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ExGen Resources Inc. — Capital/Financing Update 2026
Jan 29, 2026
45316_rns_2026-01-28_08dc7cb0-01b9-420f-ab08-32b0bb52c1e7.pdf
Capital/Financing Update
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SILVER STREAM AGREEMENT
This agreement (the "Agreement") is dated as of December 30, 2025 (the "Effective Date")
BETWEEN:
Sol de Oro Mining Ltd., a corporation incorporated and existing under the laws of British Columbia,
("SOL")
- and -
ExGen Resources, Inc., a company incorporated and existing under the laws of British Columbia
("EXG")
WITNESSES THAT:
WHEREAS SOL through its subsidiary Compañía Minera OXI SpA ("OXI") intends to acquire 100% of the shares of Compañía Minera e Inmobiliaria Dragones SpA ("Dragones"), which has a 100% ownership interest in the Andacollo Oro Gold Project (the "AOG Project"), located in the Coquimbo Region of central Chile (the "AOG Transaction"), as more particularly described in Schedule "A" attached hereto (the "Property");
AND WHEREAS the Property has or may have marketable metal bearing material including silver located therein, thereon or thereunder;
AND WHEREAS minerals mined, produced, extracted or otherwise recovered from the Property, including silver, may be processed to produce silver metal, dore or silver in concentrate;
AND WHEREAS SOL has agreed to sell to EXG, and EXG has agreed to purchase from SOL, an amount of silver determined by the Stream Percentage (as such term is hereinafter defined) of Payable Silver produced from the Property (as such term is hereinafter defined) for so long as silver is mined, produced, extracted or otherwise recovered from the Property, subject to and in accordance with the terms of this Agreement;
AND WHEREAS SOL and EXG have entered into two letters of intent dated November 18, 2025 and December 19, 2025, respectively, ("Letters of Intent") and wish to replace those Letters of Intent with this Silver Stream Agreement;
NOW THEREFORE in consideration of the mutual covenants and agreements herein contained and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by each of the parties hereto, the parties agree as follows:
- Definitions
(a) "Affiliate" has, with respect to the relationship between two or more bodies corporate, the meaning given to it in the Business Corporations Act (British Columbia), and with respect to the relationship between two or more Persons any of which are not bodies corporate, a Person shall be deemed to be an Affiliate of another Person if one of them is
controlled by the same Person, and for this purpose, "control" means the right, directly or indirectly, to direct or cause the direction of the management of the affairs of a Person, whether by ownership of securities, by contract or otherwise.
(b) "Agreement" means this silver stream agreement and all attached schedules, in each case as the same may be supplemented, amended, restated or superseded from time to time in accordance with the terms thereof.
(c) "Arbitration Rules" means the rules of the British Columbia International Commercial Arbitration Centre.
(d) "Auditor's Report" means a report prepared by a person mutually agreed upon by the Parties that has experience and expertise in determining the quantity of Silver produced and recovered from the Property.
(e) "Business Day" means any day other than a Saturday or Sunday or a day that is a statutory or bank holiday under the laws of Chile or the Province of British Columbia.
(f) "Concessions" mean the mineral concessions comprising the Property listed in Schedule A to this Agreement.
(g) "Confidential Information" has the meaning set out in Section 14(a) of this Agreement.
(h) "Silver" means any and all marketable silver metal bearing material in whatever form or state that is mined, extracted, removed, produced or otherwise recovered from the Property, including any such material derived from any processing or reprocessing of any tailings, waste rock or other waste products originally derived from the Property, and including ore and any other products resulting from the further milling, processing or other beneficiation of Minerals, including concentrates.
(i) "Silver Purchase Price" means 20% of the Monthly Market Price.
(j) "Dispute Notice" has the meaning set out in Section 1(b) of this Agreement.
(k) "Mineral Offtake Agreement" means an agreement for the purchase and sale of Minerals or the delivery of Minerals for refining, and all amendments or addendums thereto.
(l) "Minerals" means any and all marketable metal bearing material in whatever form or state that is mined, extracted, removed, produced or otherwise recovered from the Property, including any such material derived from any processing or reprocessing of any tailings, waste rock or other waste products originally derived from the Property, and including ore and any other products resulting from the further milling, processing or other beneficiation of Minerals, including concentrates.
(m) "Monthly Market Price" means the monthly average settlement prices for cash deliveries for the month as published by the London Metal Exchange.
(n) "Monthly Report" means a written report including:
(i) the number of ounces of Silver produced and recovered from the Property and delivered to an Offtaker in each calendar month;
(ii) the names and addresses of each Offtaker to which the Silver is delivered;
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(iii) the number of ounces of Payable Silver which have resulted or which are estimated to result therefrom; and
(iv) a reconciliation between any provisional number of ounces of Payable Silver specified in a Monthly Report pursuant to subsection (iii) above for a preceding calendar month and the final number of ounces of Payable Silver for that calendar month.
(o) "Offtaker" means the party to a Mineral Oftake Agreement that purchases Minerals from SOL or takes delivery of Minerals from SOL for processing.
