Uranium Energy Corp.: Exhibit 10.25 - Filed by newsfilecorp.com





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IN-SITU URANIUM MINING LEASE 


	STATE OF TEXAS 	§ 
	COUNTY OF DUVAL 	§ 



     THIS LEASE AND AGREEMENT dated
this 15th day of May, 2009, between
Patricia A. Booth , whose mailing address is , 940 Carmel Parkway,
Corpus Christi, Texas 78411 hereinafter individually or collectively
referred to as "Lessor") and South Texas Mining
Venture, L.L.P., a Texas Limited Partnership, its successors
and assigns, whose mailing address is PO Box 2955, Corpus Christi, Texas 78403
(hereinafter referred to as "Lessee"). 

WITNESSETH 

     That in consideration for Ten
Dollars ($10.00) and other good and valuable consideration paid by Lessee, the
receipt and sufficiency of which is hereby acknowledged by Lessor, and in future
consideration of the Royalties herein provided and the agreements of the Lessee
herein contained, grants, leases and lets unto Lessee, to the extent Lessor has
said rights now or in the future, the land covered hereby (hereinafter referred
to as "Leased Land") with the right of ingress and egress for the purposes
hereinafter specified, the following described land in Duval County, Texas,
containing 1,278.00 acres, more or less,
TO-WIT: 

Being 1,278.00 -acres of land, more or less, said lands
being described as all of Share 2 containing 639 acres and all of Share 3
containing 639 acres of that certain Partition Deed dated September 21, 1942 as
recorded in Volume 54 at Page 144 of the Deed Records of Duval County, Texas
Said 1,278.00 -acres is out of the Joseph Broyles Survey 245, A-948; the J.
Poitevent Survey 11, A-674, the Manuel Cadena Survey 242, A-1240, the Manuel
Cadena Survey 149, A-977, the Hippolito Garecia Survey 115, A-998 and the
Hippolito Garcia Survey 95, A-881 all out of Duval County, Texas. 

In the event above-described lands are not described
correctly, Lessor agrees to execute an instrument or instruments in which to
correctly describe the property or properties. 

     1. Said property is leased for
the purposes of investigating, exploring, prospecting, drilling, solution
mining, producing, extracting, milling, treating, processing, upgrading,
removing, transporting, stockpiling and storing uranium, thorium and other
fissionable or spatially associated substances similar to and produced in
conjunction with those mentioned above (hereinafter referred to individually or
collectively as "Leased Substances") by methods deemed desirable by Lessee; but
excluding sand, gravel, and caliche unless produced in connection with those
mentioned; SPECIFICALLY EXCLUDING oil, gas and associated hydrocarbon
substances. Lessor further grants, leases and lets unto Lessee the Leased Land
for the purposes of injecting gas, water or other fluids commonly associated
with solution mining practices, air and any other substance into the subsurface
strata, conducting all types of solution mining recovery operations for the
Leased Substances; establishing and using facilities for the disposition of
solution, tailings and other waste materials produced in the extraction of the
Leased Substances, laying pipeline, building roads, bridges, tanks, power and
telephone lines, electric and distribution lines and other utilities together
with the maintenance and removal thereof, mills or processing structures or
facilities deemed reasonably necessary by Lessee to conduct solution mining,
recovery and restoration operations granted under this lease. 

Notwithstanding, however, the general provisions of the
foregoing paragraph, it is further agreed and stipulated as follows: 

     The facilities to be placed on
the Leased Premises shall be confined to those facilities reasonably deemed
necessary or convenient by Lessee for exploring, prospecting, mining,
stockpiling, storing, processing, treating upgrading, removing and transporting
the Leased Substances. Lessee is hereby granted the right, without any further
consideration or payment, to use the Leased Premises and other improvements and
facilities on, in or under the Leased Premises for or in connection with the
mining, removing, transporting, preparation and treatment of minerals, metals
and materials (and disposal of waste materials into a waste water disposal well
at a site at Lessee's choice) from adjacent lands, and lands in the areas of
interest, and to construct and use additional facilities on the Leased Premises
for said purposes. and these rights shall survive termination of this lease for
so long a period of time as Lessee has need for all or any of them. 

