Uranium Energy Corp.: Exhibit 10.27 - Filed by newsfilecorp.com





AZ LEASE #08115674 

PERMIT NO. 08-115674 

EFFECTIVE DATE July 7, 2011 

STATE LAND DEPARTMENT 
STATE OF ARIZONA 

MINERAL EXPLORATION PERMIT 

The STATE OF ARIZONA, acting through the State Land
Department, grants to URANIUM ENERGY CORP. , hereinafter
designated Permittee, the exclusive right, for a period of one (1) year from
date, subject to renewals as hereinafter set forth, but in no event beyond the
6th day of July,
2016, to prospect for minerals on the State land hereinafter
described upon the following expressed conditions which are a part of the
permit. 

ARTICLES 

1. The Permittee shall have those surface rights
necessary for the prospecting and exploration for mineral, but may remove from
the land only that amount of mineral required for sampling, assay and
metallurgical testing purposes. 

2. The Permittee shall have the right of ingress to and
egress from the land covered by the Permit but only along routes first approved
by the State Land Commissioner. 

3. The Permittee shall be liable to and shall compensate
the owner and lessee of the surface of the State land covered by this Permit, or
across which the Permittee exercises the right of ingress and egress, for any
loss to such owner and lessee from damage or destruction caused by the
Permittee, his or its agents or employees, to grasses, forage, crops or
improvements upon such State land. 

4. This Permit shall terminate automatically, as of the
end of any annual period from and after the date of issuance thereof unless
during such annual period the Permittee shall have expended in exploration for
valuable mineral deposits on the State land covered by this Permit the
prescribed amount per acre, file an application for renewal and submit proof of
the amount expended on exploration. The amount to be expended during each of the
first two (2) annual periods in which this Permit may be in effect shall not be
less than ten dollars ($10.00) for each acre of land covered by this Permit at
the commencement of such annual period, and the amount to be expended during
each of the last three annual periods in which this Permit may be in effect
shall be not less than twenty dollars ($20.00) for each acre covered by this
Permit at the commencement of such annual period. If the prescribed amount per acre has not been expended, a payment
in lieu of expenditures shall be submitted to the State Land Department. 

1 




AZ LEASE #08115674 

5. Prior to the termination of any annual period, the
Permittee may file a release with the State Land Department, releasing acreage
covered by this Permit, provided that the acreage released be contained within
one or more rectangular subdivisions of twenty (20) acres more or less, or lots,
according to the lines of the public land survey. 

6. Upon any partial or total relinquishment, or the
cancellation or expiration of the Permit, other than by issuance of a mineral
lease, the Permittee shall fill any holes, ditches, or other excavations as may
be required by the State Land Commissioner and so far as reasonably possible,
reclaim the surface to its former condition. 

7. The Permittee may, prior to expiration of the annual
period for which the Permit was issued, or prior to the expiration period for
which this Permit was renewed, file with the State Land Department an
application for renewal for the ensuing annual period. This Permit shall not be
renewed for more than four (4) successive annual periods following expiration of
the first annual period. 

8. No rental shall be payable for the first annual
period for which the Permit may be renewed. The rental for each of the three (3)
subsequent annual periods following the first annual period for which a permit
may be renewed, shall be one dollar ($1.00) for each acre of State land for
which the application for renewal is filed. 

9. The Permittee shall file an affidavit of expenditure
of the required amount in exploration during the current annual period, together
with proof in support of such expenditure. 

10. Following discovery of a valuable mineral deposit on
the State land covered by this Permit within a rectangular subdivision of twenty
(20) acres, more or less, or lot, of the public land survey, the Permittee may
apply to the State Land Commissioner for a mineral lease upon the State land
within such rectangular subdivision, or lot. 

11. This Permit is subject to existing laws and rules
and regulations and any laws or rules and regulations hereinafter enacted, or
adopted, and in no event shall the State be liable for damages or otherwise
under the provisions hereof. 

12. The Permittee shall not assign or sub-let this
mineral exploration permit, or any right or rights thereunder, without first
obtaining the written consent of the State Land Commissioner thereto. 

13. PRIOR TO THE BEGINNING OF ANY EXPLORATION, A PLAN OF
OPERATIONS AND RECLAMATION MUST BE FILED WITH THE STATE LAND DEPARTMENT AND
APPROVED BY THE STATE LAND COMMISSIONER OR HIS DEPUTY. 

