Option agreement on the Baner Gold Property structured for two work programs – 2024 and 2025

1. Transaction Completion (Oct. 3, 2024):

1. C$75,000 cash payment;
2. Issuance of 1.1 million common shares of the Company; and
3. Issuance of 200,000 warrants at $0.30, for a two years.

2. Within 18 months from Transaction Completion (April 2026):

1.C$350,000 cash payment;
2.Issuance of 200,000 common shares of the Company; and
3.Issuance of 200,000 warrants to purchase common shares at the last closing price for the shares prior to the date of issuance, for two years from date of issuance.

3. With 12 months of the payment in Item 3 above (April 2027):

1. C$500,000 cash payment; and
2. Issuance of 200,000 warrants to purchase common shares at the last closing price for the shares prior to the date of issuance, for two years from date of issuance.
3. closing price for the shares prior to the date of issuance, for two years from date of issuance.

4. 1% net smelter royalty on the project with a buy-back option for C$7.5M.

Option agreement on the Baner Gold Property structured for two work programs – 2024 and 2025

1. Transaction Completion (Oct. 3, 2024):

1. C$75,000 cash payment;
2. Issuance of 1.1 million common shares of the Company; and
3. Issuance of 200,000 warrants at $0.30, for a two years.

2. Within 18 months from Transaction Completion (April 2026):

1.C$350,000 cash payment;
2.Issuance of 200,000 common shares of the Company; and
3.Issuance of 200,000 warrants to purchase common shares at the last closing price for the shares prior to the date of issuance, for two years from date of issuance.

3. With 12 months of the payment in Item 3 above (April 2027):

1. C$500,000 cash payment; and
2. Issuance of 200,000 warrants to purchase common shares at the last closing price for the shares prior to the date of issuance, for two years from date of issuance.
3. closing price for the shares prior to the date of issuance, for two years from date of issuance.

4. 1% net smelter royalty on the project with a buy-back option for C$7.5M.