(p) "Parties" means SOL and EXG and "Party" means any one of the Parties.
(q) "Payable Silver" means, with respect to each shipment of Purchased Minerals delivered by SOL to an Offtaker, the gross number of ounces of Silver contained in each such shipment, less the number of ounces of Silver deducted on account of the processing of such Silver pursuant to and in accordance with the Mineral Oftake Agreement to which each Offtaker is a party.
(r) "Person" means and includes individuals, corporations, bodies corporate, limited or general partnerships, joint stock companies, limited liability corporations, joint ventures, associations, companies, trusts, banks, trust companies, government or any other type of organization, whether or not a legal entity.
(s) "Prime" means, at any particular time, the reference rate of interest, expressed as a rate per annum that The Bank of Nova Scotia establishes as its prime rate of interest in order to determine interest rates it charges for demand loans in Canadian dollars to its most credit worthy customers.
(t) "Purchased Minerals" means Minerals purchased and acquired by an Offtaker pursuant to and in accordance with the Mineral Oftake Agreement to which the Offtaker is a party.
(u) "Receiving Party" has the meaning set out in Section 144(a) of this Agreement.
(v) "Settlement Amount" means in respect of any delivery of Streamed Silver, the amount of such Streamed Silver multiplied by 20% of the applicable Monthly Market Price.
(w) "Stream Percentage" shall mean sixty-six and two thirds percent (66.67%) until such time as 666,667 ounces of Streamed Silver have been delivered under this Agreement, then thirty three and one third percent (33.33%).
(x) "Streamed Silver" has the meaning defined in Section 1(a).
- Letter of Intent
This Silver Stream Agreement replaces the Letters of Intent dated November 18, 2025 and December 19, 2025, respectively between the Parties. SOL acknowledges receipt of payment from EXG in the amount of US$1,000,000 and both Parties acknowledge that all terms and conditions of the Letters of Intent are in good standing.
- Purchase and Sale of Silver
a) Subject to and in accordance with the terms of this Agreement, SOL hereby agrees to sell to EXG, and EXG hereby agrees to purchase from SOL, an amount of Payable Silver contained in each shipment of Minerals delivered by SOL to an Offtaker equal to the
Stream Percentage multiplied by the Payable Silver contained in each such shipment ("Streamed Silver").
b) The delivery of Streamed Silver from SOL to EXG shall occur by way of the delivery by SOL to EXG of London Metal Exchange warrants representing the applicable quantity of Streamed Silver and such delivery will be made within ten (10) Business Days of the end of each calendar month.
c) SOL undertakes to deliver a minimum of 8,400 ounces of silver to EXG during each calendar quarter (the "Quarterly Minimum") beginning with the second quarter of 2027. If the Quarterly Minimum is not met, then SOL shall make up any shortfall with an equivalent value of gold from SOL's gold production (the "Substitute Gold Ounces"). The Substitute Gold Ounces shall be delivered within 30 days of the Quarterly Minimum due date.
4. Payment Terms
d) Not later than five (5) Business Days following the end of a month, SOL shall deliver to EXG a Monthly Report along with its calculation of Streamed Silver for such month, which statement shall include the Silver Purchase Price and Settlement Amount due from EXG for the relevant month (the "Calculation Statement"). Subject to Section 5, within 10 business days of receipt of a Monthly Report, EXG shall forthwith pay the Settlement Amount to SOL.
e) All payments for Streamed Silver by EXG to SOL shall be made in U.S. Dollars and shall be made by wire transfer in immediately available funds to the bank account or accounts designated by SOL in writing from time to time.
f) Subject to the resolution of any dispute of any payment in accordance with Section 5, any payment not made on or by the applicable payment date referred to in this Section 4 shall incur interest until such payment is made at a rate equal to Prime plus 3%.
5. Concerning Monthly Reports
a) If EXG disputes the accuracy of a Calculation Statement (or any part thereof), EXG shall notify SOL in accordance with Section 1)b).
b) If EXG disputes a Monthly Report:
(i) EXG shall notify SOL in writing within five (5) days from the date of delivery of that Monthly Report that it disputes the accuracy of that Monthly Report (or any part thereof) (such notice a "Dispute Notice");
(ii) EXG and SOL shall have twenty (20) days from the date the Dispute Notice is delivered by EXG, in accordance with the notice provisions set out in Section 17(f), to resolve the dispute. If EXG and SOL have not resolved the dispute within the twenty (20) day period, then EXG shall have the right to require SOL to deliver an Auditor's Report;
(iii) if the Auditor's Report concludes that the number of ounces of Silver varies by five (5) per cent or less from the number of ounces of Silver set out in the Monthly Report, then the cost of the Auditor's Report shall be for the account of EXG;
(iv) if the Auditor's Report concludes that the number of ounces of Silver varies by more than five (5) per cent from the number of ounces of Silver set out in the Monthly Report, then the cost of the Auditor's Report shall be for the account of
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SOL; and
(v) if either EXG or SOL disputes the Auditor's Report and such dispute is not resolved between the parties within ten (10) days after the date of delivery of the Auditor's Report, then such dispute shall be resolved by arbitration in accordance with the arbitration provisions set out in Section 15 of this Agreement.
