Sutcliffe Resources Ltd. Sample Contracts

SALE, PURCHASE AND ASSIGNMENT AGREEMENT
Sale, Purchase and Assignment Agreement • October 13th, 2005 • Sutcliffe Resources Ltd. • British Columbia
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HARRISON PROPERTY JOINT VENTURE AGREEMENT
Agreement • October 13th, 2005 • Sutcliffe Resources Ltd. • British Columbia

INTERNATIONAL MILLENNIUM MINING CORP. a company incorporated under the laws of the Province of British Columbia having an office at Suite 502 - 595 Howe Street, Vancouver, British Columbia, V6C 2T5

PURCHASE AGREEMENT
Purchase Agreement • July 17th, 2006 • Sutcliffe Resources Ltd. • Mining & quarrying of nonmetallic minerals (no fuels)

SUTCLIFFE RESOURCES LTD., a company duly incorporated under the laws of the Province of British Columbia having its office at: 420 – 625 Howe St. Vancouver, British Columbia, V6C 2T6

FORM 46-201F ESCROW AGREEMENT
Escrow Agreement • October 13th, 2005 • Sutcliffe Resources Ltd. • Alberta

This Agreement is being entered into by the Parties under National Policy 46-201 Escrow for Initial Public Offerings (the Policy) in connection with the proposed distribution by the Issuer, an emerging issuer, of units ("Units") by prospectus (the "IPO"), each Unit consisting of one (1) common share ("Common Share") and one-half of one Common Share purchase warrant ("Warrant"), each whole Warrant entitling the holder thereof to acquire one (1) Common Share at an exercise price of $0.35 per share at any time on or prior to that date which is two years following the date of the closing of the offering.

RE: MINERAL PROPERTY PURCHASE AGREEMENT
Purchase Agreement • July 17th, 2006 • Sutcliffe Resources Ltd. • Mining & quarrying of nonmetallic minerals (no fuels)

This agreement between 606986 B.C. Ltd. (hereinafter referred to as 606) and Sutcliffe Resources Ltd. (hereinafter referred to as SUT) establishes the final terms and conditions for the 100% purchase, subject to a 2.0% Net Smelter Royalty, of the Bloom 1-10 mineral claims, located west of and adjoining the Harrison Lake Massive Sulphide Project on NTS 92H/06I, 62.

AGENCY AGREEMENT
Agency Agreement • February 5th, 2007 • Sutcliffe Resources Ltd. • Mining & quarrying of nonmetallic minerals (no fuels) • Ontario
SUTCLIFFE RESOURCES LTD. 420 – 625 Howe Street Vancouver, BC V6C 2T6
Sutcliffe Resources Ltd. • October 13th, 2005

This Letter of Intent (the “Letter”) which remains open for signature until close of business February 5, 2003, shall set forth an offer which when accepted by you shall form the basis for a binding agreement between Sutcliffe Resources Ltd. (hereinafter referred to as “Sutcliffe”) and yourself (hereinafter referred to as the “Vendor”), subject to the terms and conditions hereinafter set forth.

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