0001137050-06-000214 Sample Contracts

THIS AGREEMENT is made and entered in the City of Chihuahua, State of Chihuahua as of the 18th day of August, 2005 AMONG:
Joint Venture Agreement • July 11th, 2006 • Mexoro Minerals LTD • Blank checks • Chihuahua

COMPAÑÍA MINERA DE NAMIQUIPA, S. A. DE C. V. a company duly incorporated and validly existing pursuant to the laws of the United Mexican States, herein represented by MARIO HUMBERTO AYUB TOUCHE holding general powers of attorney for legal representation and collections, acts of administration and domain (hereinafter referred to as “Namiquipa”)

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SECURED CONVERTIBLE DEBENTURE January 15, 2004 $30,000.00
Secured Convertible Debenture • July 11th, 2006 • Mexoro Minerals LTD • Blank checks

This Debenture is free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of stockholders of the Borrower and will not impose personal liability upon the holder thereof The obligations of the Borrower under this Debenture shall be secured by that certain Security Agreement dated by and between the Borrower and the Holder dated January 15. 2004.

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