6. Delivery of Minerals
c) With respect to each shipment of Minerals to an Offtaker, SOL shall at all times be responsible for delivering each such shipment to each applicable Offtaker in such quantity, quality, description and amounts and at such times and places required under and in accordance with each applicable Mineral Offtake Agreement.
d) All costs and expenses pertaining to the delivery of each shipment of Minerals to an Offtaker shall be borne by SOL. SOL shall retain the services of a reputable, established and experienced transport company to transport and deliver each shipment of Minerals to each Offtaker.
7. Title and Risk of Loss – Purchased Minerals
e) Title to the Streamed Silver contained in each shipment of Purchased Minerals shall pass from SOL to EXG at the time immediately prior to the time when title to the remainder of the shipment of Purchased Minerals passes from SOL to the applicable Offtaker pursuant to and in accordance with the terms of the Mineral Offtake Agreement. EXG agrees that it shall cause title to the Streamed Silver contained in each such shipment of Purchased Minerals to which it has acquired title to pass to the applicable Offtaker at such time as title to the remainder of the shipment of Purchased Minerals passes from SOL to such Offtaker in accordance with the terms of the Mineral Offtake Agreement to which such Offtaker is a party.
f) Risk of loss or damage to all Silver contained in each shipment of Purchased Minerals shall at all times remain with SOL until risk of loss or damage with respect to such shipment of Purchased Minerals passes to the applicable Offtaker in accordance with the terms of the Mineral Offtake Agreement to which such Offtaker is a party. For greater certainty, risk of loss or damage to all Silver contained in each shipment of Purchased Minerals shall never pass from SOL to EXG.
8. Relationship of the Parties
a) The Parties acknowledge and agree that this Agreement is intended to be solely for the purchase and sale of silver. Nothing in this Agreement shall be construed to create, expressly or by implication, a debt instrument between the Parties under any applicable law, nor shall EXG and SOL be, or be deemed to be, lender and borrower, respectively.
b) EXG hereby agrees that, except as provided in this Agreement, it has no contractual rights relating to the mining operations of SOL or the Concessions or any right, title or interest in and to the Concessions. EXG further acknowledges and agrees that, except as provided in this Agreement, it is not entitled to any form or type of compensation or payment from SOL if SOL does not meet its forecasted Silver production targets in a specified period or if SOL discontinues or ceases its mining operations in, on, under or in respect of the Property.
9. Mineral Offtake Agreements
SOL shall select and deal with Offtakers at its sole discretion and EXG agrees that SOL shall act as agent for EXG in dealings with Offtakers. EXG agrees that Streamed Silver shall be comingled with other Purchased Minerals. SOL shall ensure that all agreements with Offtakers are negotiated and entered into on standard third-party commercial terms and conducted on an arm's-length basis.
10. Term
The term of this Agreement shall commence on the date of this Agreement and shall continue in perpetuity from the Effective Date onward.
11. Additional Rights of EXG
a) If SOL acquires any concessions within a 2 km. boundary of the Concessions, such concessions will be considered part of the Property for the purpose of this Agreement.
b) If SOL determines to enter into any further streaming agreements or royalty transactions ("Future Transactions") in respect of any of the Concessions it shall first have received a bona fide written offer from an arm's length third person (a "Third Party Offer") which shall state the terms of any such Future Transaction, and SOL shall forthwith deliver a copy of the Third Party Offer to EXG. SOL shall provide all data and other information respecting the proposed Future Transaction as EXG may request. EXG shall have 10 Business Days from the date that it receives the Third Party Offer and such data and information to notify SOL whether it desires to enter into a Future Transaction on the terms set out in the Third Party Offer. If K2 Resources Inc. ("K2"), which has a similar provision, also elects to participate, then ExGen and K2 shall be entitled to participate as to two-thirds and one-third, respectively or such other ratios as ExGen and K2 shall determine between themselves. If EXG fails to so elect within the 10 Business Day period provided for in this section, SOL, following the expiration of such 10 Business Day period, have 30 Business Days to execute a binding agreement in respect of the Third Party Offer to consummate the transfer to the initial party to the Third Party Offer at a price and on terms not less favourable to SOL than those set out in the Third Party Offer. If SOL fails to execute such binding agreement with such initial party to the Third Party Offer within such 30 Business Day period, or if the transaction which is the subject of such binding agreement is not completed and such agreement is terminated, the right of first refusal herein contained shall be deemed to be revived in respect of any further Future Transaction agreement which SOL proposes to enter into.
c) It shall be a condition of any sale of the Property by SOL that the purchaser of the Property shall assume SOL's obligations under this Agreement.
d) SOL shall not sell its interest in the Property without the prior written consent of EXG, and prior to any such "consented to" sale, the purchaser of the Property will agree to be bound by the terms of this Agreement. If SOL sells the Property to any purchaser for which EXG has provided consent, the Streamed Silver obligation and all rights granted to EXG under this Agreement, will run with the land and such Streamed Silver obligation will transfer to the new owner, or any subsequent owner, such that the Streamed Silver obligation payable to EXG runs with the Property in perpetuity.
