Common Contracts

2 similar Business Combination Agreement contracts by New Gold Inc. /FI, Western Goldfields Inc.

May 22, 2009 New Gold Inc. 3110-666 Burrard Street Vancouver, British Columbia V6C 2X8 Dear Sirs: Re: Arrangement between Western Goldfields Inc. (“WGI”) and New Gold Inc. (“New Gold”)
Business Combination Agreement • May 29th, 2009 • New Gold Inc. /FI • Metal mining

This letter sets out our agreement with respect to certain matters in connection with the proposed business combination by way of arrangement pursuant to a business combination agreement dated as of March 3, 2009 between WGI and New Gold (the “Agreement”) and as amended by letter agreement dated April 8, 2009. For good and valuable consideration (for which receipt is hereby acknowledged by both of us), we agree as follows:

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May 22, 2009
Business Combination Agreement • May 29th, 2009 • Western Goldfields Inc. • Gold and silver ores

This letter sets out our agreement with respect to certain matters in connection with the proposed business combination by way of arrangement pursuant to a business combination agreement dated as of March 3, 2009 between WGI and New Gold (the “Agreement”) and as amended by letter agreement dated April 8, 2009. For good and valuable consideration (for which receipt is hereby acknowledged by both of us), we agree as follows:

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