0001204459-11-002826 Sample Contracts

GUARANTEE
Guarantee • October 27th, 2011 • Timmins Gold Corp. • Gold and silver ores

THIS GUARANTEE AGREEMENT made as of the 27th day of May, 2011, is given by Timmins Goldcorp Mexico S.A. de C.V. (the “Guarantor”) to Sprott Resource Lending Partnership as administrative agent (in such capacity, together with its successors and permitted assigns, “Administrative Agent”) on behalf of the Lenders (as defined in the Credit Agreement defined below).

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GUARANTEE
Guarantee Agreement • October 27th, 2011 • Timmins Gold Corp. • Gold and silver ores

THIS GUARANTEE AGREEMENT made as of the 27th day of May, 2011, is given by Molimentales del Noroeste S.A. de C.V. (the “Guarantor”) to Sprott Resource Lending Partnership as administrative agent (in such capacity, together with its successors and permitted assigns, “Administrative Agent”) on behalf of the Lenders (as defined in the Credit Agreement defined below).

GENERAL SECURITY AGREEMENT
General Security Agreement • October 27th, 2011 • Timmins Gold Corp. • Gold and silver ores

SPROTT RESOURCE LENDING PARTNERSHIP, in its capacity as the administrative agent on behalf of the Finance Parties (as defined in the Credit Agreement defined below).

CONSULTING AGREEMENT
Consulting Agreement • October 27th, 2011 • Timmins Gold Corp. • Gold and silver ores • New Jersey

THIS CONSULTING AGREEMENT (hereinafter referred to as “Agreement”) is made and entered into effective as of March 1, 2011, by and between Grandich Publications, LLC, a New Jersey limited liability company (“Consultant”), and Timmins Gold Corp. (the “Company”).

AGENCY AGREEMENT
Agency Agreement • October 27th, 2011 • Timmins Gold Corp. • Gold and silver ores • Ontario

Pacific Road Resources Fund A, and Pacific Road Resources Fund B Level 23, Goldfields House 1 Alfred Street Sydney, NSW 2000 Australia

EXPLORATION AND OPTION TO PURCHASE MINERAL CONCESSIONS AGREEMENT
Exploration and Option to Purchase Mineral Concessions Agreement • October 27th, 2011 • Timmins Gold Corp. • Gold and silver ores

This Agreement, made and entered in Monterrey City, State of Nuevo Leon, United Mexican States, as of the 24th day of November of the year (2010) Two Thousand and Ten, between FERNANDO SANTOS CHAVEZ, and his wife MARIA ISAIAS YOLANDA RANGEL ZAVALA granting her marital consent; ONESIMO DOÑEZ NORIEGA, and his wife MARIA ELVIA REYES GUTIERREZ also granting her marital consent (hereinafter they shall collectively be referred to as the “Concessionaires and Vendors”) of the first part, and TIMMINS GOLDCORP MEXICO, S.A. DE C.V. (hereinafter referred to as the “Exploration Company and Buyer”), hereby represented by FRANCISCO ARTURO BONILLAS ZEPEDA, its legal representative who holds powers enough to represent the said company, of the second part.

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