REIMBURSEMENT AGREEMENT


REIMBURSEMENT AGREEMENT


                    THIS AGREEMENT, made
and entered into the 21st day of June, 2012, is by and between GRANT HARTFORD CORPORATION, a corporation organized and existing under the laws of the State of
Montana, whose mailing address is 2620 Connery Way, Missoula, Montana 59808, hereinafter referred to as "Grant Hartford", and COMMONWEALTH RESOURCES, L.L.C.,
a limited liability company organized and existing under the laws of the State of Montana, whose mailing address is 2620 Connery Way, Missoula, Montana 59808,
hereinafter referred to as "Commonwealth."


RECITALS:


                    WHEREAS, under the
terms of that certain Option Agreement dated June 15, 2007, as amended from time to time, and the related Non-Exclusive Surface Lease Agreement to which the
parties hereto are also parties, Grant Hartford has the present right to develop the mining properties which are the subject of said Option Agreement for the
purposes of mining exploration, development and production; and


                    WHEREAS, significant
road, power, water and septic infrastructure development was undertaken and paid for by Commonwealth which will principally serve the needs of Grant Hartford
as it exercises its rights under the said Option Agreement as amended and the Non-Exclusive Surface Lease Agreement; and


                    WHEREAS, the parties
hereto have determined that the sum of $274,557.59 was the amount Commonwealth expended principally for the benefit of Grant Hartford, though it was not required
to do so under the terms of either the Option Agreement as amended or the Non-Exclusive Surface Lease Agreement; and


                    WHEREAS, Grant Hartford
has determined that it is in its best interests to reimburse Commonwealth for the afore-mentioned expenditures if, in doing so, Grant Hartford is guaranteed the
right to use the infrastructure improvements related to said expenditures without payment of additional lease amounts;


                    NOW, THEREFORE, in consideration
of the foregoing premises, the mutual covenants herein contained and other good and valuable considerations, the receipt and sufficiency of which are hereby acknowledged,
the parties hereto hereby agree as follows:


                    1.     REIMBURSEMENT
OF EXPENSES.  Grant Hartford will reimburse Commonwealth for the expense of development of road, power, water and septic infrastructure development intended for the principal benefit
of Grant Hartford and for certain items of personally property utilized exclusively by Grant Hartford, in the sum of $274,557.59, plus interest accruing thereon at the
rate of 8.5% interest from and after


	
Initials:
	
Grant Hartford         DG      
	
Commonwealth          ALC     




	
Reimbursement Agreement
	
Page 1 of 5








October 1, 2011, which reimbursement shall be made via execution and performance of the terms of a promissory note, a copy of which is attached hereto as
Exhibit "A" and incorporated herein by this reference.


                    2.     TRANSFER OF
OWNERSHIP OF CERTAIN PERSONAL PROPERTY. The parties agree that ownership of certain items of personal property paid for by Commonwealth but acquired for the benefit of Grant Hartford that
are included in the reimbursement amount specified in Section 1 above shall be transferred from Commonwealth to Grant Hartford by way of a Bill of Sale. Those items of personal property
are specified in the attached Bill of Sale, constituting Exhibit "B" hereto and incorporated herein by this reference, the agreed value of which shall be deemed to be $29,224.63. The parties
acknowledge that while said value shall constitute the tax basis of such personal property to Grant Hartford, it constitutes only a reimbursement of expenses incurred and paid by Commonwealth
for such property and therefore does not constitute gain to Commonwealth. Commonwealth acknowledges that some portion of such payments might be considered recapture of depreciation if already
taken by it, but that it is not income in the usual sense.


                    3.     BALANCE OF
REIMBURSEMENT CONSTITUTES LEASEHOLD IMPROVEMENTS. The parties acknowledge and agree that the balance of the reimbursement to Commonwealth described in this Agreement, $245,332.96, shall
be deemed to be leasehold improvements made by Grant Hartford and shall be treated as such for tax purposes. Said reimbursement shall not be considered lease payments or other compensation
to Commonwealth, as it is merely a reimbursement of expenses paid by Commonwealth. Commonwealth acknowledges that some portion of such payments might be considered recapture of depreciation
if already taken by it, but that it is not income in the usual sense.


                    4.     GRANT HARTFORD
RESPONSIBLE FOR MAINTENANCE AND REPAIR. The parties agree that Grant Hartford shall be solely responsible for all maintenance, repair or replacement of the road, power, water and septic
infrastructure for which reimbursement to Commonwealth is being made by the terms of this Agreement.


                    5.     NO USAGE PAYMENTS
REQUIRED FOR USE OF INFRASTRUCTURE. Commonwealth having deemed itself to be fully repaid for the infrastructure referred to herein when the subject promissory note is fully paid, it
shall not charge Grant Hartford any further fees for use of the infrastructure referred to herein.