     2. Subject to the provisions
herein contained, this lease shall remain in force for a term of eight
(8) years from the date first written above (hereinafter referred to as the
"Primary Term") and so long thereafter as uranium or any of the other Leased
Substances is produced in paying quantities from said Leased Land or land with
which said Leased Land is pooled, and/or as long thereafter as this lease may
be maintained in force and effect under any of the other
provisions herein contained. Paying quantities being defined as production in
quantities sufficient to yield a profitable return to Lessee in excess of
drilling, development and operation costs set solely at the discretion of the
Lessee. 




     3. Royalties: Lessee agrees to
pay Lessor royalty on Leased Substances produced, saved and sold from the
Premises as follows: 

	 	a 	
      If Leased Substances mined and produced from the Premises
      by Lessee are sold by Lessee on the basis of a price per pound, Lessee
      shall pay to Lessor a production royalty on such Leased Substances equal
      to the percentage determined in the manner set forth below of the amount
      paid to and received by Lessee upon the sale of such Leased Substances
      through an arms-length transaction. An "arms-length transaction" as used
      in this Paragraph 3, shall be deemed to be a bona fide transaction with a
      third party purchaser not an affiliate, subsidiary or parent of Lessee, or
      other entity in which Lessee has a financial interest by stock ownership
      or otherwise of 10% or more. If such Leased Substances are used by Lessee
      off the Premises, or sold other than through an arms-length transaction,
      then the appropriate royalty percentage shall be applied to the market
      value of such Leased Substances after the same has been processed and
      assayed. If there is no such market value on or near the Premises as of
      the date such Leased Substances are used or sold, such market value shall
      be determined in the general area in which the Premises are situated, or
      if there is no such market in the general area, then at the closest market
      to the Premises. The royalty percentage contemplated by this Paragraph 3A
      shall be determined as follows:




	 	Price per Pound for which 	Royalty 
	 	Leased Substances are Sold 	Percentage Rate 
	 	Less than $30.00 	6.00% 
	 	$30.01 or more but less than $35.00 	7.00% 
	 	$35.01 or more 	8.00% 



	 	b 	
      All royalty payments provided for herein shall be paid
      either directly to Lessor or to the depository bank(s) named hereinabove,
      and shall be payable not later than the 25th day of the month following
      the month in which Lessee receives payment therefor.

	 	 	 
	 	c 	
      Lessor shall have the right, upon 90 days notice to
      Lessee, to receive Lessor's royalty in kind, provided that any such
      election by Lessee must be for a minimum term of at least one (1) year,
      and Lessor, at Lessor's sole expense, shall make available to Lessee all
      necessary facilities to enable Lessee to deliver Lessor's royalty share of
      Leased Substances to Lessor.

	 	 	 
	 	d. 	
      Notwithstanding the use of the term Leased Substances in
      this Paragraph 3, if any other valuable metals, minerals and ores, whether
      similar or dissimilar to uranium, thorium, vanadium, molybdenum, and all
      other fissionable materials, compounds, solutions, mixtures and source
      materials, or any one of them and which are necessarily produced in
      association therewith are produced and marketed from the Leased Premises,
      Lessor shall be paid a production royalty of 10% of the gross sales price
      of such valuable metals, minerals and ores.



The above listed Royalty percentages will be paid based on the
actual net sales proceeds received by Lessee for yellowcake, or slurry, sold and
delivered through an arms length transaction. An arms length transaction shall
be deemed to be a bona fide transaction with a third party purchaser, not an
affiliate, subsidiary or parent of Lessee, or other entity in which Lessee has a
financial interest by stock ownership or otherwise of Ten Percent (10%) or more.


All royalties which are due and payable under the terms of this
lease, shall be paid within twenty-five (25) days after the end of the calendar
month within which Lessee receives the proceeds from the sale of the uranium or
other Leased Substances, which payment shall be subject to adjustment, by
addition to or deduction from royalty due, as a result of actual sale assay.
Lessee's failure to pay or tender or timely pay or tender any sum as royalty,
shall render Lessee liable for the amount due plus simple interest of Twelve
Percent (12%), but shall not operate as a forfeiture or to terminate this lease.


     4. Lessee shall use reasonable
diligence to sell the uranium or Leased Substances and any of them, on which
royalty is payable under the terms of this lease, but in the exercise of such
diligence Lessee shall not be obligated to sell the same, or any of them, under
terms, conditions or circumstances which in the Lessee's judgment, exercised in
good faith, is not in its best interest. 

