Uranium Energy Corp.: Exhibit10.24 - Filed by newsfilecorp.com








	NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL
      PERSON, YOU MAY REMOVE OR STRIKE ANY OF THE FOLLOWING INFORMATION FROM ANY
      INSTRUMENT THAT TRANSFERS AN INTEREST IN REAL PROPERTY BEFORE IT IS FILED
      OF RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR
      DRIVER’S LICENSE NUMBER. 



MEMORANDUM OF IN-SITU URANIUM MINING LEASE



	STATE OF TEXAS 	§ 
	  	§ 
	COUNTY OF DUVAL 	§ 



              
WHEREAS, ANDERSON LAND, LTD., JOE P. PRITCHETT, VICTORIA TRADING CO., L.L.C.,
AND BOTTOM INVESTMENT CO., LTD. (collectively, “Lessor”), whose mailing address
is 5005 Woodway, Suite 300, Houston, Texas 77056, and URANIUM ENERGY, CORP.,
(collectively “Lessee”) a Nevada Corporation, whose address is 545 N. Upper
Broadway, Suite 403, Corpus Christi, Texas, 78401, (“Lessee”), entered into an
In-Situ Uranium Mining Lease (the “Lease”) of even date herewith covering
1,005.54 acres, more particularly described on Exhibit “A” which is attached
hereto and incorporated herein for all purposes (the “Leased Premises”); and


              
WHEREAS, Lessor and Lessee wish to give notice that said In-Situ Uranium Mining
Lease leases and lets the above-referenced 1,005.54 acres, more or less, unto
Lessee upon and subject to the terms, conditions, limitations, covenants,
exceptions and reservations contained in the Lease for the following sole
purposes: 

	 	(a) 	
      investigating, exploring, prospecting, drilling, solution
      or in-situ mining, operating for, producing, extracting, milling,
      treating, processing, upgrading, removing, transporting, stockpiling,
      storing and selling Uranium-bearing Products, By- Products and Other
      Mineral Products (as those terms are hereinafter defined in the Lease),
      including, but not limited to, uranium, uranium-bearing ores, thorium and
      all other fissionable materials, and vanadium, molybdenum and other
      associated substances, uranium oxide
      (U308 ), uranium concentrate
      (yellowcake), uranium- bearing material, leachate solutions and products
      manufactured therefrom, and all other ores, metals, materials and minerals of any nature,
      to the extent and only to the extent they are produced from the Leased
      Premises by virtue of In-Situ leaching solution mining methods
      (hereinafter referred to either individually or collectively as “Leased
      Substances”). Notwithstanding anything to the contrary stated elsewhere
      herein, it is controllingly provided that Leased Substances shall exclude
      sand, sulfur, gravel, caliche, coal, lignite, oil, gas, condensate,
      casinghead gas, distillate, and other hydrocarbon substances, and also any
      mineral or substance of any kind or character that is produced on the
      Leased Premises by any method other than In-Situ leaching solution mining
      methods. Other than In-Situ mining methods, no other methods including
      open pits and strip mining shall be utilized without Lessor’s prior
      written consent; and








	 	 	 
	 	(b) 	
      injecting gas, water, other fluids, air and any other
      substances or fluids commonly associated with generally accepted In-Situ
      leaching solution mining practices into subsurface strata, and conducting
      all types of generally accepted solution mining recovery operations for
      Leased Substances, and to the extent legally allowed by all requisite
      Federal, State and local authorities, law and administrative rules
      establishing and using facilities for the acquisition, disposition or
      disposal of Leased Substances, salt, water, In-Situ leaching solutions,
      tailings and other waste materials produced or generated in the extraction
      of the Leases Substances;

	 	 	 
	 	(c) 	
      laying pipelines, building roads, bridges, tanks, power
      lines, telephone lines, satellite ion-exchange units, together with the
      maintenance and removal thereof, and any other improvements, structures
      and facilities thereupon that are necessary to conduct In-Situ Leaching
      Solution mining recovery, and restoration operations under this
    Lease;

	 	 	 
	 	(d) 	
      reclaiming and restoring the Leased Premises pursuant to
      the terms of this Lease and any governmental rules and regulations;
    and

	 	 	 
	 	(e) 	
      together with such rights and easements in the Leased
      Premises which are necessary, convenient, or useful in Lessee’s operations
      on the Leased Premises to carry out the limited purposes of the
    Lease.