14. Permittee shall strictly comply with Environmental
Laws, relating but not limited to hazardous and toxic materials, wastes and
pollutants. Compliance means the Permittee shall act in accordance with the
necessary reporting obligations, obtain and maintain all permits required,
provide copies of all documents as required by Environmental Laws. For purposes
of this Permit the term "Environmental Law" shall include but not be limited to
any relevant federal, state, or local laws, and applicable regulations, rules
and ordinances, and publications promulgated pursuant thereto, including any
future modifications or amendments relating to environmental matters. 

2 




AZ LEASE #08115674 

15. In order to minimize or prevent surface or
underground waste and pollution and promote maximum conservation, the Permittee
shall seal or separate oil, gas, helium, water, mineral or other natural
resource strata in order to prevent their contents from passing into another
stratum. 

16. The Permittee agrees to indemnify, hold and save
Lessor harmless against all loss, damage, liability, expense, costs and charges
incident to or resulting in any way from any injuries to person or damage to
property caused by or resulting from the use, condition or occupation of the
land. 

17. The Permittee shall not, for exploration purposes,
enter upon that part of the permitted area encompassed by rights-of-way and
permits granted to the Arizona State Highway Department without the express
written permission of the State Highway Engineer and not then until the State
Land Commissioner has, in writing, approved such entry. 

18. The Permittee agrees that any mineral lease of a
claim issued as a result of exploratory activity under this Permit shall contain
an additional and special condition denying the Lessee entry to the area
encompassed by those rights-of-way and permits mentioned above for the purposes
of extracting and shipping mineral unless and until the State Highway Engineer
has given express written permission and not then until the State Land
Commissioner has, in writing, approved such entry. 

19. If at any time during the duration of the Permit,
the whole or any part of the permitted premises shall be taken for any
quasi-public or public purpose by any person, private or public corporation, or
any governmental agency having authority to exercise the power of eminent domain
or condemnation proceedings pursuant to any law, general, special or otherwise,
this Permit shall expire on the date when the permitted property shall be so
taken or acquired and the Permittee shall have no compensable right or interest
in the real property being condemned and shall have no compensable right or
interest in severance damages which may accrue to the remaining permitted
property not acquired by condemnation proceedings. Net rent to be paid by the
tenant shall be apportioned and paid to the date of such taking. 

20. The State shall be entitled to and shall receive any
and all awards, including severance damages to remaining State lands, that may
be made for any eminent domain or condemnation proceedings concerning the land
which is the subject of this Permit, except that the Permittee shall have the
right to receive any and all awards or payments made for any buildings or other
improvements lawfully placed on the subject property by the Permittee with the
approval of the State Land Department. 

21. This Permit is issued for such leasable minerals now
owned by the State of Arizona and in regard to which there has been no
reservation by a predecessor in title to the State of Arizona. 

22. Federal records may or may not reflect mineral
interest claims that pre-date the State's claim to some or all of these lands;
the State does not warrant that it owns the minerals sought to be prospected
under this Permit. 

23. This Permit issued subject to all the rights of the
owner of the non-mineral land estate. 

24. Provided however, in regard to those parcels of
State lands sold under the provisions of ARS 37-231, providing for a reservation
of minerals to the State, there shall be no entry upon such lands by an Arizona
State Land Department Lessee or Permittee without express written approval of
the Arizona State Land Commissioner following compliance with
Arizona State Land Department Rule #12-5-707D by such Lessee or Permittee. 

3 




AZ LEASE #08115674 

25. Prior to initiating any operations requiring surface
disturbing activity, Permittee shall provide a document that satisfies the State
Land Department in writing that no significant or Register-eligible prehistoric,
historic, archaeological, cultural or vertebrate paleontological sites,
including inscriptions made by human agency or any other archaeological,
paleontological or historical feature has the potential to be destroyed.
Permittee may arrange for a permittee of the Arizona State Museum to complete a
cultural resources inspection and submit the results in a document to the State
Land Department. Permittee shall ensure avoidance of all Register eligible
sites, or submit a mitigation plan to recover all scientific information
according to the standards established by the Arizona State Museum, the State
Historic Preservation Act, and the State Land Department prior to surface
disturbing activity. Permittee shall ensure that all cultural resource
investigations on the premises are permitted pursuant to A.R.S. §41-841, et
seq. Permittee shall ensure that two copies of the report describing the
results of the completed cultural resource survey of the premises are submitted
to the State Land Department for the State Land Department's use in consulting
with the State Historic Preservation Office pursuant to A.R.S. §41-861, et
seq. Permittee shall cause no surface disturbance within the boundaries of
any known archaeological sites without the State Land Department's approval. If
any previously unknown human remains, funerary objects, sacred ceremonial
objects or objects of tribal patrimony, archaeological, paleontological or
historical site or object that is at least 50 years old are encountered during
surface disturbing activities, Permittee shall cease operations immediately and
report the discovery to the State Land Department and to the Director of the
Arizona State Museum pursuant to A.R.S. §41-844. 