     5. If Lessee, through the
drilling of a well or wells has discovered uranium or other Leased Substances on
said Leased Land or on land pooled therewith, which in Lessees' opinion is
capable of being produced in commercial quantities, but is not being produced
and this lease is not being maintained otherwise as provided herein; or if
Lessee after commencement of production, periodically suspends production or
sales and stockpiles uranium or other Leased Substances for lack of a market
reasonably satisfactory to Lessee, as determined by Lessee in its sole
discretion, then this lease shall not terminate whether it be during the Primary
or Renewal Term (unless released by Lessee), and it shall nevertheless be considered that uranium or other Leased
Substance is being produced in paying quantities from said Leased Land provided
a Shut-in Royalty is paid. When the lease is continued in force in this manner,
Lessee shall pay or tender as a Shut-in Royalty to the parties who at the time
of such payment would be entitled to receive Royalty hereunder if production
were then occurring, a sum of Ten Dollars ($10.00) per acre on the number of
acres subject to this lease at the time such payment is made for each lease
year, or portion thereof, that this lease is not otherwise maintained. When the
above Shut-in payment is made, it shall serve to extend the term of said lease
for one (1) year from the date said payment is made, whether in the Primary or
Renewal Term. The first payment of such sum shall be made on or before the first
day of the calendar month after ninety (90) days from the date the lease is not
otherwise maintained and thereafter annually on or before each succeeding
anniversary date of such payment. Payments made as Shut-in Royalty under this
paragraph shall be made as advance minimum royalty and after royalty begins to
accrue hereunder, Lessee may offset royalty owing to Lessor by deducting the
abovementioned advance minimum royalty. Advance minimum royalty shall constitute
prepayment of, and advances against royalty accruing at any time hereunder and
Lessee may recover all advance minimum royalty by crediting it against and in
reduction of royalty becoming due at any time until all advance minimum royalty
has been recovered by Lessee. 




     6. If mining operations are not
commenced on said Leased Land or on land pooled therewith on or before one (1)
year from the date first above stated, this lease shall terminate unless on or
before such date Lessee shall pay or tender, or make a bona fide attempt to pay
or tender to Lessor or to the credit of Lessor or Lessor's in
_____________________________________ Bank the sum of Ten Dollars ($10.00) per
acre multiplied by the number of acres retained under this lease (hereinafter
referred to as "Rental"), which shall cover the privilege of deferring
commencement of mining operations for a period of twelve (12) months. In like
manner and upon like payment or tender annually, the commencement of mining
operations may be further deferred for successive period of twelve (12) months
each during the Primary, Renewal and Continuing Term. The payment or tender of
Rental under this paragraph or of any other payment coming due under the terms
of this lease may be made by check or draft of Lessee mailed to the parties
entitled thereto or to said Bank on or before the due date of such payment Such
Bank or its successor, is hereby designated as Lessor's agent to receive from
Lessee all payments by Lessee to Lessor under the terms of this lease and shall
continue as depository for all payments hereunder regardless of changes of
ownership of the Leased Land and/or Leased Substances. Lessees' obligations to
Lessor as to the payment of money under the terms of this lease shall end upon
payment of the correct amounts to Lessor or said Bank, as set forth in this
paragraph, and Lessee in no manner shall be responsible for any disposition or
distribution of moneys so paid or deposited. In the event that such bank (or any
successor bank) should fail, liquidate or be succeeded by another bank, or for
any reason fail or refuse to accept payment, or should Lessor or any Assignee or
Assignees desire to designate another depository bank, then Lessee shall not be
held in default for failure to make payment or tender payment until thirty (30)
days after Lessor, or Lessor's Assignees, shall deliver to Lessee a proper
recordable instrument, naming another bank as agent to receive such payments or
tender. 

