0001062993-07-003132 Sample Contracts

CREDIT AGREEMENT
Credit Agreement • August 14th, 2007 • Nord Resources Corp • Mining & quarrying of nonmetallic minerals (no fuels) • New York

CREDIT AGREEMENT dated as of June 28, 2007, among NORD RESOURCES CORPORATION, a Delaware corporation (the “Borrower”), and COCHISE AGGREGATES AND MATERIALS, INC., a Nevada corporation (“Cochise”, a “Guarantor”), the lenders from time to time party hereto (each a “Lender” and collectively, the “Lenders”), and NEDBANK LIMITED, as administrative agent (in such capacity, the “Administrative Agent”) and as sole lead arranger (in such capacity, the “Sole Lead Arranger”).

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Tenth Amendment To the
Agreement for Purchase and Sale of Waste Rock • August 14th, 2007 • Nord Resources Corp • Mining & quarrying of nonmetallic minerals (no fuels)

This document is an amendment ("Amendment") to the "Agreement for Purchase and Sale of Waste Rock from the Johnson Camp Mine" dated December 23, 2004 ("Agreement") between Nord Resources Corporation ("Seller") and JC Rock, LLC ("Purchaser").

NORD RESOURCES CORPORATION SUBSCRIPTION AGREEMENT for SPECIAL WARRANTS THE SPECIAL WARRANTS BEING OFFERED FOR SALE MAY ONLY BE PURCHASED BY SUBSCRIBERS IN THE UNITED STATES OF AMERICA BY SUBSCRIBERS IN CANADA, AND BY SUBSCRIBERS IN OTHER OFF-SHORE...
Subscription Agreement • August 14th, 2007 • Nord Resources Corp • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia

Canadian subscribers should also complete and sign schedule B attached to the Subscription Agreement and appendix A attached thereto (this schedule does not have to be completed and signed by U.S. subscribers ).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • August 14th, 2007 • Nord Resources Corp • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia

This Registration Rights Agreement (the “Agreement”) is made and entered into as of this 5th day of June, 2007 by and among Nord Resources Corporation, a corporation incorporated under the laws of Delaware (the “Corporation”), Blackmont Capital Inc. and Salman Partners Inc. (collectively, the “Agents”) on behalf of each purchaser in the offering by the Corporation of Special Warrants and in connection with the agency agreement, dated June 5, 2007 (the “Agency Agreement”), among the Corporation and the Agents.

AGENCY AGREEMENT
Agency Agreement • August 14th, 2007 • Nord Resources Corp • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia
NORD RESOURCES CORPORATION - and - BLACKMONT CAPITAL INC. - and - COMPUTERSHARE TRUST COMPANY OF CANADA SPECIAL WARRANT INDENTURE Providing for the Issue of Special Warrants Dated as of June 5, 2007
Special Warrant Indenture • August 14th, 2007 • Nord Resources Corp • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia

COMPUTERSHARE TRUST COMPANY OF CANADA, a trust company registered under the laws of Canada duly authorized to carry on the trust business in each Province of Canada; (hereinafter called the "Trustee")

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