              
NOW, THEREFORE, the undersigned parties hereby give notice of the following: (i)
the Lease has a primary term ending at 11:59 o’clock p.m. on the 19th day of
February, 2016, (ii) the primary term of the Lease may be extended until
February 19, 2019 at the option of the Lessee in the event the terms and
conditions of the option are met, (iii) the Lease may be continued in force hereafter in
accordance with the provisions set out in the Lease; (iv) the provisions of the
Lease may affect each party’s respective title to the subject property; (v) the
terms, conditions, limitations, covenants, exceptions and reservations contained
in the Lease contain enforcement mechanisms that may affect title; (vi) the
terms, conditions, limitations, covenants, exceptions, and reservations of the
Lease are incorporated herein by reference and made a part hereof for all
purposes as though the same were fully set forth herein; and (vii) duplicate
originals of the Lease are kept by Lessor and Lessee at their offices where the
same may be examined by any person having the lawful right or legitimate
interest therein. 




              
This Memorandum of In-Situ Uranium Mining Lease may be executed in multiple
counterparts, each of which shall, for all purposes, be deemed an original and
shall be binding on any and all persons executing same or any counterpart
thereof, whether or not all of the herein-named parties have signed. For the
purpose of recordation, this document may be disassembled and the signature and
acknowledgment page from each counterpart may be reassembled with one full
counterpart into a single instrument. 

              
IN WITNESS WHEREOF, this instrument is executed effective the 20th day of
February, 2012 at 12:01 a.m. (Corpus Christi, Texas time). 

	LESSOR: 	 	LESSEE:
  
	 	 	 
	ANDERSON LAND, LTD.
	 	Uranium Energy
      corp. 
	 	 	 
	By: 	CROSSFIRE, LLC 	 	By: 	“Harry L. Anthony” 
	  	The General Partner of Anderson
      Land, Ltd. 	 	  	  
	 	 	 	 	 
	By: 	                 
                 “Neal B. Andossd” 	 	Name: 	 
	Name: 	                 
                 Neal B. Andossd 	 	Title: 	  
	Title: 	                 
                   “Vice-President”
	 	  	 







	"Joe P. Pritchett”                                                     
     
	Joe P. Pritchett 
	  	  
	VICTORIA TRADING CO., L.L.C. 
	 
	By: 	                                       
	  	David O. Rogers, Member
	  	 
	  	  
	BOTTOM INVESTMENT COMPANY, LTD. 
	 
	By: 	_______________________________
	  	Elliott B. Bottom, General Partner
  






	_______________________________
	Joe P. Pritchett 
	  	  
	VICTORIA TRADING CO., L.L.C. 
	 
	By: 	“David O.
      Rogers”                                               
	  	David O. Rogers, Member OWNER/MANAGER
  
	  	JR. 
	  	  
	BOTTOM INVESTMENT COMPANY, LTD. 
	 
	By: 	_______________________________
	  	Elliott B. Bottom, General Partner
  







	_________________________________________
	Joe P. Pritchett 
	  	  
	VICTORIA TRADING CO., L.L.C. 
	 	 
	By: 	_______________________________
	  	David O. Rogers, Member 
	  	  
	BOTTOM INVESTMENT COMPANY, LTD. 
	 	 
	By: 	“Elliott B.
      Botttom”                                     
       
	 	Elliott B. Bottom, General
      Partner  








	STATE OF TEXAS 	§ 
	  	§ 
	COUNTY OF HARRIS 	§ 



                 This
instrument was acknowledged before me on this
__“6th”day of ___“March”, 2012, by
CROSSFIRE, LLC, the Gen al Partner of ANDERSON LAND, LTD., a Texas Limited
Partnership, by ____“Neal B. Anderson” Vice President___(title)
Vice-President of CROSSFIRE, LLC, on behalf of ANDERSON LAND, LTD. 


	“Debra
      Yorek”                                        
        
	Notary Public 
	My Commission
      Expires: 9/15/2012  





	STATE OF TEXAS 	§ 
	  	§ 
	COUNTY OF NUECES 	§ 



                 This
instrument was acknowledged before me on this day of ______________, 2012, by
Joe P. Pritchett. 