     7. If at any time Lessee is in
default in the performance of the terms and conditions of this lease to be
performed by it, and if, within sixty (60) days after written notice of the
default is given by Lessor to Lessee, Lessee has not commenced activities which
will cure the default if pursued diligently, then Lessor may terminate this
lease by written notice to Lessee. If the default is due to failure to timely
pay, ineffective or erroneous payment or deposit as described herein, this lease
shall not terminate, but shall be maintained in the same manner as if such
failure to timely pay, ineffective or erroneous payment or deposit had been
properly made, provided that the abovementioned payment, Rental or Royalty
payment be corrected within sixty (60) days after the receipt by Lessee of
written notice by such party or parties of such error, accompanied by such
instruments as are necessary to enable Lessee to make proper payment. 

     8. If at the expiration of the
Primary or Renewal Term uranium or other Leased Substances is not being produced
from said Leased Land or land pooled therewith, but Lessee is engaged in
operations directed toward the establishment or re-establishment of production
therefrom, this lease shall remain in force so long as such operations are
prosecuted with no cessation of more than ninety (90) consecutive days; and if
the operations result in production, so long thereafter as uranium or other
Leased Substances is produced from said Leased Land or land pooled therewith. If
production of uranium or other Leased Substances from said Leased Land or land
pooled therewith has been obtained, and such production shall cease for any
cause, whether on one or more occasion, this lease shall not terminate if Lessee
commences or resumes operations directed towards the re-establishment of
production from said Leased Land or land pooled therewith within ninety (90)
days after cessation of production and such operations continue with no
cessation of more than ninety (90) days until production is re-established, or
if it be within the Primary or Renewal Term, commences or resumes the payment or
tender of Rentals or commences operations directed towards to re-establishment
of production on or before the Rental payment date next ensuing. 

     9. If, upon the expiration of the
Primary Term, no mining, development or processing is being conducted, and
regardless of whether the Primary Term of this lease is extended by some other
provision herein, then Lessee shall have the right to extend this lease for an
extended primary term by the payment to Lessor of an extension bonus in the
amount of Seventy-five Dollars ($75.00) per acre multiplied by the number of
acres then covered by this lease, and upon payment or tender, this lease shall
automatically and without further action on the part of Lessor or Lessee and
without execution of any additional instrument, be renewed for a term of five
(5) years from and after the Primary Term hereof (hereinafter referred to as the
"Renewal Term") and so long thereafter as uranium or other Leased Substances is being produced in paying quantities from said Leased Land or land with which said Leased Land is pooled. On or before each anniversary date thereafter, Lessee shall pay to Lessor a delay rental in the amount of Five
Dollars Fifteen Dollars acre multiplied by the number of acres retained under this lease which delay rentals shall not be recoupable against any royalty becoming due at any time to Lessor. 








     This lease is also granted for a continuing term as long after the Primary or Renewal Term as any inning, development or processing is being conducted hereunder on a continuous basis. Such operations shall be deemed
conducted on a continuous basis unless and until, after the end of the Primary or Renewal Term, a period of one hundred eighty (180) consecutive days elapses in which no such operations are conducted, excluding, however, periods of force majeure as
provided herein. 


     10. Lessee is hereby granted the right to pool all or any part of said Leased Land with any other land, lease or leases in the vicinity thereof when in Lessee's judgment it is necessary or advisable to do so for the
purpose of exploring or developing and operating the Leased Premises for in situ leach or solution mining operations whether owned by Lessor or a third party at any time and from time to time to explore, drill, solution mine, operate for, produce,
extract, remove and transport uranium or other Leased Substances, provided the area so pooled shall, as near as practicable, cover only the delineated ore body from which production attributable to the pooled area is concerned, but in no event shall
the pooled area exceed twenty (20) acres in size. For the purpose of determining Royalty hereunder, any uranium or other Leased Substances produced from the land so pooled shall be allocated to said Leased Land on the basis the surface acreage
contributed by said Leased Land relates to the total surface acreage of the land so pooled. It shall be conclusively presumed that the uranium or other Leased Substances produced from such pooled land is produced uniformly within the boundaries of
the pooled land both as to quantity and quality, and the amount allocated to the Leased Land shall, for all purposes hereunder, be presumed to have been produced from said Leased Land. 


