0001213900-12-006568 Sample Contracts

SUBSCRIPTION AGREEMENT
Subscription Agreement • December 4th, 2012 • Southern Usa Resources Inc. • Metal mining • New York

THIS SUBSCRIPTION AGREEMENT (this “Agreement”), is dated as of November 6, 2012, by and between Southern USA Resources Inc., a Delaware corporation (the “Company”), and the subscribers identified on Schedule 1 hereto (the “Subscribers”).

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FIFTH CONSENT AND WAIVER AGREEMENT
Fifth Consent and Waiver Agreement • December 4th, 2012 • Southern Usa Resources Inc. • Metal mining • New York

This Fourth Consent and Waiver Agreement (this “Agreement”) is made and entered into as of November __, 2012, by and among Southern USA Resources Inc., a Delaware corporation (the “Company”), and the parties identified on the signature page hereto. Capitalized terms used but not defined herein will have the meanings assigned to them in the Subscription Agreements (as defined below).

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