0001176256-09-000317 Sample Contracts

SHAREHOLDERS AGREEMENT
Shareholders Agreement • April 2nd, 2009 • Baja Mining Corp. • Mining & quarrying of nonmetallic minerals (no fuels) • England

WHEREAS the Lender wishes to make certain Advances to the Borrower by way of shareholder loans, and may from time to time in the future make further Advances;

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Off-Take Agreement for Copper Cathode
Off-Take Agreement • April 2nd, 2009 • Baja Mining Corp. • Mining & quarrying of nonmetallic minerals (no fuels)

[*Note on Redacted Material: Sections 9, 10, 11, 12, 13 and 14 contain provisions that were omitted from this agreement pursuant to a Confidential Treatment Request (“Request”) Baja Mining Inc. filed with the United States Securities and Exchange Commission (“SEC”) concurrently with the filing of the Form 20-F to which this agreement is an exhibit. The omitted material has been filed separately with the SEC as part of the Request. The place of omitted provisions are indicated below as “REDACTED”. Two pages in this agreement contain omitted provisions.]

MINERA y METALURGICA del BOLEO, S.A. de C.V. as Borrower - and – KOREAN BOLEO CORPORATION, S.A. de C.V. as Lender CREDIT AGREEMENT (BAJA FUNDING LOAN) Dated for reference May 30, 2008
Credit Agreement • April 2nd, 2009 • Baja Mining Corp. • Mining & quarrying of nonmetallic minerals (no fuels) • England

AND WHEREAS the parties have agreed to set forth in this agreement the terms and conditions upon which such Advances will be made;

SHARE PURCHASE AGREEMENT
Share Purchase Agreement • April 2nd, 2009 • Baja Mining Corp. • Mining & quarrying of nonmetallic minerals (no fuels) • England
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