Exhibit 10.23

ASSIGNMENT OF RIGHTS CONTRACT

(MINERA DE CORDILLERAS / MINERA ADULARIA EXPLORACIÓN)

(English Translation from Spanish)

"2019, Year of the Southern Caudillo, Emiliano Zapata"

MINISTRY OF ECONOMY

Undersecretary of Mining

General Directorate of Mining

Directorate of the Public Registry of Mining and Mining Rights

Subdirectorate of the Public Registry of Mining

CERTIFIED WITH ACKNOWLEDGMENT OF RECEIPT

Official Letter No. 610.-	00983 /19
File No. – 552/2018
Subject: Registered document returned

Mexico City, March 19, 2019

MINERA ADULARIA EXPLORACIÓN, S. DE R.L. DE C.V.

Attn: Juan Manuel Coronado Ávila

Av. Paseo de las Palmas, No. 755, Int. 902,

Lomas de Chapultepec, C.P. 11000,

Miguel Hidalgo, Ciudad de México.

By means of this letter, I hereby remit the document described below, duly registered with this Subdirectorate:

First Certified Copy of Record No. 15,740 dated September 4, 2018, by means of which MINERA DE CORDILLERAS, S. DE R.L. DE C.V. assigns in favor of ITS REPRESENTED PARTY 100% of the rights derived from, among others, the mining concession denominated: "CELAYA-01", Title 232724, located in the Municipality of Comonfort, State of Guanajuato.

Sincerely,

Lic. Laura Araceli Cervantes Alejandre

Subdirector of the Public Registry of Mining

I.D. 201809RPM30135

ONE ANNEX

LCA/LOO

JOSÉ FRANCISCO ALEJANDRO RUIZ ROBLES

PUBLIC BROKER No. 22

MEXICO CITY

TESTIMONY OF

RECORD

15,740

SEPTEMBER 4, 2018

FIRST CERTIFIED COPY, FIRST IN ORDER OF THE RECORD OF SIGNATURE RECOGNITION AND RATIFICATION OF OBLIGATIONAL CONTENT, REGARDING THE "CONTRACT OF ASSIGNMENT OF RIGHTS ("AGREEMENT" OR "CONTRACT") ENTERED INTO BY, ON THE ONE HAND, MINERA DE CORDILLERAS, S. DE R.L. DE C.V., REPRESENTED IN THIS ACT BY MR. MIGUEL GARCÍA FERNANDEZ, (HEREINAFTER IDENTIFIED AS "THE ASSIGNOR"); AND, ON THE OTHER HAND, MINERA ADULARIA EXPLORACIÓN, S. DE R.L. DE C.V. (HEREINAFTER THE "ASSIGNEE"), REPRESENTED IN THIS ACT BY MR. ALBERTO MAURICIO VÁZQUEZ SÁNCHEZ, PURSUANT TO THE FOLLOWING REPRESENTATIONS AND CLAUSES.", DATED AUGUST THIRTY OF TWO THOUSAND EIGHTEEN.

JOSÉ FRANCISCO ALEJANDRO RUIZ ROBLES

PUBLIC BROKER No. 22

MEXICO CITY

RECORD FIFTEEN THOUSAND SEVEN HUNDRED FORTY. /MSAD/RSAG/ In Mexico City, on FOUR of SEPTEMBER of TWO THOUSAND EIGHTEEN; before me, JOSÉ FRANCISCO ALEJANDRO RUIZ ROBLES, Public Broker number Twenty-Two of the Plaza of this City, I hereby certify:

The RECOGNITION of signatures and RATIFICATION of obligational content, entered into by:

A.- "MINERA DE CORDILLERAS", VARIABLE CAPITAL LIMITED LIABILITY COMPANY, represented in this act by Mr. MIGUEL GARCÍA FERNÁNDEZ; and

B.- "MINERA ADULARIA EXPLORACIÓN", VARIABLE CAPITAL LIMITED LIABILITY COMPANY, represented in this act by Mr. ALBERTO MAURICIO VÁZQUEZ SÁNCHEZ.