12. Books; Records; Inspections
a) SOL shall provide to EXG at least annually, and in a timely manner, a copy of SOL's annual mine plan with respect to the Concessions, which plan shall be prepared in accordance with typical practices prevailing in the mining industry, and shall include, but not be limited to,
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information with respect to anticipated mining activities on the Property and the processing of Minerals from the Property for the upcoming year.
b) SOL shall keep true, complete and accurate books and records of all of its operations and activities with respect to the Concessions, including the mining and production of Minerals therefrom and the mining, treatment, processing, milling, concentrating and transportation of Minerals. Subject to the confidentiality provisions of this Agreement, EXG shall be entitled to perform audits or other reviews and examinations of SOL's books and records relevant to the production and delivery of Silver from time to time to confirm compliance with the terms of this Agreement. EXG shall diligently complete any audit or other examination permitted hereunder. The expenses of any audit or other examination permitted hereunder shall be paid by EXG, unless the results of such audit or other examination permitted hereunder discloses a discrepancy of more than five percent (5%) between the amount of Streamed Silver produced and the amount of Streamed Silver sold to EXG, in which event the costs of such audit or other examination shall be paid by SOL.
13. Conduct of Operations
(a) Save as otherwise may be agreed between SOL and EXG, and subject to this Agreement, all decisions concerning methods, the extent, times, procedures and techniques of any (i) exploration, development and mining related to the Concessions and the Property, including spending on capital expenditures, (ii) leaching, milling, processing or extraction and (iii) materials to be introduced on or to the Property, shall be made by SOL in its sole discretion. Notwithstanding the foregoing, SOL shall carry out and perform, or cause to be carried out and performed, all mining operations and activities pertaining to or in respect of the Concessions and the Property, in a commercially prudent manner and in accordance with all applicable laws, all applicable licenses, permits and other authorizations and good mining, processing, engineering and environmental practices prevailing in the mining industry.
(b) SOL shall at all times do and cause to be done all things necessary to maintain the Concessions in good standing, including paying all taxes owing in respect thereof, and to maintain its corporate existence. For greater certainty, SOL shall not abandon any of the Concessions or allow or permit any of the Concessions to lapse unless it provides evidence satisfactory to EXG, acting reasonably, that it is not economical to mine Minerals from the Property that are the subject of and pertain to the Concession that SOL proposes to abandon or let lapse.
14. Confidentiality
(a) Each Party (a "Receiving Party") agrees that it shall maintain as confidential and shall not disclose, and shall cause its Affiliates, employees, officers, directors, agents and representatives to maintain as confidential and not to disclose, the terms contained in this Agreement and all information (whether written, oral or in electronic format) received or reviewed by it as a result of or in connection with this Agreement ("Confidential Information"), except in the following circumstances:
(i) a Receiving Party may disclose Confidential Information to its auditors, legal counsel, lenders, brokers, underwriters and investment bankers, provided that such persons are advised of the confidential nature of the Confidential Information, undertake to maintain the confidentiality of it and are strictly limited in their use of the Confidential Information to those purposes necessary for such persons to perform the services for which they were, or are proposed to be, retained by the Receiving Party;
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(ii) a Receiving Party may disclose Confidential Information where that disclosure is necessary to comply with any applicable law or court order, its disclosure obligations and requirements under any securities law, rules or regulations or stock exchange listing agreements, policies or requirements or in relation to proposed credit arrangements, provided that the proposed disclosure is limited to factual matters and that the Receiving Party will have availed itself of the full benefits of any laws, rules, regulations or contractual rights as to disclosure on a confidential basis to which it may be entitled;
(iii) for the purposes of any arbitration proceeding commenced under Section 15 of this Agreement;
(iv) a Receiving Party may disclose Confidential Information where such information is already public knowledge other than by a breach of the confidentiality terms of this Agreement or is known by the Receiving Party prior to the entry into of this Agreement or obtained independently of this Agreement and the disclosure of such information would not breach any other confidentiality obligations;
(v) with the approval of the disclosing party; or
(vi) a Receiving Party may disclose Confidential Information to those of its Affiliates, agents and representatives who need to have knowledge of the Confidential Information.
(b) Each Party agrees that it shall use reasonable efforts to ensure that its Affiliates, employees, directors, officers, advisors and agents, where applicable, are made aware of this Section 14 and comply with the provisions of this Section 14. Each Party shall be liable to the other Party for any improper use or disclosure of such terms or information by such persons.
