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                               AGREEMENT

THIS AGREEMENT ("Agreement") is by and between the Parties below.  The
effective date of this Agreement is May 31, 2010 ("Effective Date").

                              PARTIES

US Highland, Inc. ("USH")
17424 South Union Avenue
Mounds, OK 74047

Lemon Tree Financial Group, LLC ("LT")
11610 South Union Avenue
Sapulpa, OK 74066

AGREEMENT

1.	Agreement.  LT tenders 2 million shares of restricted stock to
USH in exchange for a purchase of rights to three US Highland Regional
Dealerships ($200,000 each for a total value of $600,000) and in
payment of $284,000 owed by LT to USH.

2.	Governing Law; Venue; Arbitration. This Agreement shall be
governed by, and construed in accordance with, the substantive laws of
the State of Oklahoma. Actions or proceedings litigated in connection
with this Agreement, if any, shall be conducted exclusively in the
state and federal courts located in the State of Oklahoma.  Any dispute
or controversy arising under or from this agreement, or related in any
way whatsoever to this agreement, shall be resolved by arbitration
before a three arbitrator panel in accord with the commercial rules of
the American Arbitration Association.

3.	Successors and Assigns. The representations and warranties made
by the Parties are binding on the respective parties, successors, and
assigns.

4.	Counterparts. This Agreement may be executed by the Parties in
separate counterparts, each of which shall be deemed an original.

5.	Acceptance. This Agreement is not binding on either Party until
signed by both parties.

6.	Severability and Precedence of this Agreement. If any provision
of this agreement shall be judicially determined to be invalid, illegal
or unenforceable, the validity, legality and enforceability of the
remaining provisions shall not in any way be affected or impaired
thereby.

The Parties hereby agree by affixing their signatures below:

USH:                                      LT:

/s/Damian Riddoch                         /s/Chase Bales
Damian Riddoch, CFO of US Highland, Inc.	Chase Bales, Manager, Lemon
                                          Tree Financial Group, LLC


Asset Purchase Agreement		1 | Page
Initials:  USH ______  LT ______