                    6.     RIGHT TO USE
EXPIRES ONLY WITH EXPIRATION OF LEASE AGREEMENT. Grant Hartford's right to use the infrastructure referred to herein shall continue so long as the current Non-Exclusive Surface Lease
Agreement, or any succeeding surface lease agreement between the parties is in effect, but shall expire with the expiration of termination of any such lease agreement.


	
Initials:
	
Grant Hartford         DG      
	
Commonwealth          ALC     




	
Reimbursement Agreement
	
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                    7.     NO EFFECT
ON EXISTING AGREEMENTS. The parties agree that no provision of this Reimbursement Agreement shall in any way alter, amend, rescind or otherwise change or affect any provisions of
any agreements now existing between the parties, specifically including the above-referenced Option Agreement as amended and the Non-Exclusive Surface Lease Agreement.


                    8.     DEFAULT OF
PAYMENT OF PROMISSORY NOTE A BREACH OF OPTION AGREEMENT AND NON-EXCLUSIVE SURFACE LEASE AGREEMENT. The parties agree that any failure to pay the subject promissory note referred
to herein according to its terms shall also be deemed a material breach of the above-referenced Option Agreement as amended and the Non-Exclusive Surface Lease Agreement.


                    9.     Notices. All
notices, consents and demands under this Agreement shall be in writing and may be delivered personally, sent by telegram, telex, air courier, facsimile or e-mail or may be forwarded by first
class pre-paid registered or certified mail to the address for each Party set forth above, or to such address as each Party may from time to time specify by notice. Any notice delivered or sent
by telegraph, telex, facsimile or e-mail shall be deemed to have been given and received on the business day next following the date of delivery. Any notice mailed as aforesaid shall be deemed to
have been given and received on the third business day following the date it is posted; provided that if between the time of mailing and the actual receipt of the notice there shall be a mail
strike, slowdown or other labor dispute which might affect delivery of the notice by mails, then the notice shall be effective only if actually delivered. Each Party's proper address shall be the
address first set forth above, until such Party specified another address written notice to all the other Parties. The above addresses may be changed at any time by giving notice as aforesaid.


                    10.     PARAGRAPH OR
SECTION HEADINGS. Paragraph or section headings are provided for convenience only. In the event of any inconsistency between the paragraph headings and the body of the document, the
body of the document shall control.


                    11.     GRAMMATICAL
CONSTRUCTION. In this Agreement, whenever the context so requires, the masculine gender includes the feminine and/or neuter, the singular number includes the plural, and words importing
persons shall include firms or corporations and vice versa.


                    12.     CURRENCY. All
references to "dollars" or "$" herein shall mean lawful currency of the United States of America.


                    13.     NO RULE OF
CONSTRUCTION APPLIED AGAINST DRAFTING PARTY. No provision of this Agreement shall be "construed against" or interpreted in a manner that is unfavorable to a Party to this Agreement
on the basis that such Party may have



	
Initials:
	
Grant Hartford         DG      
	
Commonwealth          ALC     




	
Reimbursement Agreement
	
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drafted or participated in the drafting of such provision.


                    14.     COSTS
AND ATTORNEYS' FEES. In the event that either Party institutes mediation or legal action for the enforcement of any right, obligation, provision or covenant of this agreement,
the prevailing Party shall be entitled to a reasonable attorney's fee in addition to costs of suit or mediation.


                    15.     TIME:
WAIVER OF BREACH. It is agreed by the Parties that time is of the essence to this Agreement. The failure of either Party to enforce for any time or for any period of time any
of the provisions of this Agreement shall not be construed as a waiver of such provision or of the right of such Party thereafter to enforce each and every such provision.


                    16.     FACSIMILE
OR ELECTRONIC EXECUTION AND DELIVERY. A facsimile transmission or an e-mail transmission of a scanned copy of a document bearing the signature(s) of a Party hereto shall beacted
upon and be deemed and treated to be an original document for all purposes. If a facsimile or electronic transmission is so made, the original of the signed documents shall be mailed
or placed with a courier for personal delivery or mailed within three(3) business days of the facsimile or electronic transmission.


                    17.     COUNTERPARTS.
This Agreement may be executed simultaneously in two or more counterparts, all of which together shall constitute one and the same instrument and when so signed shall be deemed to bear the
date first written above.


                    18.     SUCCESSORS.
This Agreement shall extend to and be binding upon the heirs, personal representatives, successors and assigns of the Parties hereto.


                    19.     ASSIGNABILITY.
 Neither this Agreement, nor any rights or obligations conferred hereunder, shall be assigned in whole or in part by either Party without obtaining the prior written consent of the other
Party.


                    20.     MODIFICATION
OF AGREEMENT. It is expressly understood and agreed by and between the Parties hereto that this Agreement may be modified only by a written instrument, which written instrument must
be signed by all of the Parties to this Agreement.


