0001104659-06-026210 Sample Contracts

REDACTED VERSION AS FILED ON SEDAR DATABASE ON APRIL 20, 2006 SUBSCRIPTION AGREEMENT
Subscription Agreement • April 20th, 2006 • Queenstake Resources LTD • Metal mining • Ontario

This subscription agreement is to confirm the agreement of Newmont Canada Limited (“Newmont” or “you”) to purchase from Queenstake Resources Ltd. (the “Corporation”), subject to the terms and conditions set forth herein, 28,512,195 Units (as hereinafter defined) at the price of $0.41 per Unit for an aggregate purchase price of Cdn$11,690,000. Each Unit consists of one Common Share (as hereinafter defined) and one Warrant (as hereinafter defined). Each Warrant is exercisable to purchase one Common Share at an exercise price of $0.55 for a period of 48 months after the Closing Date (as hereinafter defined).

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