Vista Gold Corp. 7961 Shaffer Parkway, Suite 5 Littleton, CO 80127 Phone: 720-981-1185 Fax: 720-981-1186 www.vistagold.comTerms of Agreement • October 8th, 2013 • Vista Gold Corp • Gold and silver ores • Ontario
Contract Type FiledOctober 8th, 2013 Company Industry JurisdictionThe purpose of this Terms of Agreement is to set forth the terms upon which Invecture Group, S.A. de C.V., or one of its subsidiaries or affiliates, (“Invecture”) will acquire (the “Acquisition”) from Vista Gold Corp. (“Vista”) (through its subsidiaries) 100% of the Los Cardones gold project mining concessions and certain other mineral property interests and rights in the State of Baja California Sur, Mexico as detailed in Schedule "A" hereto (the “Project”). The Project is held by Desarrollos Zapal, S.A. de C.V. (“DZ Mexico”), a wholly-owned subsidiary of Vista.