                    21.     WARRANTY Of
AUTHORITY. The persons executing and delivering this Agreement on behalf of the Parties represent and warrant that each of them is duly authorized to do so and that the execution of
this Agreement is the lawful and voluntary act of the Parties.


                    22.     
SEVERABILITY. If any provision of this Agreement, or the application



	
Initials:
	
Grant Hartford         DG      
	
Commonwealth          ALC     




	
Reimbursement Agreement
	
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thereof to any person or circumstance, shall for any reason or to any extent, be invalid or unenforceable, such invalidity or unenforceability shall not in any manner
affect or render invalid or unenforceable the remainder of this Agreement, and the application of that provision to other persons or circumstances shall not be affected but, rather,
shall be enforced to the extent permitted by law.


                    23.     ENTIRE
AGREEMENT. All of the terms and conditions of this Agreement between the Parties are contained herein, no previous agreements with regard to the subject matter shall survive
the execution of this Agreement, and NO REPRESENTATIONS OR INDUCEMENTS HAVE BEEN MADE OTHER THAN THOSE SPECIFICALLY SET FORTH.


                    IN WITNESS WHEREOF, the Parties hereto have
executed this instrument the day and year first above written.


	
GRANT HARTFORD CORPORATION
	
COMMONWEALTH RESOURCES, L.L.C:




 


	
By:/s/David Gilmer                        
      

David Gilmer, Secretary Treasurer
	
By:/s/Aaron L. Charlton                       
       

Aaron L. Charlton, Managing Member




 

 


 






	
Initials:
	
Grant Hartford         DG      
	
Commonwealth          ALC     




	
Reimbursement Agreement
	
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PROMISSORY NOTE


	
$274,557.59
	
Missoula, Montana
	
June 20, 2012




                    FOR VALUE
RECEIVED, Grant Hartford Corporation, a Montana corporation whose mailing address is 2620 Connery Way, Missoula, Montana 59808 ("Maker") promises
to pay to the order of Commonwealth Resources, L.L.C., a Montana limited liability company, whose principal offices are located at 7 Tiger Lode
Trail, Garnet, Drummond, Montana 59832 ("Obligee"), the sum of TWO HUNDRED SEVENTY-FOUR THOUSAND FIVE HUNDRED FIFTY-SEVEN & 59/100 DOLLARS ($274,557.59)
together with interest from October 1, 2011 (Maker acknowledges that the date upon which interest commences accruing predates the date of this promissory
note) at the rate of EIGHT AND ONE-HALF PERCENT (8.5%) per annum on unpaid balances of principal, all payable no later than September 30, 2014.


                    If default be
made in the payment of any installment under this note, and if the default is not made good within ten (10) days of the giving of written notice of default,
the entire principal sum and accrued interest shall at once become due and payable without notice at the option of the holder of this note. Failure to exercise
this option shall not constitute a waiver of the right to exercise the same in the event of any subsequent default. In the event of default it is agreed that
the holder of this note may recover such necessary expenses as may be incurred in collection, including a reasonable attorney's fee.


                    The makers, sureties,
guarantors and endorsers hereof severally waive presentment for payment, demand and notice of dishonor and non-payment of this
note, and consent to any and all extensions of time, renewals, waivers or modifications that may be granted by the holder hereof with respect to the payment or other
provisions of this note, and to the release of any security, or any part thereof with or without substitution.


GRANT HARTFORD CORPORATION:


By:            /s/          
                         
      
     David Gilmer, Secretary/Treasurer



	
      EXHIBIT
     A     




 

 

 










BILL OF SALE


                    KNOW ALL MEN BY THESE PRESENTS:


                    That COMMONWEALTH RESOURCES, LLC.,
a limited liability company organized and existing under the laws of the State of Montana, whose mailing address is 2620 Connery Way, Missoula, Montana 59808, party of the
first part, for and in consideration of the sum of $29,224.63, in hand paid by GRANT HARTFORD CORPORATION, a corporation organized and existing under the laws of the State
of Montana, whose mailing address is 2620 Connery Way, Missoula, Montana 59808, party of the second part, receipt whereof is hereby acknowledged, does bargain, sell, transfer
and deliver over unto the party ofthe second part, its successors and assigns, the following personal property:


	
DESCRIPTION
	
PRICE

	
 
	
 

	
Inverter and Batteries
	
$10,000.00

	
Phone Equipment
	
$12,700.00

	
Hardware & Tools
	
$1,524.63

	
Les Pender generator
	
$5,000.00






                    TO HAVE AND TO HOLD the same,
to the said party of the second part, its successors and assigns FOREVER.


                    IN WITNESS WHEREOF, I/We have
hereunto set my/our hand and seal the 21st day of June, 2012.


COMMONWEALTH RESOURCES, L.L.C.:


By:/s/Aaron L. Charlton                      
                         
      
     Aaron L. Charlton, Managing Member


 

 

 



	
      EXHIBIT
     B