0001200952-06-000463 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 29th, 2006 • Newgold Inc • Gold and silver ores • New Jersey

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of September 26, 2006, by and among NEWGOLD, INC., a Delaware corporation (the “Company”), and the Buyers listed on Schedule I attached hereto (individually, a “Buyer” or collectively “Buyers”).

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INVESTOR REGISTRATION RIGHTS AGREEMENT
Investor Registration Rights Agreement • September 29th, 2006 • Newgold Inc • Gold and silver ores • New Jersey

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 26, 2006, by and among NEWGOLD, INC., a Delaware corporation (the “Company”), and the undersigned investors listed on Schedule I attached hereto (each, an “Investor” and collectively, the “Investors”).

NEWGOLD, INC. Secured Convertible Debenture Due: September 26, 2009
Secured Convertible Debenture • September 29th, 2006 • Newgold Inc • Gold and silver ores

This Secured Convertible Debenture (the “Debenture”) is issued by NEWGOLD, INC., a Delaware corporation (the “Company”), to CORNELL CAPITAL PARTNERS, LP (the “Holder”), pursuant to that certain Securities Purchase Agreement (the “Securities Purchase Agreement”) dated September 26, 2006.

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