0001104659-18-032530 Sample Contracts

UNDERWRITING AGREEMENT
Underwriting Agreement • May 11th, 2018 • Platinum Group Metals LTD • Gold and silver ores • British Columbia

The undersigned, a director or officer of Platinum Group Metals Ltd. (the “Corporation”), understands that BMO Nesbitt Burns Inc. (“BMO”) and Roth Capital Partners, LLC (collectively, the “Underwriters”) have entered into an underwriting agreement with the Corporation providing for a public offering in Canada and the United States (the “Offering”) of units of the Corporation. The undersigned also acknowledges that the Underwriters have requested that the undersigned enter into this agreement as a condition of completion of the Offering and that, in consideration of the Offering and for other good and valuable consideration, the receipt and sufficiency of which are hereby expressly acknowledged by the undersigned, the undersigned has agreed to enter into this agreement (the “Lock-Up Agreement”) in favour of the Underwriters.

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