     11. Lessee shall have the right from time to time and at any time to mix or commingle uranium or other Leased Substances from the Leased Land or land pooled therewith with like substances produced from other land for
transporting, treating, processing and storing prior to or for the purpose of sale. Prior to such mixing or commingling the uranium content or other Leased Substances content where such are being processed for sale, of the raw ore or the amount
thereof in solution (as the case may be), shall be assayed or otherwise determined by periodic sampling, using sound engineering principles and the volume of all solutions produced shall be determined by adequate metering devises. For Royalty
purposes, the uranium or other Leased Substances attributable to the said Leased Land where such mixing or commingling has occurred, shall be a percentage of the total uranium or other Leased Substances sold by Lessee (including Lessor's share from
pooled land in accordance with the paragraph listed above), which percentage shall be determined by the relationship of uranium or other Leased Substances content in the production from said Leased Land, multiplied by the volume thereof (including
Lessor's share from pooled land) bears to the total uranium or other Leased Substances content, multiplied by the total volume of the mixed or commingled production from all land for the applicable production period. 


     12 Lessee, its successors and assigns, shall execute and deliver to Lessor, or to the depository Bank, or file for record, a release or releases of this lease within ninety (90) days of the date of termination of that
portion or interval affected, in whole or in part of the Leased Land, Leased Substances, subsurface interval or any depth thereunder, and Lessee shall thereby be released from all obligations as to the released land, substances, horizon, zone or
formation as of the date of release. If this lease is released as to a portion of said Leased Land, the Rental, Shut-in Royalty, or Royalty payments shall thereupon be reduced in proportion that the acreage released bears to the acreage which was
covered by this lease immediately prior to such release. 


     13. The rights of either party hereunder may be assigned in whole or in part as to the Leased Land or any Leased Substances or subsurface interval or any depth thereunder and the provisions hereof shall extend to the
heirs, executors, administrators, successors and assigns, but no change or division in ownership of the Leased Land, Rental, Shut-in Royalty or Royalty, however accomplished shall operate to enlarge the obligation or diminish the rights of the
Lessee or be binding upon Lessee for any purpose until sixty (60) days after such person acquiring any interest has furnished Lessee with the instrument, instruments or certified copies thereof, constituting his chain of title from the original
Lessor. In the event of an assignment of this lease as to a segregated portion of said Leased Land, the Rental, Shut-in Royalty or Royalty due hereunder shall be proportioned between the several leasehold owners ratable according to the surface
areas of each in the Leased Land, and default in payment of one shall not affect the rights of the other leasehold owners hereunder. An assignment by Lessee shall, to the extent of each assignment, relieve and discharge Lessee of any obligation
hereunder accruing after the date of such assignment. If Lessee or assignee or part or parts hereof shall fail or make default in payment of the proportionate part of the Rental, Shut-in Royalty or Royalty payment due from such Lessee or assignee,
or fail to comply with any other provision of the lease, such default shall not affect the entire lease insofar as it covers a part of said Leased Land upon which Lessee or any assignee thereof shall make payment of said Rental, Shut-in Royalty or
Royalty. In the event of the death of any person entitled to any payment under the provision of this lease, including Royalty, Lessee may pay or tender any such payment to the credit of the deceased, or the estate of the deceased, until such time as
Lessee is furnished with proper evidence of the appointment and qualification of an executor or administrator of the estate, or if there be none, then until Lessee is furnished with evidence satisfactory to it as to the heirs and devisees of the deceased and that all
debts, taxes, state inheritance taxes and federal estate taxes of the estate
have been paid. 






     14. Lessee shall have free use of
water (except water from Lessor's wells, tanks and reservoirs) for all
operations hereunder, however, Lessee shall have the right to test water from
these sources. Exploration, solution mining and restoration operations wherever
situated on the Leased Land shall be conducted so not to damage or destroy any
water supply constructed by Lessor. In the event, however, that such activity,
in order to properly explore, solution mine and develop said Leased Land should
result in damage to or in destruction of any such water supply, if feasible in
the opinion of Lessee, the Lessee, at his option, shall repair, restore or
replace any such well, tank, reservoir or other water facility so damaged or
destroyed, with reasonable diligence and dispatch, weather permitting, or if not
feasible then Lessee shall pay to Lessor a reasonable compensation for any such
damage so sustained. Any such water facility so repaired, restored or replaced
shall be of a capacity and quality equal to that which was damaged or destroyed.
Any claims for such damage or destruction MUST be made within two (2) years
following the termination of this lease. 

