Germanium Mining Corp. — M&A Activity 2026

Jan 26, 2026

GERMANIUM MINING CORP.

GERMANIUM MINING CORP.

Suite 2905 – 700 West Georgia Street

Vancouver, British Columbia V7Y 1C6

January 10, 2026

VIA EMAIL

Eddy Canova

Redacted

Dear Eddy:

Re: Second Amendment to the Mineral Property Option and Purchase Agreement (the "Purchase Agreement"), as amended by an amending letter agreement dated April 22, 2025 (the "First Amendment")

WHEREAS, the Parties entered into the Purchase Agreement pursuant to which the Company agreed to purchase, and the Vendor agreed to sell and transfer to the Company, the Vendor's 100% interest in and to the Mineral Claims on the terms and conditions set forth in the amended Purchase Agreement presented below;

WHEREAS, the Parties wish to amend the Purchase Agreement to provide for the acquisition by the Company of the additional mineral claims set out in Schedule A (the "Additional Claims") and to set out the additional consideration payable in connection therewith;

WHEREAS, all capitalized but undefined terms used herein will have the meanings set out in the Purchase Agreement;

THEREFORE, in consideration for the mutual covenants and agreements herein contained and other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the Parties agree as follows:

1. The Purchase Agreement is hereby amended to add the Additional Claims described in Schedule A to the Mineral Claims subject to the Purchase Agreement, and the Vendor agrees to sell, assign and transfer to the Company only when the required work of $4800 is executed and completed for the claim holder or as a subcontractor for the claim holder

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with a report submitted to the Ministry of Natural Resources of Quebec (MNR) with a receipt of acknowledged work report received, and only then the Company agrees to acquire from the Vendor, the Vendor's right, title and interest in and to the Additional Claims, on the terms set out herein and in the Purchase Agreement.

a) In consideration for the acquisition of the Additional Claims, the Company shall issue to the Vendor an aggregate of 200,000 units of the Company (the "Units") only after the work has been executed and acknowledged by the Ministry of Natural Resources of Quebec (MNR). Each Unit shall consist of one common share in the capital of the Company (a "Share") and one common share purchase warrant (a "Warrant"). Each Warrant shall entitle the holder thereof to purchase one additional Share at an exercise price of $0.60 per Share for a period of 24 months from the date of issuance.

b) The issuance of the Units is subject to compliance with applicable securities laws and the policies of the Canadian Securities Exchange (the "CSE"), including any required acceptance for filing. The securities issued pursuant to this Second Amendment will be subject to a four-month plus one day hold period.

1. The Parties acknowledge and agree that the Purchase Agreement, as amended by this amending letter agreement (the "Second Amendment") shall continue in full force and effect and the rights and obligations of each Party thereunder shall not be affected or prejudiced in any manner except as specifically provided for herein. In the event of any inconsistency between this Second Amendment and the Purchase Agreement, the terms of this Second Amendment shall prevail to the extent of such inconsistency.

2. This Second Amendment, and all matters relating hereto or arising herefrom, will be governed by and construed in accordance with the laws of the Province of Québec and the federal laws of Canada applicable therein.

3. The Vendor acknowledges and agrees that the Company has given the Vendor the opportunity to seek, and has recommended that the Vendor obtain, independent legal advice with respect to the subject matter of this Second Amendment and, further, the Vendor hereby represents and warrants to the Company that the Vendor has sought independent legal advice or waived such advice.

4. This Second Amendment may be executed in one or more counterparts, each of which shall be deemed to be an original but all of which together shall constitute one and the same instrument. The Parties shall be entitled to rely upon delivery of an executed facsimile or similar executed electronic copy of this Second Amendment, and such facsimile or similar executed electronic copy shall be legally effective to create a valid and binding agreement among the Parties.

5. Claims (No 1 to 21) presented in the First Agreement will also require work to be done prior to April 15, 2026, for an amount of $25,200 but minus the excess work credits of

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$9,975 for a required amount of work of $15,225. These claims, as they have already had work done by the claim holder, can be transferred by filling out a Claim Transfer Form.

1. Claims (No 22 to 27) presented in the First Agreement will also require work to be done prior to January 15, 2027, for an amount of $7,200 but minus the excess work credits of $2,850 for a required amount of work of $4,350.

2. The claims (No 28 to 50) presented in the First Agreement will require to have work done on them for an amount of $27,600 prior to the transferring of the claims, with work report presented for the claim holder with acknowledgement of work receipt by the Ministry of Natural Resources of Quebec (MNR). Only at that moment can the claims be transferred over to the Company.

By their signatures below, the Parties agree to the above terms.

Yours truly,

GERMANIUM MINING CORP.

"Mario Pezzente"
Name: Mario Pezzente
Title: Chief Executive Officer

Accepted date:

EDDY CANOVA

"Eddy Canova"
Signature

Accepted date: Jan. 10, 2026

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Schedule A – Additional Claims

Eddy Canova	Additional Claims
No	Claim No	Row	Column	Area	Date Staked	Expiry Date	Work	Fees	Credits	Map
24	2841959	3	4	55.32	2025-01-08	2028-01-07	1200	80.75		32I/04
25	2841960	3	5	55.32	2025-01-08	2028-01-07	1200	80.75		32I/04
26	2841961	3	6	55.32	2025-01-08	2028-01-07	1200	80.75		32I/04
27	2841962	3	7	55.32	2025-01-08	2028-01-07	1200	80.75		32I/04
Total	4			221.28			4800	323