The appearing parties exhibit to me a copy of the document identified as: "CONTRACT OF ASSIGNMENT OF RIGHTS ("AGREEMENT" OR "CONTRACT") ENTERED INTO BY, ON THE ONE HAND, MINERA DE CORDILLERAS, S. DE R.L. DE C.V., REPRESENTED IN THIS ACT BY MR. MIGUEL GARCÍA FERNANDEZ, (HEREINAFTER IDENTIFIED AS "THE ASSIGNOR"); AND, ON THE OTHER HAND, MINERA ADULARIA EXPLORACIÓN, S. DE R.L. DE C.V. (HEREINAFTER THE "ASSIGNEE"), REPRESENTED IN THIS ACT BY MR. ALBERTO MAURICIO VÁZQUEZ SÁNCHEZ, PURSUANT TO THE FOLLOWING REPRESENTATIONS AND CLAUSES. (SIC), dated August thirty of two thousand eighteen; which is further described and referenced below, duly signed by the appearing parties; in accordance with the following Background and Clauses:

R E P R E S E N T A T I O N S

FIRST.- Mr. MIGUEL GARCÍA FERNÁNDEZ declares:

A) That the powers he holds in his capacity as legal attorney-in-fact of the company denominated "MINERA DE CORDILLERAS", VARIABLE CAPITAL LIMITED LIABILITY COMPANY, are in full force and have not been limited, revoked or amended in any manner.

B) That whereas on August thirty-one of two thousand eighteen, the Record dated the eighth of said month and year was formalized, in which the POWER described in the First Background of this Record was granted, he has appeared in such capacity in the negotiations and execution of the document referenced herein and, as a consequence thereof, he RECOGNIZES and RATIFIES such powers for all applicable legal purposes.

C) That he recognizes the powers held by Mr. ALBERTO MAURICIO VÁZQUEZ SÁNCHEZ, regarding the company denominated "MINERA ADULARIA EXPLORACIÓN", VARIABLE CAPITAL LIMITED LIABILITY COMPANY, in the contract that in this Public Instrument is RECOGNIZED and RATIFIED.

SECOND.- Mr. ALBERTO MAURICIO VÁZQUEZ SÁNCHEZ declares:

A) That the powers he holds in his capacity as legal attorney-in-fact of the company denominated "MINERA ADULARIA EXPLORACIÓN", VARIABLE CAPITAL LIMITED LIABILITY COMPANY, are in full force and have not been limited, revoked or amended in any manner.

B) That whereas on August thirty-one of two thousand eighteen, the Record dated the eighth of said month and year was formalized, in which the company denominated "MINERA DE CORDILLERAS", VARIABLE CAPITAL LIMITED LIABILITY COMPANY granted the POWER to Mr. MIGUEL GARCÍA FERNÁNDEZ, described in the First Background of this Record, he has appeared in such capacity in the negotiations and execution of the document referenced herein and, as a consequence thereof, he RECOGNIZES and RATIFIES such powers for all applicable legal purposes.

C) That he recognizes the powers held by Mr. MIGUEL GARCÍA FERNÁNDEZ regarding the company denominated "MINERA DE CORDILLERAS", VARIABLE CAPITAL LIMITED LIABILITY COMPANY, in the contract that in this Public Instrument is RECOGNIZED and RATIFIED.

B A C K G R O U N D

FIRST.- LEGAL STANDING OF MR. MIGUEL GARCÍA FERNÁNDEZ WITH RESPECT TO THE COMPANY DENOMINATED "MINERA DE CORDILLERAS", VARIABLE CAPITAL CORPORATION. Mr. MIGUEL GARCÍA FERNÁNDEZ exhibited to me the First Certified Copy, First in Order, of Public Instrument number nineteen thousand four hundred eighty-one, Book three hundred sixty-one, dated August thirty-one of two thousand eighteen, granted before the faith of Attorney Guillermo Aarón Vigil Chapa, holder of Notary Public number two hundred forty-seven; by means of which the protocolization of the General Partners Assembly of "MINERA DE CORDILLERAS", VARIABLE CAPITAL LIMITED LIABILITY COMPANY, was recorded, made at the request of Attorney Alberto Mauricio Vázquez Sánchez. In which, among other agreements, the granting of SPECIAL POWER OF ATTORNEY was formalized in favor of Mr. MIGUEL GARCÍA FERNÁNDEZ, among others, as broad as may be necessary in law, so that, interchangeably, any of them may execute in the name and on behalf of said company, the Contract of Assignment of Rights derived from the mining concessions covering the lots "Celaya-01", Title "232724"; "Santiago de Compostela", Title "219174"; "Ampliación Santiago de Compostela", Title "214657"; and the Amendment Agreement that said company has entered into with respect to Lot "El Milagro", Title "239753" (including the power to assign said Lot "El Milagro", Title "239753", in the event it is previously acquired by "MINERA DE CORDILLERAS", VARIABLE CAPITAL LIMITED LIABILITY COMPANY), as well as any other contract, agreement, permit, or document that derives from and directly or indirectly relates to the "Celaya Project". He holds all the powers corresponding to the general power of attorney for litigation and collections, to administer assets and for acts of ownership, in the broadest terms of article two thousand five hundred fifty-four of the Civil Code for this City, its correlatives of the Federal Civil Code and their correlatives of the Civil Code of each State of the United Mexican States.

