0001062993-08-000184 Sample Contracts

SHAREHOLDER RIGHTS PLAN AGREEMENT DATED EFFECTIVE AS OF OCTOBER 3, 2007 between FARALLON RESOURCES LTD. and COMPUTERSHARE INVESTOR SERVICES INC. as Rights Agent
Shareholder Rights Plan Agreement • January 16th, 2008 • Farallon Resources Ltd. • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia

SHAREHOLDER RIGHTS PLAN AGREEMENT dated effective as of October 3, 2007 between FARALLON RESOURCES LTD., a corporation incorporated under the Business Corporations Act (British Columbia) (the “Corporation”) and COMPUTERSHARE INVESTOR SERVICES INC., a company existing under the laws of Canada, as rights agent (the “Rights Agent”), which term shall include any successor Rights Agent hereunder).

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SHARE SUBSCRIPTION AGREEMENT
Share Subscription Agreement • January 16th, 2008 • Farallon Resources Ltd. • Mining & quarrying of nonmetallic minerals (no fuels)

(Please print name of individual whose signature appears above if different than the name of the name of the Investor printed above.)

Sample 1
UNDERWRITING AGREEMENT
Underwriting Agreement • January 16th, 2008 • Farallon Resources Ltd. • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia
Sample 1
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