LFNT Resources Corp. — Capital/Financing Update 2023

Jan 30, 2023

Christopher R. Paul 335-1632 Dickson Ave. Kelowna BC V1Y 7T2 604.721.7896 chris_paul001@hotmail.com

Dev Rishy-Maharaj 950 Munro Street Kamloops, BC, V2C 3G1 250.572.1766 d.rishy.maharaj@gmail.com

August 19, 2022

LFNT Capital Corp.

750 West Pender Street Suite 401, Vancouver, BC V6C 2T7 (778) 847-6596 info@LFNT.ca

Attn: Shayne Taker

Dear Sir:

Re: Binding Letter Agreement (the “Agreement”) between Christopher R. Paul (“Paul”), Dev Rishy-Maharaj (“Dev”) (collectively “the Optionor"), and LFNT Capital Corp. (“the Optionee”) for the Option to Purchase the Skyfire Property located in the Cariboo Mining District, British Columbia.

Further to our earlier conversations, this binding Agreement describes the terms whereby Optionee will have the right to earn a 100% interest in the 1,897 hectare Skyfire property, including seven (7) BCMTO claim tenures, as described more fully in Schedule I attached to this agreement (the “Property”).

Optionee will earn a 100% interest in the Property, subject to a 1% NSR Royalty, by incurring $1,035,000 in exploration expenditures, making payments of $200,000 to the Optionor and issuing 1,000,000 common shares to the Optionor on or before the fourth anniversary of this Agreement (“Exercise of Option”), as described in the following paragraphs.

This is an option only and except as specifically provided otherwise, nothing herein contained shall be construed as obligating the Optionee to do any acts or make any payments hereunder and any act or acts, or payment or payments as shall be made hereunder shall not be construed as obligating the Optionee to do any further act or make any further payment. If this Agreement is terminated before the Optionee has earned its 100% interest in the Property, the Optionee shall not be bound thereafter in debt, damages or otherwise under this Agreement and all payments theretofore paid by the Optionee shall be retained by the Optionor as the sole consideration for entering into this Agreement and for the rights conferred on the Optionee thereby. Notwithstanding any other provision in this Agreement, the Optionor shall remain liable and the Optionee shall have no obligation in respect of environmental liabilities incurred or arising as a result of the state or condition of the Property prior to the effective date of this Agreement. The Optionee shall, however, be liable for all environmental liabilities and reclamation costs incurred or arising as a result of the activities of the Optionee during the term of the Option.

Exploration Requirements:

Optionee will complete exploration on the Property and will incur the following exploration expenditures according to the following schedule:

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Skyfire Property Letter Agreement

Page 1 of 5

August 19, 2022

Exploration $75,000 $120,000 $240,000 $600,000 $1,035,000	Completed By First Anniversary Second Anniversary Third Anniversary Fourth Anniversary Total*

* Anniversary refers to the anniversary of the date of signing of this Agreement.

Excess expenditures from one year can be applied to the next. If there is a shortfall in exploration expenditures in any one year, the Agreement can be maintained in good standing by making a payment, in the equivalent cash, of the shortfall to Optionor. If the Optionee spends more funds in one year than prescribed by this section, the surplus will be applied and carried forward to the following years.

Shares of Optionee:

The Optionee will issue common shares of the Optionee (the �Shares�) to the Optionor, to be issued in accordance with the following table and subject to regulatory approval.

No. Shares 100,000 100,000 200,000 200,000 400,000 1,000,000	Issued Upon Within 10 days of Listing on a stock exchange in Canada First Anniversary Second Anniversary Third Anniversary Fourth Anniversary Total

In addition, the Optionor will receive an additional 500,000 Shares on the confirmation of a resource on the Property and an additional 500,000 Shares upon a decision by the Optionee to produce minerals from the Property. The Shares will be apportioned and issued as follows: 50% to Paul and 50% to Dev.

Payments to Optionor:

Optionee will make payments to Optionor according to the following schedule:

Payment $16,000 $20,000 $32,000 $48,000 $84,000 $200,000	Date within 7 business days of signing First Anniversary Second Anniversary Third Anniversary Fourth Anniversary Total

Payments will be made as to 50% to Paul and 50% to Dev.

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Skyfire Property Letter Agreement

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August 19, 2022

NSR Royalty and Advance Minimum Royalty Payments:

The Optionor will retain a 2.0% NSR Royalty on the Property. The Optionee will have the right to purchase 1.0% of this royalty for $2.0 million any time prior to the commencement of commercial production. The NSR buy-out price will be adjusted annually according to the consumer price index (�CPI�) with a base of December 31, 2025.

Payments will be made as to 50% to Paul and 50% to Dev.

Termination:

This Agreement will terminate if Optionee fails to make any payments, to issue any shares or to complete any work program by the date indicated as set out above provided that, upon written notice of any default, Optionee will have a 30-day period to correct such default.