15. Dispute Resolution
Any matter in this Agreement in dispute between the Parties which has not been resolved by the Parties within the time frames specified herein (or where no time frames are specified, within fifteen (15) days of the delivery of notice by either Party of such dispute) shall be referred to binding arbitration, which shall be conducted in accordance with the Arbitration Rules. Such referral to binding arbitration shall be to a qualified single arbitrator. The determination of such arbitrator shall be final and binding upon the Parties hereto and the costs of such arbitration shall be as determined by the arbitrator. The Parties covenant that they shall conduct all aspects of such arbitration having regard at all times to expediting the final resolution of such arbitration.
16. Representations, Warranties and Indemnities
(a) Each Party to this Agreement, acknowledging that the other Party is entering into this Agreement in reliance thereon, hereby represents and warrants to the other Party as follows:
(i) It is a corporation duly incorporated and validly existing under the laws of its incorporating jurisdiction and is up to date in respect of all filings required by law;
(ii) All requisite corporate acts and proceedings have been done and taken by it, including obtaining all requisite board of directors' approval, with respect to entering into this Agreement and performing its obligations hereunder;
(iii) It has the requisite corporate power and authority to enter into this Agreement and to perform its obligations hereunder;
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(iv) This Agreement and the exercise of its rights and performance of its obligations hereunder do not and will not (1) conflict with any agreement, mortgage, bond or other instrument to which it is a party or which is binding on its assets, (2) conflict with its constating or constitutive documents, or (3) conflict with or violate any applicable law;
(v) No regulatory or third party consents or approvals are required to be obtained by it in connection with the execution and delivery or the performance by it of this Agreement or the transactions contemplated hereby;
(vi) This Agreement has been duly and validly executed and delivered by it and constitutes a legal, valid and binding obligation of the Party, enforceable against it in accordance with its terms; and
(vii) It has not made an assignment for the benefit of creditors or is the voluntary or involuntary subject of any proceedings under any bankruptcy or insolvency law, no receiver or receiver/manager has been appointed for all or any substantial part of its assets or business and its corporate existence has not been terminated by voluntary or involuntary dissolution or winding up (other than by way of amalgamation or reorganization) and it is not now aware of any circumstance which, with notice or the passage of time, or both, would give rise to any of the foregoing.
(b) SOL agrees to indemnify and save harmless EXG and its directors, officers, employees, Affiliates and agents from and against any and all damages, claims, losses, liabilities, fines, penalties and expenses (including legal fees) suffered or incurred by any of the foregoing persons in connection with (i) any inaccuracy in or default or breach of any representation or warranty of SOL contained in this Agreement, or (ii) any breach or non-performance by SOL of any covenant to be performed by it pursuant to this Agreement.
(c) EXG agrees to indemnify and save harmless SOL and its directors, officers, employees, Affiliates and agents from and against any and all damages, claims, losses, liabilities, fines, penalties and expenses (including legal fees) suffered or incurred by any of the foregoing persons in connection with any inaccuracy in or default or breach of any representation or warranty of EXG contained in this Agreement.
17. General Provisions
(a) Each Party shall execute all such further instruments and documents and do all such further actions as may be necessary to effectuate the documents and transactions contemplated in this Agreement, in each case at the cost and expense of the Party requesting such further instrument, document or action, unless expressly indicated otherwise.
(b) Nothing herein shall be construed to create, expressly or by implication, a joint venture, mining partnership, commercial partnership, agency relationship, fiduciary relationship, or other partnership relationship between EXG and SOL.
(c) This Agreement shall be governed by and construed under the laws of the Province of British Columbia and the federal laws of Canada applicable therein.
(d) Time is of the essence in this Agreement.
(e) If any provision of this Agreement is wholly or partially invalid, this Agreement shall be interpreted as if the invalid provision had not been a part hereof so that the invalidity shall not affect the validity of the remainder of the Agreement which shall be construed
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as if the Agreement had been executed without the invalid portion. It is hereby declared to be the intention of the Parties that this Agreement would have been executed without reference to any portion which may, for any reason, hereafter be declared or held invalid.
(f) Any notice or other communication (in each case, a "notice") required or permitted to be given hereunder shall be in writing and shall be delivered by hand or transmitted by facsimile transmission addressed to:
(i) If to SOL, to:
[Address redacted]
Attention: Anesti Papasideris Gwynne
Email: [redacted]
With a copy to:
Mario Stifano
Email: [redacted]
(ii) If to EXG, to:
[Address redacted]
Attention: Jason Riley
Email: [redacted]
Any notice given in accordance with this section, if transmitted by email, shall be deemed to have been received on the next Business Day following transmission or, if delivered by hand, shall be deemed to have been received when delivered.
(g) The schedules which are attached to this Agreement are incorporated into this Agreement by reference and are deemed to form part thereof.
(h) Any reference in this Agreement to a statute or a regulation or rule promulgated under a statute or to any provision contained therein shall be a reference to the statute, regulation, rule or provision as may be amended, restated, re-enacted or replaced from time to time.
(i) For the purpose of this Agreement, if, for any reason, the London Metal Exchange is no longer in operation or the price of Silver is not confirmed, acknowledged by or quoted by the London Metal Exchange, the Market Price or Spot Price, as the case may be, shall be determined by reference to the price of Silver on another commercial exchange mutually acceptable to the Parties.
