0001176256-08-001093 Sample Contracts

SUBSCRIPTION AGREEMENT (non-U.S. Persons; non-brokered) UNITS
Subscription Agreement • September 30th, 2008 • Kimber Resources Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia

The undersigned (the "Purchaser") hereby irrevocably subscribes for and agrees to purchase from the Issuer, subject to the terms and conditions set forth in Schedule "A" to this subscription (which, together with all appendices (the "Appendices") attached hereto, shall be deemed to form a part of this subscription and shall be collectively referred to as the Agreement), that number of units (each a "Unit") of the Issuer set out on page 3 hereof at a price of $1.25 per Unit. Each Unit shall consist of one common share in the capital of the Issuer and one-half of one common share purchase warrant (each whole warrant a "Warrant"). Each Warrant shall entitle the holder to acquire, upon exercise, one common share of the Issuer at a price of $1.80 per common share for a term that commences at Closing (as defined below) and ends on the date 24 months following Closing (the "Warrant Expiry Date").

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SUBSCRIPTION AGREEMENT (U.S. Persons; non-brokered) UNITS
Subscription Agreement • September 30th, 2008 • Kimber Resources Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia
ANEXO C VERSION EN INGLES
Amending Agreement • September 30th, 2008 • Kimber Resources Inc. • Mining & quarrying of nonmetallic minerals (no fuels)

THIS AMENDING AGREEMENT is made and entered in the Town of Monterde, Municipality of Guazaparez, State of Chihuahua, Mexico, on this the 30th day of January, 20035 by and between:

STOCK OPTION AGREEMENT KIMBER RESOURCES INC. 2007 STOCK OPTION PLAN
Stock Option Agreement • September 30th, 2008 • Kimber Resources Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia

KIMBER RESOURCES INC., a company duly incorporated under the laws of the Province of British Columbia, having its head office located at Suite 215 - 800 West Pender Street, Vancouver, British Columbia, V6C 2V6

CONSULTING SERVICES AGREEMENT
Consulting Services Agreement • September 30th, 2008 • Kimber Resources Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia

KIMBER RESOURCES INC., a company duly incorporated under the laws of the Province of British Columbia, having its head office located at Suite 215 - 800 West Pender Street, Vancouver, British Columbia, V6C 2V6

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