0001078782-13-000760 Sample Contracts

SHARE CONVERSION AGREEMENT
Share Conversion Agreement • April 16th, 2013 • Desert Hawk Gold Corp. • Gold and silver ores • Utah

THIS SHARE CONVERSION AGREEMENT (the “Agreement”) dated as of September 11, 2012, is by, between, and among Desert Hawk Gold Corp., a Nevada corporation (the “Company”), and each purchaser executing this Agreement as a purchaser (each, a “Purchaser” and collectively, the “Purchasers”).

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FORBEARANCE AGREEMENT
Forbearance Agreement • April 16th, 2013 • Desert Hawk Gold Corp. • Gold and silver ores • New York

This Forbearance Agreement (“Forbearance Agreement”) is made as of the 29th day of June, 2012 by and between Desert Hawk Gold Corp., a Nevada corporation (the “Company”), and DMRJ Group I LLC, a Delaware limited liability company (the “Investor”).

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