(j) This Agreement may not be changed, amended or modified in any manner, except pursuant to an instrument in writing signed on behalf of each of the Parties. The failure by any Party to enforce at any time any of the provisions of this Agreement shall in no way be construed to be a waiver of any such provision unless such waiver is acknowledged in writing, nor shall such failure affect the validity of this Agreement or any part thereof or the right of any Party to enforce each and every provision. No waiver or breach of this Agreement shall be held to be a waiver of any other or subsequent breach.
(k) The Parties hereby agree that any rule of construction to the effect that any ambiguity is to be resolved against the drafting Party shall not be applicable in the interpretation of
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this Agreement.
(l) This Agreement may be executed in one or more counterparts, and by the Parties in separate counterparts, each of which when executed shall be deemed to be an original, but all of which taken together shall constitute one and the same agreement. Delivery of an executed counterpart of a signature page to this Agreement by telecopy shall be effective as delivery of a manually executed counterpart of this Agreement.
(m) This Agreement is for the sole benefit of the Parties and their successors and permitted assigns and, except as expressly contemplated herein, nothing herein is intended to or shall confer upon any other person any legal or equitable right, benefit or remedy of any nature or kind whatsoever under or by reason of this Agreement.
(n) This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and cancels and supersedes any prior understandings and agreements between the Parties with respect thereto.
(o) Any waiver of, or consent to depart from, the requirements of any provision of this Agreement shall be effective only if it is in writing and signed by the Party giving it, and only in the specific instance and for the specific purpose for which it has been given. No failure on the part of any Party to exercise, and no delay in exercising, any right under this Agreement shall operate as a waiver of such right. No single or partial exercise of any such right shall preclude any other or further exercise of such right or the exercise of any other right.
(p) This Agreement shall endure to the benefit of and shall be binding on and enforceable by the Parties and their respective successors and permitted assigns.
(q) The Parties have expressly required that this Agreement and all notices relating hereto be drafted in English.
[Signature page to follow]
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IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the day and year first above written.
SOL DE ORO MINING LTD.
Per: signed “Lawrence Roulston”
Name: Lawrence Roulston
Title: Director
EXGEN RESOURCES, INC.
Per: signed “Jason Riley”
Name: Jason Riley
Title: Chief Executive Officer
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This is Schedule "A" to the
SILVER STREAM AGREEMENT
dated as of December 30, 2026
The Property, commonly referred to as the Andacollo Oro Gold Project, is that property which is held by Compañía Minera e Inmobiliaria Dragones SpA (“Dragones”), located in the Coquimbo Region of central Chile and more particularly described below and includes any claims subsequently acquired by SOL within 2 kilometers from the exterior boundary of the original claims. For greater clarity, such subsequently acquired claims includes any increase or other change in interest in the original claims, as well as any lands, properties or interest in the same within such exterior boundary, if any, which do not form part of the original claims.
| CONCESSION | YEAR | FOJAS* | NUMBER | STATUS | ROL** | CODE | LOCATION |
|---|---|---|---|---|---|---|---|
| Andacollo 1 | 2021 | 1 | 1 | REGISTERED | 04106-0377-2 | 1932 | ANDACOLLO ORO |
| Andacollo 2 | 2021 | 2 | 2 | REGISTERED | 04104-0649-7 | 1932 | ANDACOLLO ORO |
| Andacollo 3 | 2021 | 3 | 3 | REGISTERED | 04104-0650-3 | 1932 | ANDACOLLO ORO |
| Andacollo 4 | 2021 | 4 | 3 | REGISTERED | 04104-0651-9 | 1932 | ANDACOLLO ORO |
| Andacollo 5 | 2021 | 5 | 5 | REGISTERED | 04104-0652-7 | 1932 | ANDACOLLO ORO |
| Andacollo 6 | 2021 | 6 | 6 | REGISTERED | 04104-0653-5 | 1932 | ANDACOLLO ORO |
| Andacollo 7 | 2021 | 7 | 7 | REGISTERED | 04104-0654-3 | 1932 | ANDACOLLO ORO |
| Andacollo 8 | 2021 | 8 | 8 | REGISTERED | 04104-0655-1 | 1932 | ANDACOLLO ORO |
| Andacollo 9 | 2021 | 9 | 9 | REGISTERED | 04104-0656-K | 1932 | ANDACOLLO ORO |
| Andacollo 10 | 2021 | 10 | 10 | REGISTERED | 04104-0657-8 | 1932 | ANDACOLLO ORO |
| Andacollo 11 | 2021 | 11 | 11 | REGISTERED | 04104-0658-6 | 1932 | ANDACOLLO ORO |
| Andacollo 12 | 2021 | 12 | 12 | REGISTERED | 04104-0659-4 | 1932 | ANDACOLLO ORO |
| Andacollo 13 | 2021 | 13 | 13 | REGISTERED | 04104-0660-8 | 1932 | ANDACOLLO ORO |
| Andacollo 14 | 2021 | 14 | 14 | REGISTERED | 04104-0661-6 | 1932 | ANDACOLLO ORO |
| Andacollo 15 | 2021 | 15 | 15 | REGISTERED | 04104-0662-4 | 1932 | ANDACOLLO ORO |
| Andacollo 16 | 2021 | 16 | 16 | REGISTERED | 04104-0663-2 | 1932 | ANDACOLLO ORO |
| Andacollo 17 | 2021 | 17 | 17 | REGISTERED | 04104-0664-0 | 1932 | ANDACOLLO ORO |
| Andacollo 18 | 2021 | 18 | 18 | REGISTERED | 04104-0665-9 | 1932 | ANDACOLLO ORO |
| Andacollo 19 | 2021 | 19 | 19 | REGISTERED | 04104-066-7 | 1932 | ANDACOLLO ORO |
| Andacollo 20 | 2021 | 20 | 20 | REGISTERED | 04104-0667-5 | 1932 | ANDACOLLO ORO |
.