     15 Lessor, or his duly authorized
representatives, shall have the right at all reasonable times and at his own
risk to enter into and upon said premises and workings thereon for the purposes
of examining and inspecting the same and ascertaining whether the terms and
conditions of this lease are being carried out and performed by Lessee, so long
as such access or inspection does not interfere with the operations of Lessee;
Lessor or his duly authorized representatives, shall at all reasonable times
have access to production records, assays and evaluation of ore records, and all
other records pertinent and necessary for substantiating the compliance of
Lessee with the provisions of this lease. It is agreed and stipulated that
neither the Lessee, its agents, employees, contractors or subcontractors, their
agents or employees, shall at any time hunt or fish on the premises, nor shall
they, or any of them, carry onto the premises firearms or other equipment
designed or adapted for such purpose. Lessor, or his duly authorized
representatives, shall have the right at all times to inspect vehicles entering
upon or leaving said premises for the purpose of ascertaining whether the
provisions of this paragraph are being carried out 

     16 Lessee agrees to conduct its
mining operations on said Leased Land in a workmanlike manner, abiding by all
applicable State and Federal laws, rules and regulations. In addition, Lessee
agrees to make payment for surface usage according to the following. 

	 	a 	
      To pay Lessor the sum of twenty-five dollars ($25.00) per
      exploration test hole drilled by Lessee as FULL COMPENSATION for all
      damages to grass, crops and land that occur during any exploration
      drilling operation.

	 	 	 
	 	b. 	
      Within sixty (60) days from the date any acreage is
      actually taken out of use by Lessee, to pay to the Lessor owning the
      surface to that particular acreage taken out of use, a one time sum of two
      hundred fifty dollars ($250.00) per acre.

	 	 	 
	 	c 	
      Insure all well holes will be filled, plugged, and
      covered with top soil as required.

	 	 	 
	 	d. 	
      Once solution mining operations have ceased on said
      Leased Land and restoration has been completed, with Lessee receiving FULL
      release from the governing authority, Lessee shall return the surface
      configuration of the land so used to as near the condition that existed
      immediately prior to Lessees operations described herein and to deep plow
      the area disturbed, by methods common to the area; if acreage is used for
      grazing purposes Lessee shall reseed the area so plowed to prevent erosion
      with seed selected by Lessor that is consistent with the surrounding
      area.

	 	 	 
	 	e. 	
      It is agreed and stipulated that no exploring or mining
      shall be conducted, nor any facilities necessary to the same, constructed
      within one hundred fifty (150) feet of the main dwelling place or
      appurtenant structures thereto, unless the consent of Lessor, in writing,
      shall have been first obtained.



     All payments made under this
lease for surface usage shall be based on the actual acreage disturbed, rendered
unharvestable or made unusable for pasture and will be paid on a per acre basis,
or portion thereof. If Lessor owns a lesser interest in the surface of the lands
covered by this lease less than the entire fee simple estate, then any payment
herein provided to be made to Lessor which relates to the surface shall be
proportionately reduced. 

     17, Lessee shall endeavor to
locate any road on the Leased Land at places mutually agreeable to both Lessor
and Lessee, consistent with Lessee's operations. Lessor shall not make
unreasonable objections to the location that will cause undue restrictions or
added costs to Lessee. All roads shall be constructed and maintained in such a
manner as to bear the traffic necessary to Lessee's operations, and so as not to
be a barrier to the natural drainage of the site. Upon cessation of operations
by Lessee and the termination of this lease, all roads so constructed shall
become the property of Lessor except, however, that the Lessor reserves the
option and privilege of requiring Lessee to remove said road material from said
Leased Land and to plow the surface below ordinary plow depth by methods common
to the area. Such option MUST be exercised in writing by Lessor within thirty
(30) days after the termination of this lease Lessor shall have the right, at
his own risk, to use any such road so constructed by Lessee for Lessee's use so
long as this use does not interfere with the Lessee's use thereof.