SECOND.- LEGAL INCORPORATION OF THE COMPANY DENOMINATED "MINERA DE CORDILLERAS", VARIABLE CAPITAL CORPORATION. By means of Public Deed number forty-two thousand one hundred fourteen, dated November nine of nineteen ninety-four, granted before the faith of Attorney JAVIER DEL VALLE PALAZUELOS, holder of Notary Public number sixty-one of Mexico City; by means of which the legal incorporation of the company denominated "MINERA DE CORDILLERAS", VARIABLE CAPITAL CORPORATION, was recorded, with domicile in the City of Aguaprieta, State of Sonora, duration of ninety-nine years, of Mexican nationality and with a clause admitting foreign nationals, with a minimum fixed paid-in capital, without right of withdrawal of fifty thousand pesos, national currency, and with a primary corporate purpose of: "1.- The acquisition and disposition, under any legal title, of shares in mining or metallurgical companies or companies of chemical or mineral products, and the participation in businesses of the same nature in general", registered in the Public Registry of Property and Commerce of Agua Prieta, Sonora, under Commercial Folio number 129 (one hundred twenty-nine), of the Commerce Section, Volume two, Book One.

THIRD.- TRANSFORMATION OF THE COMPANY INTO A VARIABLE CAPITAL LIMITED LIABILITY COMPANY, TOTAL AMENDMENT OF BYLAWS. By means of the First Certified Copy, First in Order, of Public Deed number five hundred thirty-one, Book number fourteen, dated December fourteen of nineteen ninety-four, granted before the faith of Attorney JOSE LUIS VILLAVICENCIO CASTAÑEDA, holder of Notary Public number two hundred eighteen of Mexico City; by means of which the protocolization of the Extraordinary General Shareholders Assembly of the company denominated "MINERA DE CORDILLERAS", VARIABLE CAPITAL CORPORATION, dated November twenty-one of nineteen ninety-four, at the request of Mr. José Ruiz López, in his capacity as Special Delegate of said Assembly, was recorded. From which it is derived that, by unanimous vote of the shareholders, the transformation of "MINERA DE CORDILLERAS", VARIABLE CAPITAL CORPORATION, into a VARIABLE CAPITAL LIMITED LIABILITY COMPANY was approved, and consequently the total amendment of the bylaws of "MINERA DE CORDILLERAS", VARIABLE CAPITAL LIMITED LIABILITY COMPANY; the total amendment of the Corporate Bylaws of said company; the resignation of Ms. Marybel Nevárez Pérez as Sole Administrator and her appointment as Managing Director; ratifying the Statutory Auditor.

FOURTH.- CHANGE OF CORPORATE DOMICILE. By means of Public Deed number four thousand two hundred sixty-six, dated January twenty-one of nineteen ninety-seven, granted before the faith of Attorney JOSE LUIS VILLAVICENCIO CASTAÑEDA, holder of Notary Public number two hundred eighteen of Mexico City; by means of which the partial protocolization of the Extraordinary General Shareholders Assembly of the company denominated "MINERA DE CORDILLERAS", VARIABLE CAPITAL LIMITED LIABILITY COMPANY, dated September ten of nineteen ninety-six, was recorded, from which it is derived that the CHANGE OF CORPORATE DOMICILE from the City of Agua Prieta, State of Sonora to the City of Zacatecas, State of Zacatecas was agreed, and Clause Three of the Corporate Bylaws was thereby amended; as well as the increase to variable capital, whose First Certified Copy was registered in the Public Registry of Property and Commerce of Zacatecas, State of Zacatecas, under number nine, folios thirty-six, dash, forty, of Volume one hundred twenty-four of Commerce, Sixth Section.