| Andacollo 30 | 2021 | 21 | 21 | REGISTERED | 04104-0672-1 | 1932 | ANDACOLLO ORO |
|---|---|---|---|---|---|---|---|
| Churrumata | IN PROCESS | 04106-0170-2 | 1932 | ANDACOLLO ORO | |||
| Don pedro | 2021 | 23 | 23 | REGISTERED | 04106-0378-0 | 1932 | ANDACOLLO ORO |
| Don ramon ernesto | 2021 | 24 | 24 | REGISTERED | 04106-0379-9 | 1932 | ANDACOLLO ORO |
| Don santiago y otras | 2021 | 25 | 25 | REGISTERED | 04106-0380-2 | 1932 | ANDACOLLO ORO |
| Gloria 2,3,7 | 2021 | 26 | 26 | REGISTERED | 04106-0285-7 | 1932 | ANDACOLLO ORO |
| Irene | 2021 | 27 | 27 | REGISTERED | 4106-0383-7 | 1932 | ANDACOLLO ORO |
| Rosario 11 a 13, 22 a 32, 34, 36 a 48, 70,71,73,74,76 a 80, 86,87 | 2021 | 28 | 28 | REGISTERED | 04106-0373-K | 1932 | ANDACOLLO ORO |
| Rosario 94 a 101 | 2021 | 29 | 29 | REGISTERED | 04106-0376-4 | 1932 | ANDACOLLO ORO |
| Rosario 141, 147, 148, 151 a 170 | 2021 | 30 | 30 | REGISTERED | 04104-0630-6 | 1932 | ANDACOLLO ORO |
| Rosario 195 | 2021 | 31 | 31 | REGISTERED | 04106-0465-5 | 1932 | ANDACOLLO ORO |
| Rosario | 2021 | 32 | 32 | REGISTERED | 04106-0137-0 | 1932 | ANDACOLLO ORO |
| Nerransula | 2020 | 55 | 49 | REGISTERED | 04106-0195-8 | 1932 | ANDACOLLO ORO |
| Gabriela | 2020 | 56 | 50 | REGISTERED | 04106-0533-3 | 1932 | ANDACOLLO ORO |
| Mercedes 1 al 3 | 2020 | 57 | 51 | REGISTERED | 04106-0534-1 | 1932 | ANDACOLLO ORO |
| Rodrigo | 2020 | 58 | 52 | REGISTERED | 04106-0532-5 | 1932 | ANDACOLLO ORO |
| Nueva | 2020 | 59 | 53 | REGISTERED | 04106-0546-5 | 1932 | ANDACOLLO ORO |
| Maria luz | 2020 | 60 | 54 | REGISTERED | 04106-0531-7 | 1932 | ANDACOLLO ORO |
| Mercedes 7 | 2020 | 61 | 55 | REGISTERED | 04106-0564-3 | 1932 | ANDACOLLO ORO |
| Toro | IN PROCESS | 04106-0171-0 | 1932 | ANDACOLLO ORO | |||
| Esperanza 1 | 2020 | 83 | 77 | REGISTERED | 04106-0507-4 | 1932 | ANDACOLLO ORO |
| Rosario 149 y 150 | 2020 | 84 | 78 | REGISTERED | 04104-0630-6 | 1932 | ANDACOLLO ORO |
| Mercedes 4 y 6 | 2020 | 85 | 79 | REGISTERED | 04106-0535-K | 1932 | ANDACOLLO ORO |
| Fragua 1 al 6 | 2020 | 87 | 81 | REGISTERED | 04106-0217-2 | 1932 | ANDACOLLO ORO |
| Rosario 1,2,16,72,75, 81 a 85, 88 | 2020 | 92 | 86 | REGISTERED | 04106-0373-K | 1932 | ANDACOLLO ORO |
| Andacollo 23 | 2020 | 88 | 82 | REGISTERED | 04104-0668-3 | 1932 | ANDACOLLO ORO |
| Nanita 47 y 48 | 2020 | 24 | 18 | REGISTERED | 04104-0575-k | 1932 | ANDACOLLO ORO |
| Cascada 1 al 6 | 2020 | 26 | 20 | REGISTERED | 04104-0827-9 | 1983 | Andacollo Oro |
| Abismo 1 al 4 | 2020 | 27 | 21 | REGISTERED | 04104-0767-1 | 1983 | Andacollo Oro |
| Madero uno a madero cinco | 2020 | 28 | 22 | REGISTERED | 04104-0811-2 | 1983 | Andacollo Oro |
