreement.





 


IN WITNESS WHEREOF the parties have executed and
delivered this Agreement as of the day and year first above written.


 


Executed by
I-Minerals Inc.
in   the presence of:           


Signed “John
Theobald”                                           

   Authorized   Signatory               


Executed by
BV Lending, LLC  


	By: 	     Ball Ventures, LLC, an Idaho
limited liability company,   the Member






 


	By: 	     BV Management Services, Inc.,
an
Idaho corporation, the Manager





 


	 	Per: 	Signed
“Cortney Liddiard”
Cortney   Liddiard, President











	 	
        DATED:         March 9, 2021

        

	 
	 	
        


        Between:

        I-Minerals Inc.

        OF THE FIRST PART

        And:

        BV Lending, LLC

        OF THE SECOND PART

        

	 
	 	
AGREEMENT

	 









 


Tupper Jonsson & Yeadon


1710 - 1177 West Hastings Street


Vancouver, B. C.


V6E 2L3


 


Telephone: (604) 640-6355