Area of Mutual Interest:

If, at any time during the term of this Agreement, the Optionor or any of its Affiliates (the �Acquiring Party�) stakes or otherwise acquires, directly or indirectly, any right to or interest in any mining claim, license, lease, grant, concession, permit, patent, or other mineral property located wholly or partly within the Area of Mutual Interest, the Acquiring Party shall forthwith give notice to the Optionee of that staking or acquisition, the total cost thereof and all details in the possession of the Acquiring Party with respect to the details of the acquisition, the nature of the property and the known mineralization, if any. The Optionee may, within 30 days of receipt of the Acquiring Party's notice, elect, by notice to the Acquiring Party, to require that the mineral properties and the right or interest acquired be included in and thereafter form part of the Property for all purposes of this Agreement. If the election aforesaid is made, the Optionee shall reimburse the Acquiring Party for the costs of the acquisition. If the Optionee does not make the election aforesaid within that period of 30 days, the right or interest acquired by the Acquiring Party shall not form part of the Property and the Acquiring Party shall be solely entitled thereto.

If, at any time during the term of this Agreement, the Optionee or any of its Affiliates stakes or otherwise acquires, directly or indirectly, any right to or interest in any mining claim, license, lease, grant, concession, permit, patent, or other mineral property located wholly or partly within the Area of Mutual Interest, it shall automatically form part of the Property for all purposes of this Agreement.

In this section �Affiliates� has the meaning ascribed to �Affiliate� under the Business Corporations Act (British Columbia). In this Agreement, �Area of Mutual Interest� means any part of the lands lying within two (2) kilometers from the external perimeter of the Property.

Access to Property and Exploration:

During the term of the Option, the Optionee, its directors, officers, employees, agents, advisors and contractors shall have full and free right to enter in, under or upon the Property; to conduct mining work as it may, in its sole discretion, consider advisable; bring upon the Property and erect thereon such mining facilities as the Optionee deems advisable; and remove from the Property and sell or otherwise dispose of reasonable quantities of minerals, mineral products, ores, metals or concentrates for the purpose of bulk test sampling or pilot plant operations.

General:

The exercise of the option can be accelerated by making all payments and issuing all shares due to the Optionor. There is no partial vesting in the Property.

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Skyfire Property Letter Agreement

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August 19, 2022

The Optionee agrees to keep the claims comprising the Property (�Claims�) in good standing, to apply all exploration work as assessment to the allowable maximum, with any excess credited to the Optionors� PAC account. The Optionee agrees to notify the Optionor at least six months in advance of its intention to allow any of the Claims to lapse. Upon termination of this Agreement, the Optionee is obligated to ensure that all Claims are in good standing for at least one year.

The Optionee will work in a good and miner-like manner at all times and will conform to all applicable Acts and Regulations and directives from regulatory authorities.

The Optionee will provide copies of all exploration data collected on the Property on a monthly basis during active exploration and will provide an annual report at the end of each calendar year on the results of that year�s activities.

Neither the Optionor nor the Optionee may transfer its interest in this Agreement without the prior written consent of the other party, such consent not to be unreasonably withheld, provided the transferee agrees to abide by all the terms and conditions of this Agreement.

The Optionor will retain a first charge on the Property or any lease thereon for failure to make royalty payments on time with regard to its NSR Royalty.

The Optionor and Optionee agree to execute any other documents necessary to carry out or to clarify the intent of this agreement.

This Agreement is subject to regulatory approval.

If you agree with the terms outlined above, please sign where indicated below and return to Optionor.

Sincerely,

Agreed to this ____ day of August, 2022.

Optionor

/s/ "Dev Rishy-Maharaj"

_ ____ ____ Dev Rishy-Maharaj

Optionee

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_____ LFNT Capital Corp. Shayne Taker, Director

/s/ "Christopher R. Paul"

_ _______ __ C hristopher R. P aul

Skyfire Property Letter Agreement

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August 19, 2022

Schedule I � List of Claims

The Property consists of the following 7 BCMTO claims that are located in the Cariboo Mining Division, British Columbia, Canada.

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Title Claim Area
Issue Date Good To Date Owners
Number Name (Ha)
Paul, Christopher Ryan - 50%
1042470 CUTTY 2 2016/JAN/25 2024/15/APR 296
Dev Rishy-Maharaj - 50%
Paul, Christopher Ryan - 50%
1042472 Cutty 3 2016/JAN/25 2024/15/APR 356
Dev Rishy-Maharaj - 50%
Paul, Christopher Ryan - 50%
1042473 Cutty 2016/JAN/25 2024/15/APR 316
Dev Rishy-Maharaj - 50%
Paul, Christopher Ryan - 50%
1042474 Cutty 4 2016/JAN/25 2024/15/APR 257
Dev Rishy-Maharaj - 50%
Paul, Christopher Ryan - 50%
1042475 CUTTY 5 2016/MAR/01 2024/15/APR 257
Dev Rishy-Maharaj - 50%
Paul, Christopher Ryan - 50%
1042713 CUTTY 6 2016/MAR/10 2024/15/APR 198
Dev Rishy-Maharaj - 50%
Paul, Christopher Ryan - 50%
1042714 CUTTY 7 2016/MAR/10 2024/15/APR 217
Dev Rishy-Maharaj - 50%
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Skyfire Property Letter Agreement

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August 19, 2022