0001035704-08-000342 Sample Contracts

REGISTRATION RIGHTS AGREEMENT

Registration Rights Agreement • October 15th, 2008 • Colorado Goldfields Inc. • Metal mining • Nevada

• Contract Type
  Registration Rights Agreement
• Filed
  October 15th, 2008
• Company
  Colorado Goldfields Inc.
• Industry
  Metal mining
• Jurisdiction
  Nevada

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 29, 2008, by and between COLORADO GOLDFIELDS INC., a Nevada corporation (the “Company”), and YA GLOBAL INVESTMENTS, L.P., (the “Investor”).

STANDBY EQUITY DISTRIBUTION AGREEMENT

Equity Distribution Agreement • October 15th, 2008 • Colorado Goldfields Inc. • Metal mining • New Jersey

• Contract Type
  Equity Distribution Agreement
• Filed
  October 15th, 2008
• Company
  Colorado Goldfields Inc.
• Industry
  Metal mining
• Jurisdiction
  New Jersey

THIS AGREEMENT dated as of the 29th day of August 2008 (the “Agreement”) between YA GLOBAL INVESTMENTS, L.P., a Cayman Islands exempt limited partnership (the “Investor”), and COLORADO GOLDFIELDS INC., a corporation organized and existing under the laws of the State of Nevada (the “Company”).