0001255294-05-000607 Sample Contracts

ASSIGNMENT AGREEMENT
Assignment Agreement • September 28th, 2005 • Colombia Goldfields LTD • Services-miscellaneous business services

THIS ASSIGNMENT AGREEMENT is made effective as of August 31, 2005 (the "Effective Date"), by and between INVESTCOL LIMITED., a corporation organized and existing under the laws of Belize, and whose address is located at Mapp Street #1, City of Belize, Belize ("ASSIGNOR"); COLOMBIA GOLDFIELDS LTD., a corporation organized and existing under the laws of Nevada having an address located at 375 Water Street, Suite 610 Vancouver, BC ("ASSIGNEE"); and CIA SERVICIOS Y LOGISTICOS LTDA., a corporation organized and existing under the laws of Colombia having an address located at Carrera 34, No. 5G-86, Medellin, Colombia(the "OWNER"). ASSIGNOR, ASSIGNEE and OWNER are referred to collectively herein as the "Parties".

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Agreement Between Investcol Limited. and Colombia Goldfields Limited
Project Management Agreement • September 28th, 2005 • Colombia Goldfields LTD • Services-miscellaneous business services • Nevada

This agreement effective September 22, 2005 sets forth the terms and conditions under which Investcol Limited (the "Contractor"), a Belize company, will provide to Colombia Goldfields, Ltd. ("Colombia Goldfields"), services for project management of the Caramanta Project in Department of Antioquia, Colombia (identified on Exhibit "1").

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