     18. If there are FENCES located
on the premises and Lessee finds it necessary to cut any fence or fences for the
purpose of passage, Lessee agrees that prior to cutting such fence there will be
installed and braced heavy "corner-type" posts at each end of the opening to be
made, to which the fence wire will be securely fastened in such a manner as to
prevent sagging; Lessee will install a gate of a quality acceptable to Lessor in
each such opening; in the event Lessee desires that such opening provide
uninterrupted ingress and egress, then Lessee shall install therein cattle
guards of sufficient size and substance to bear the type of traffic necessary
for its operations and capable of turning all domestic livestock; If there is
livestock on said Leased Land, Lessee agrees to properly fence all pits, fixed
machinery and other hazards which it may dig, bore or construct on the premises
so as not to present a hazard to such livestock; Lessee agrees to bury all
pipelines, if requested by Lessor, except those contained within a fenced area,
enclosure or wellfield, so that the top thereof is of sufficient depth so as not
to interfere with the surface operations of Lessor. 

     19 Lessee shall have the right at
any time during or within one (1) year after the termination or expiration of
this lease to remove all property and fixtures placed by Lessee on said Leased
Land. In the event the Primary and Renewal Term of said lease have expired and
complete restoration has not been accomplished by Lessee, Lessee shall have the
right of ingress and egress over existing roads, to the acreage containing
plant, well field, monitor wells and other facilities associated with Lessee's
operations, to complete the required restoration of said Leased Land, without
additional compensation, in accordance with Federal and State regulations. 

     20 In conducting its operations
hereunder, Lessee shall fully comply with the terms and provisions of the
Workman's Compensation Laws of the State of Texas, and shall hold the Lessor
harmless against and from any and all loss, damage or claims resulting in
violations of workman compensation laws of whatever nature or character
occasioned by or arising out of its operation under the terms and provisions of
this lease, unless loss, damage or claims arises as a result of act or of
negligence of Lessor. 

     21. Lessee shall not be liable
for delays or defaults in its performance of any agreement or covenant hereunder
due to force majeure. The term "FORCE MAJEURE" as employed herein shall mean.
any act of God, including but not limited to storms, floods, washouts,
landslides and lightning; acts of the public enemy; wars, blockades,
insurrections or riots; strikes or lockouts; epidemics or quarantine
regulations, laws, acts, orders or requests of federal, state, municipal or
other governmental officers or agents acting under color of authority; freight
embargoes or failures; exhaustion, unavailability or delays of any product,
labor, service or material. If Lessee is prevented from conducting or required
to cease operations directed toward establishment or re-establishment of
production or producing operations by any order, decree, direction, inaction or
denial of permit by and federal, state or municipal law, executive order, rule,
regulation or request enacted or promulgated under color of authority on said
Leased Land or on land pooled therewith, or if Lessee by other types of force
majeure is prevented from conducting operations directed toward establishment or
re-establishment of production or producing operations, then until such time as
law, order, rule, regulations, request or other force majeure is terminated or
the permit issued and for a period of ninety (90) days after such termination of
issuance, each and every provision of this lease that might operate to terminate
it or the estate conveyed by it shall be suspended and inoperative, and this
lease shall continue in full force and effect. If any period of suspension
occurs during the Primary, Renewal or Continuing Term, the time thereof shall be
added to such term with continuing payment of annual Rental, Shut-in Royalty or
Royalty consistent with the applicable term for such period of suspension 

     22. Lessee shall have the right
to terminate this lease at any time or times during the term hereof, as to the
subject minerals underlying all or any one or more parts of the premises, by
delivering or mailing to Lessor written notice stating such intention to
terminate and describing the parts of the premises, if less than all, as to
which the termination applies. The termination shall take effect upon the date
specified in the notice, or, if no date is specified upon the date on which the
date is given. Upon such termination, all right, title, interest and obligations
of Lessee hereunder in and to the premises specified in the notice shall
terminate, except obligations which then have accrued under the express
provisions of this lease and which they have not been paid or performed. If the
notice specifies that this lease is hereby being terminated as to the subject
minerals underlying a part, and less than all, of the premises, this lease shall
continue in effect as to the subject minerals underlying all parts of the
premises except the part or parts so specified. Forthwith after delivery of the
notice of termination, Lessee shall execute and record, or deliver to Lessor for
recording, a formal release of this lease as to the parts of the premises
described in the notice. 

