0001325310-10-000052 Sample Contracts

FORM OF INDEMNIFICATION AGREEMENT
Form of Indemnification Agreement • July 6th, 2010 • Mexoro Minerals LTD • Gold and silver ores • Delaware

Indemnification Agreement, dated as of July __, 2010, is made by and between Pan American Goldfields Ltd, a Delaware corporation (the “ Company”), and _________________________ (the “Indemnitee”).

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AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • July 6th, 2010 • Mexoro Minerals LTD • Gold and silver ores • Delaware

This AGREEMENT AND PLAN OF MERGER (the “ Agreement”), dated as of July 2, 2010, is entered into between Pan American Goldfields Ltd., a Colorado corporation formerly known as Mexoro Minerals Ltd. (“ Company”), and Pan American Goldfields Ltd., a Delaware corporation and a wholly-owned subsidiary of the Company (“ Pan American Delaware”).

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