0001062993-12-005201 Sample Contracts

SALE AGREEMENT
Sale Agreement • November 30th, 2012 • Quartz Mountain Resources LTD • Gold and silver ores • British Columbia
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Contract
Mineral Property Purchase Agreement • November 30th, 2012 • Quartz Mountain Resources LTD • Gold and silver ores

THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO THE PROVISIONS OF A MINERAL PROPERTY PURCHASE AGREEMENT ENTERED INTO BY FINSBURY EXPLORATION LTD. AND BEARCLAW CAPITAL CORP. ON OCTOBER 4, 2011, AS AMENDED FROM TIME TO TIME, (THE “PURCHASE AGREEMENT”) AND SUCH SECURITIES ARE NOT TRANSFERABLE ON THE BOOKS OF QUARTZ MOUNTAIN RESOURCES LTD. EXCEPT IN ACCORDANCE AND COMPLIANCE WITH THE TERMS AND CONDITIONS OF THIS CERTIFICATE AND OF THE PURCHASE AGREEMENT.

Dear Sirs/Mesdames: RE: Letter Agreement: Galaxie and ZNT Projects – Proposed Joint Venture
Joint Venture Agreement • November 30th, 2012 • Quartz Mountain Resources LTD • Gold and silver ores • British Columbia

Following our recent discussions, we are pleased to present in this letter agreement (this “Letter Agreement”) the terms and conditions upon which Amarc Resources Ltd. or its nominated affiliate (“Amarc”) will agree to enter into an unincorporated joint venture (the “Joint Venture”) with Quartz Mountain Resources Ltd. (“Quartz”) with respect to the Galaxie Project (the “Galaxie Project”) and the ZNT Project (the “ZNT Project”), each located in the Province of British Columbia as more fully described in Schedule A hereto (the Galaxie Project and the ZNT Project, collectively, the “Projects”).

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