	_______________________________
	Notary Public 
	My Commission Expires:
________________





	STATE OF TEXAS 	§ 
	  	§ 
	COUNTY OF 	§ 



                 This
instrument was acknowledged before me on this _____day of _______________, 2012,
by VICTORIA TRADING CO., L.L.C. by David 0. Rogers, Jr., Member of VICTORIA
TRADING CO., L.L.C., a Texas Limited Liability Company. 




	_______________________________
	Notary Public 
	My Commission Expires:
____________



3






	STATE OF TEXAS 	§ 
	  	§ 
	COUNTY OF NUECES 	§ 



                 This
instrument was acknowledged before me on this _______day of ________________,
2012, by CROSSFIRE, LLC, the General Partner of ANDERSON LAND, LTD., a Texas
Limited Partnership, by _______________________, _____________(title)
Vice-President of CROSSFIRE, LLC, on behalf of ANDERSON LAND, LTD. 


	_______________________________
	Notary Public 
	My Commission Expires:
____________





	STATE OF TEXAS 	§ 
	  	§ 
	COUNTY OF NUECES 	§ 



                 This
instrument was acknowledged before me on this “2/13” day of
___“February”_________, 2012, by Joe P. Pritchett. 


	“Dorothy A.
      Pelham”                                  
        
	Notary Public 
	My Commission Expires:
____________





	STATE OF TEXAS 	§ 
	  	§ 
	COUNTY OF NUECES 	§ 



                 This
instrument was acknowledged before me on this ___________day of _______________,
2012, by VICTORIA TRADING CO., L.L.C. by David O. Rogers, Jr., Member of
VICTORIA TRADING CO., L.L.C., a Texas Limited Liability Company. 


	_____________________________
	Notary Public 
	My Commission Expires:
___________



4






	STATE OF TEXAS 	§ 
	  	§ 
	COUNTY OF NUECES 	§ 



                 This
instrument was acknowledged before me on this _______day of ________________,
2012, by CROSSFIRE, LLC, the General Partner of ANDERSON LAND, LTD., a Texas
Limited Partnership, by _______________________, _____________(title)
Vice-President of CROSSFIRE, LLC, on behalf of ANDERSON LAND, LTD. 


	_______________________________
	Notary Public 
	My Commission Expires:
_______________





	STATE OF TEXAS 	§ 
	  	§ 
	COUNTY OF NUECES 	§ 



                 This
instrument was acknowledged before me on this _________________day of
____________, 2012, by Joe P. Pritchett. 


	
      ______________________________

	Notary Public 
	My Commission Expires:
____________________





	STATE OF TEXAS 	§ 
	  	§ 
	COUNTY OF HIDALGO 	§ 



               
 This instrument was acknowledged before me on this
7TH day of _March, 2012, by VICTORIA
TRADING CO., L.L.C. by David O. Rogers, Jr., Member of VICTORIA TRADING CO.,
L.L.C., a Texas Limited Liability Company. 


	 “Sylvia
      Gonzales”                                                   
                      
    
	Notary Public 
	My Commission Expires: MARCH 30, 2013




5 






	STATE OF TEXAS 	§ 
	  	§ 
	COUNTY OF HIDALGO 	§ 



          
This instrument was acknowledged before me on this
8TH day of March, 2012, by BOTTOM
INVESTMENT COMPANY, LTD., by Elliott B. Bottom, a General Partner of BOTTOM
INVESTMENT COMPANY, LTD., a Texas Limited Partnership. 


	“Judy R.
      Miller”                                    
       
	Notary Public 
	My Commission Expires: 6/22/15






	STATE OF TEXAS 	§ 
	  	§ 
	COUNTY OF HUECES 	§ 



          
This instrument was acknowledged before me on this 20 day of
March, 2012, by URANIUM ENERGY CORP., by “Harry L. Anthony” ,
COO of URANIUM ENERGY CORP., a Nevada Corporation. 


