Summary of contract

• Negotiation, representation, and other relevant context

  This letter agreement sets out the agreed-upon process and funding details for the negotiations between the Northern Village of Pinehouse along with Kineepik Metis Local Inc. (the communities), and Cameco Corporation (Cameco) of a collaboration agreement. The communities and Cameco agree to negotiate the collaboration agreement in good faith, attempting at all times to understand and respect each other’s needs, rights, and interests (Negotiation Principles). The communities and Cameco will each be represented by members of their negotiation teams, which names are included in Schedule A [redacted] (Negotiation Teams, Schedule A – Negotiation Teams). The members of the negotiation teams must have the necessary authority to negotiate. The communities and Cameco may change the members of their negotiation teams by advising the other party of the change; however, the communities and Cameco agree that it is important that the negotiation teams change as little as possible in order to ensure efficient and productive negotiations. Additional representatives, including external advisors, may be brought to individual negotiation meetings if the community and Cameco provide each other with advance notice (Negotiation Teams). Negotiation meetings will take place, as a minimum, every 4-6 weeks at venues to be agreed upon by the communities and Cameco. Depending on the progress of the negotiations, these meetings may span several days. An initial schedule for the negotiation meetings in 2011 is included in the agreement (Timelines and Scheduling). Once the communities and Cameco agree on all material items, the essence of the overall agreement, including the agreed-upon terms, will be set out in clear and plain language in a term sheet initialled by the representatives of each negotiation team. After finalizing the term sheet, the communities will endeavor to seek community endorsement, prior to January 31, 2012. When the term sheet is finalized, the parties will negotiate all outstanding items and will finalize the collaboration agreement with legal counsel. The communities and Cameco will have the collaboration agreement finalized before April 30, 2012 (Term Sheet). By signing the letter agreement, the communities and Cameco agree that they have retained and received independent legal advice and that they have authority to enter into this agreement and negotiate the terms of the collaboration agreement. Prior to finalizing the term sheet and the final collaboration agreement, the communities will provide sufficient demonstrable evidence of the community endorsement of the collaboration agreement reached (Community Decision-Making Process).

• Fiscal obligations: content

  Cameco must provide the communities with the amount set out in the budget, which is an estimate of the financial resources that the communities require for the negotiation process through the execution of the collaboration agreement. The aggregate amount payable and the amount of each payment are detailed in Schedule B [redacted]. Cameco will pay the communities in three payments, the first payable within 10 days of this agreement being signed, the second payable within 10 days of the term sheet being signed and the third payable within 10 days of the communities providing Cameco evidence that they have received the community endorsement (Schedule B – Budget and Funding Process/Guidelines). The communities and Cameco will form a subcommittee of the negotiation team in order to monitor the provision and expenditure of the budget. The subcommittee will consist of two members, one selected by the communities and the other by Cameco (Costs of Negotiations). The agreement will remain in force until April 30, 2012, unless the parties agree in writing to extend the term. Either party may terminate this agreement on 7 days prior written notice to the other party. If Cameco or the communities terminate the agreement, Cameco will pay for any applicable costs incurred by the communities as of the termination date, but will have no obligation to pay for any additional costs incurred after the termination date (Term and Termination).

• Transparency or confidentiality

  The communities and Cameco intend that the negotiations will include discussions and information sharing that will be confidential. Although the communities and Cameco may confirm to a third party that negotiations are taking or have taken place, the terms and conditions of this agreement and any agreements reached pursuant to the negotiation process, including all communications leading to those agreements, are confidential. However, this information may be disclosed: (i) to representatives of the communities and Cameco bound by similar confidentiality provisions; (ii) by Cameco to a court or regulatory body undertaking a review or assessment of, or making a decision about, the project; (iii) with the consent of the other party; or (iv) as required by law. Additionally, in order to obtain the community endorsement, the communities’ negotiation teams may communicate general information about the negotiation process and the negotiated outcomes, but the communities agree to notify Cameco of the content of any such information that has been shared (Confidentiality).