| Horno 1 al 5 | 2020 | 29 | 23 | REGISTERED | 04104-0808-2 | 1983 | Andacollo Oro |
| Mapa 1 al 7 | 2020 | 30 | 24 | REGISTERED | 04104-0809-0 | 1983 | Andacollo Oro |
| Pique 1 al 32 | 2020 | 31 | 25 | REGISTERED | 04104-0810-4 | 1983 | Andacollo Oro |
| Bruselas 1 al 5 | 2020 | 32 | 26 | REGISTERED | 04104-0770-1 | 1983 | Andacollo Oro |
| Paris 1 al 4 | 2020 | 33 | 27 | REGISTERED | 04104-0775-2 | 1983 | Andacollo Oro |
| Berlin 1 al 2 | 2020 | 34 | 28 | REGISTERED | 04104-0772-8 | 1983 | Andacollo Oro |
| Madrid 1 al 7 | 2020 | 35 | 29 | REGISTERED | 04104-0768-k | 1983 | Andacollo Oro |
| Londres 1 al 5 | 2020 | 36 | 30 | REGISTERED | 04104-0774-4 | 1983 | Andacollo Oro |
| Roma 1 al 6 | 2020 | 37 | 31 | REGISTERED | 04104-0773-6 | 1983 | Andacollo Oro |
| Baleares 1 al 3 | 2020 | 38 | 32 | REGISTERED | 04101-0868-6 | 1983 | Andacollo Oro |
|---|---|---|---|---|---|---|---|
| Toledo 1 al 4 | 2020 | 40 | 34 | REGISTERED | 04104-0862-7 | 1983 | Andacollo Oro |
| Valencia 1 a 31 valencia 33 a 36 | 2020 | 39 | 33 | REGISTERED | 04104-0851-1 | 1983 | Andacollo Oro |
| Murcia 1 y 2 | 2020 | 41 | 35 | REGISTERED | 04104-0856-2 | 1983 | Andacollo Oro |
| Zaragoza 1 al 4 | 2020 | 42 | 36 | REGISTERED | 04104-0855-4 | 1983 | Andacollo Oro |
| Barcelona 1 al 3 | 2020 | 43 | 37 | REGISTERED | 04104-0858-9 | 1983 | Andacollo Oro |
| Castilla 13 | 2020 | 44 | 38 | REGISTERED | 04104-0866-k | 1983 | Andacollo Oro |
| Galicia 1 al 2 | 2020 | 45 | 39 | REGISTERED | 04104-0859-7 | 1983 | Andacollo Oro |
| Burgos 1 al 4 | 2020 | 46 | 40 | REGISTERED | 04104-0852-k | 1983 | Andacollo Oro |
| Sevilla 1 al 5 | 2020 | 47 | 41 | REGISTERED | 04104-0857-0 | 1983 | Andacollo Oro |
| Oviedo 1 al 4 | 2020 | 48 | 42 | REGISTERED | 04104-0870-8 | 1983 | Andacollo Oro |
| Cholita 2 uno al 2 | 2020 | 50 | 44 | REGISTERED | 04104-0885-6 | 1983 | Andacollo Oro |
| Cholita 1 uno | 2020 | 51 | 45 | REGISTERED | 04104-0883-k | 1983 | Andacollo Oro |
| Malaga 1 al 8 | 2020 | 52 | 46 | REGISTERED | 04104-0853-8 | 1983 | Andacollo Oro |
| Jerez 1 al 5 | 2020 | 53 | 47 | REGISTERED | 04104-0854-6 | 1983 | Andacollo Oro |
| Segovia 1 al 11,13,14, 17 al 28 | 2020 | 54 | 48 | REGISTERED | 04104-0860-0 | 1983 | Andacollo Oro |
| Anastasia 1, 1 al 2 | 2020 | 62 | 56 | REGISTERED | 04104-1027-3 | 1983 | Andacollo Oro |
| Rio Elqui 1, 1 y 2 | 2020 | 23 | 17 | REGISTERED | 04104-1173-3 | 1983 | Andacollo Oro |
| Zaragoza 5 al 14 | 2020 | 21 | 15 | REGISTERED | 04104-0855-4 | 1983 | Andacollo Oro |
| Lisboa 7 y 8 | 2020 | 18 | 12 | REGISTERED | 04104-0771-K | 1983 | Andacollo Oro |
| Valencia 32 | 2020 | 20 | 14 | REGISTERED | 04104-0851-1 | 1983 | Andacollo Oro |