     23. Lessor hereby warrants and
agrees to defend the title of said Lease Land and agrees that Lessee, at its
option, may discharge any tax, mortgage or other lien upon the Leased Land, and
in the event Lessee does so, it shall be subrogated to such liens with the right
to enforce same and apply Rentals, Shut-in Royalty or Royalty payments accruing
hereunder toward satisfying same. Without impairment of warranties Lessee's
rights under the contained in this lease, it is agreed that if Lessor owns an
interest in said Leased Land less than the entire fee simple estate, then the
Rentals, Royalty and Renewal Bonus to be paid Lessor shall be proportionately
reduced accordingly. 

     24 Any one or more of the parties
named above as Lessor, may become a party to the lease by executing the original
or a counterpart thereof. Execution of such original or a counterpart shall have
the same effect as if all parties had executed the same instrument. Should any
one or more of the parties named above as Lessor fail to execute this lease, it
shall nevertheless be binding upon and inure to the benefit of the party or parties executing the same their heirs,
executors, administrators, successors and assigns 




     25. Any tax based on production
of the herein named Leased Substances shall be borne by Lessor and Lessee in the
same proportion that each party shares in the ownership of such Leased
Substances hereunder 

     26. Lessee makes no implied
covenant or agreement relating to the exploration, development, mining or other
operation of or upon the Leased Land or the marketing or any Leased Substances
therefrom, nor as to the conduct or extent of any of the same. Whether or not
any such exploration, development, mining or other operations or marketing shall
at any time be conducted, and the nature, manner and extent thereof, shall be
matters to be determined within the sole discretion of Lessee. 

     27. Lessee agrees to defend,
protect, indemnify, and hold harmless Lessor from and against any and all
losses, liabilities, claims, demands, including but not limited for damages of
any environmental nature and causes of action of every character and kind on
account of personal injury, illness, death of persons or damage to or loss or
property (including but not limited to damage to any property of Lessor)
occurring, growing out of incident to result directly or indirectly from
operations by Lessee, its employees, agents, licensees, representatives,
contractors or subcontractors. 

     IN WITNESS WHEREOF, the parties
hereto have executed the foregoing In-Situ Uranium Mining Lease as of the dates
of acknowledgement below, but effective the 16th day of May, 2009. 

LESSOR: 

	
      “Patricia A. Booth” 
	 
	Patricia A. Booth 	 
	  	  	 
	  	  	 
	LESSEE: 	 
	  	  	 
	SOUTH TEXAS MINING VENTURE, L.L.P. 	 
	  	  	 
	By: 	URN South Texas Project, Ltd., 	 
	  	
      General Partner 
	 
	By: 	URN Texas GP, LLC 	 
	  	Partner 	 
	  	  	 
	  	  	 
	By: 	
      “Dennis E. Stover” 
	 
	Name: 	Dennis
      E. Stover 	 
	Title: 	
      President 
	 
	  	  	 
	  	  	 
	By 	Everest Exploration, Inc, 	 
	  	General Partner 	 
	  	  	 
	  	  	 
	By 	“James
      T. Clark” 	 
	  	James T. Clark 	 
	  	President 	 




	THE STATE OF-FLORIDA TEXAS 	§ 
	COUNTY OF NUECES 	§ 



     This instrument was acknowledged
before me on the 27 day of April, 2009, by Patricia A, Booth. 

	 	“Mary
      L. Ramon” 
	 	Notary Public, State of Florida
      Texas 








	THE STATE OF 	§ 
	COUNTY OF 	§ 



     This instrument was acknowledged
before me on the 27 11th day of
April August, 2009, by Dennis E. Stova
, President of URN Texas GP, LLC, in its capacity as general partner
of URN South Texas Project, Ltd., in its capacity as general partner of South
Texas Mining Venture, L.L.P., a Texas limited partnership, on behalf of said
partnership. 

	 	“Elfida Williams” 
	 	Notary Public, State of Texas



THE STATE OF TEXAS 

COUNTY OF NUECES 

This instrument was acknowledged before me on the
12th day of August 2009, by James T Clark,
President of Everest Exploration, Inc., in its capacity as general partner of
South Texas Mining Venture, L.L.P., a Texas limited partnership, on behalf of
said partnership. 

	 	“Kathie Calderon” 
	 	Notary Public, State of Texas



 

 


 

	 	After Recording Return To: 
	 	South Texas Mining Venture 
	 	Attn: Land Dept. 
	 	PO Box 2955 
	 	Corpus Christi, Texas 78403