26. If the removal of plants protected under the Arizona
Native Plant Law is necessary to enjoy the privilege of this document, the
Permittee hereunder must previously acquire the written permission of the
Arizona State Land Department and the Arizona Department of Agriculture to
remove those plants. 

ADDITIONAL CONDITIONS 

A. Non-Availability of Funds 

     Every obligation of the State
under this Permit is conditioned upon the availability of funds appropriated or
allocated for the payment of such obligation. If funds are not allocated and
available for the continuance of this Permit, this Permit may be terminated by
the State at the end of the period for which funds are available. No liability
shall accrue to the State in the event this provision is exercised, and the
State shall not be obligated or liable for any future payments or any damages as
a result of termination under this paragraph. 

B. Cancellation for Conflict of Interest 

     Pursuant to A.R.S. § 38-511, the
state or any department or agency of the state may, within three years after its
execution, cancel any permit, without penalty or further obligation, made by the
state or any of its departments or agencies if any person significantly involved
in initiating, negotiating, securing, drafting or creating the permit on behalf
of the state or any of the departments or agencies of the state, is at any time
while the permit is in effect, an employee or agent of any other party to the
permit in any capacity or a consultant to any other party of the permit with
respect to the subject matter of the permit. A cancellation made pursuant to this
provision shall be effective when the Permittee receives written notice of the
cancellation unless the notice specifies a later time. 

4 




AZ LEASE #08115674 

C. Non-discrimination 

     The Permittee shall comply with
Executive Order 99-4, which mandates that all persons, regardless of race,
color, religion, sex, age national origin or political affiliation, shall have
equal access to employment opportunities, and all other applicable State and
Federal employment laws, rules, and regulations, including the Americans with
Disabilities Act. The Permittee shall take affirmative action to ensure that
applicants for employment and employees are not discriminated against due to
race, creed, color, religion, sex, national origin or disability. 

D. Arbitration 

     The parties to this Permit agree
to resolve all disputes arising out of or relating to this Permit through
arbitration, after exhausting applicable administrative review, to the extent
required by A.R.S. 12-1518, except as may be required by other applicable
statutes. 

E. Liability Insurance 

     When exploration activities are
projected to exceed the minimum expenditure amount or when ground disturbance
will occur Permitee shall maintain in full force a commercial general liability
insurance policy during the lease/permit term affording protection to the limit
of not less than one million dollars ($1,000,000.00) . This policy shall contain
a provision that Lessor, named as an additional insured, shall be entitled to
recovery for any loss occasioned to it, its agents and employees. Further, the
policy shall provide that their coverage is primary over any other insurance
coverage available to the Lessor, its agents and employees. Insurance policies
must contain a provision that the Lessor shall receive an advance 30 days
written notice of any cancellation or reduction in coverage.

5 




AZ LEASE #08115674 

	STATE OF ARIZONA LAND DEPARTMENT 	RUN DATE: 	27 May 2011 
	1616 W. ADAMS 	RUN TIME: 	17:12 PM 
	PHOENIX, AZ 85007 	APPENDIX A 	  
	  	PAGE: 	1 





	KE-LEASE# 	008-115674-00-000 	APPTYPE: 	NEW 
	AMENDMENT#: 	0 	  	  
	 	 	 	 



	LAND# 	LEGAL DESCRIPTION 	AUS 	ACREAGE 
	 	 	 	 
	11.0-N-10.0-W-16-13-030-1010 	ALL 	0.00 	640.000 
	 	 	 	 
	  	TOTALS 	0.00 	640.000 






AZ LEASE #08115674 

IN WITNESS HEREOF, the parties hereto have signed this
permit agreement effective the day and year set forth previously herein. 

	 	URANIUM ENERGY CORP. 
	 	Permittee 	  
	 	  	  
	 	“Curtis O. Sealy” 	6-30-2011 
	 	Signature 	Date 


STATE OF ARIZONA, PERMITTOR 
Arizona State Land
Commissioner 

	 	“Amber
      Troidl” 	 
	By: 		 


6