	“Robert
      Gaston”                                                       
	Notary Public 
	My Commission Expires:
___________



6 




Exhibit “A” 
To 
Memorandum of In-Situ Uranium
Mining Lease 

ATTACHED TO AND MADE A PART OF THAT
CERTAIN MEMORANUM OF IN-SITU URANIUM MINING LEASE BY AND BETWEEN ANDERSON LAND,
LTD., ET AL LESSOR, AND URANIUM ENERGY CORP., LESSEE, DATED EFFECTIVE February
20, 2012 at 12:01 a.m. (Corpus Christi, Texas time). 

LEASED PREMISES DESCRIPTION 

Being a called, 1,005.54 acre tract, being all of a called 320
acre tract, being all of the E. GRAVIS Survey No. 242 N12, Abstract No.
1651 and described as First Tract, all of a called 551 acre tract, being out of
the E. GRAVIS Survey No. 240, Abstract No. 1648 and described as Seventh
Tract and the West 129 acres of a called 254 acre tract, being out of the
S.A. & M.G.R.R.CO. Survey No. 87, Abstract o. 519, all recorded in
Volume 190, Page 399, in the Deed Records of Duval County, Texas. Said 1,005.54
acre tract being located approximately 5.5 miles North Northeast of Benavides,
Texas and is described, more particularly, by metes and bounds as follows: 

BEGINNING at a point on the East line of a called
3,100.64 acre tract, as described in Volume 61, Page 285 in the Deed Records of
Duval County, Texas, same being the East line of the S.K. & K. Survey No.
241, Abstract No. 551, being the Northwest corner of the M. CADENA Survey
S/2 242, Abstract No. 1240, same being the Southwest corner of said Survey N/2
242 and for the Southwest corner of this tract of land herein described: 

HENCE-N 00° 30’ 00” E, with the West line of said Survey
No. 242 and No. 240, a distance of 6,652.50 feet to a point for the Northwest
corner of said 551 acre tract and a corner of this tract of land herein
described; 

THENCE-N 78° 28’ 00” E, with the North line of said 551
acre tract a distance of 3,181.94 feet to a point for corner of said 551 acre
tract and of this tract of land herein described; 

THENCE-S 81° 05’ 00” E, with the North line of said 551
acre tract, a distance of 513.19 feet to a point for corner of said 551 acre
tract and of this tract of land herein described; 

THENCE-S 80° 00’ 00” E, with the North line of said 551
acre tract, a distance of 671.53 feet to a point for corner of said 551 acre
tract and of this tract of land herein described; 

THENCE-N 06° 30’ 00” E, with the North line of said 551
acre tract, a distance of 779.39 feet to a point for corner of said 551 acre
tract and of this tract of land herein described;

7 




THENCE-EAST, a distance of 380.97 feet to a point on the
West line of Said Survey No. 87, same being the West line of said 254 acre
tract, for a corner of said 551 acre tract and of this tract of land herein
described; 

THENCE-NORTH, a distance of 1,581.19 feet to a point on
the West line of Said Survey No. 87, for the Northwest corner of said 254 acre
tract and a corner of this tract of land herein described; 

THENCE-S 77° 00’ 00” E, with the North line of said 254
acre tract, a distance of 1,672.26 feet to a point for corner of this tract of
land herein described; 

THENCE-SOUTH, a distance of 3,260.59 feet to a point on
the South line of Said Survey No. 87 and of said 254 acre tract, for a corner of
this tract of land herein described; 

THENCE-N 89° 59’ 57” W, along and with the South line of
said Survey No 87 and said 254 acre tract, a distance of 907.18 feet to a point
for corner of said Survey No. 240, same being the Northwest corner of the E.
GRAVIS Survey o. 88, Abstract No. 1649, same being a corner of said 551 acre
tract of this tract of land herein described; 

THENCE-SOUTH, along and with the East line of said 551
acre tract and 320 acre tract, same being the East line of said Survey No. 240
and No. 242, same being the West line of said Survey No. 88, a distance of
5,811.11 feet to a pint on the West line of the M. CADENA Survey,
Abstract No. 977, being the Southeast corner of said 320 acre tract and of this
tract of land herein described; 

THENCE-WEST, along and with the South line of said 320
acre tract, same being the South line of the North 1/2 of Survey No. 242, a
distanced of 5,535.49 feet to the POINT OF BEGINNING and containing
1,005.54 acres of land, more or less, within these metes and bounds. 

8