0001079973-10-001025 Sample Contracts

GOLD RESOURCE CORPORATION REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 23rd, 2010 • Gold Resource Corp • Gold and silver ores • New York

This Registration Rights Agreement (this “Agreement”), dated September 19, 2010, is entered into among Gold Resource Corporation, a Colorado corporation (including any successors, the “Company”), and the Purchasers identified on the signature pages attached hereto (each, a “Purchaser” and collectively, the “Purchasers”). This Agreement is made pursuant to the Securities Purchase Agreement dated as of the date hereof between the Company and each of the Purchasers (the “Purchase Agreement”).

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 23rd, 2010 • Gold Resource Corp • Gold and silver ores • New York

Securities Purchase Agreement (this “Agreement”) dated as of September 19, 2010, is among Gold Resource Corporation, a Colorado corporation (the “Company”), and each entity that is listed on the signature page hereto. Each such entity, together with its successors and permitted assigns, is referred to herein as a “Purchaser,” and all such entities, together with their successors and permitted assigns, are collectively referred to herein as the “Purchasers.”

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