FIFTH.- AMENDMENT OF CLAUSES NINE AND TWENTY-FOUR OF THE CORPORATE BYLAWS OF "MINERA DE CORDILLERAS", VARIABLE CAPITAL LIMITED LIABILITY COMPANY. By means of Public Deed number five thousand four hundred ninety-six, dated October twenty-four of nineteen ninety-seven, granted before the faith of Attorney JOSE LUIS VILLAVICENCIO CASTAÑEDA, holder of Notary Public number two hundred eighteen of Mexico City; by means of which the protocolization of the Partners Assembly of "MINERA DE CORDILLERAS", VARIABLE CAPITAL LIMITED LIABILITY COMPANY, dated September twenty-two of nineteen ninety-seven, was recorded, in which among others, it was agreed to amend Clauses Nine and Twenty-Four of the Corporate Bylaws of said company, whose First Certified Copy was registered in the Public Registry of Property and Commerce of Zacatecas, State of Zacatecas, under number twenty-two, at folios thirty-four, dash, forty-six, of Volume one hundred twenty-nine Commerce, Sixth Section, Book One.

SIXTH.- CHANGE OF CORPORATE DOMICILE. By means of Public Deed number twenty-two thousand thirty-six, dated November nine of two thousand five, granted before the faith of Attorney HERIBERTO CASTILLO VILLANUEVA, holder of Notary Public number sixty-nine of Mexico City; by means of which the partial protocolization of the Partners Assembly of the company denominated "MINERA DE CORDILLERAS", VARIABLE CAPITAL LIMITED LIABILITY COMPANY, dated October seventeen of two thousand five, was recorded, from which it is derived that the CHANGE OF CORPORATE DOMICILE from the City of Zacatecas, State of Zacatecas to Mexico City was agreed, and Clause Three of the Corporate Bylaws was thereby amended, whose First Certified Copy was registered in the Public Registry of Commerce of this City, under commercial folio number three hundred forty-four thousand two hundred sixty-four.

SEVENTH.-CERTIFICATION OF BYLAWS. By means of Public Instrument number twenty-two thousand sixty-two, Book three hundred fifty-eight, dated November sixteen of two thousand five, granted before the faith of Attorney HERIBERTO CASTILLO VILLANUEVA, holder of Notary Public number sixty-nine of Mexico City, the CERTIFICATION OF BYLAWS of the company denominated "MINERA DE CORDILLERAS", VARIABLE CAPITAL LIMITED LIABILITY COMPANY, at the request of Attorney Alberto Mauricio Vázquez Sánchez was recorded.

EIGHTH.- AMENDMENT OF CLAUSE TWO OF THE CORPORATE BYLAWS OF "MINERA DE CORDILLERAS", VARIABLE CAPITAL LIMITED LIABILITY COMPANY. By means of Public Instrument number three hundred nineteen, Book Six, dated June twenty-three of two thousand six, granted before the faith of Attorney Guillermo Aarón Vigil Chapa, holder of Notary Public number two hundred forty-seven of Mexico City; by means of which the partial protocolization of a General Partners Assembly of the company denominated "MINERA DE CORDILLERAS", VARIABLE CAPITAL LIMITED LIABILITY COMPANY, dated June eight of two thousand six, was recorded, made at the request of Attorney Alberto Mauricio Vázquez Sánchez. In which, among other points, it was agreed to amend Clause Two of the Corporate Bylaws of said company, to read as indicated therein, which Clause is considered reproduced here as if inserted verbatim.

NINTH.- AMENDMENT OF CLAUSE SEVENTEEN OF THE CORPORATE BYLAWS. By means of Public Instrument number seventeen thousand four hundred twenty-one, dated July thirteen of two thousand seventeen, granted before the faith of Attorney Guillermo Aarón Vigil Chapa, holder of Notary Public number two hundred forty-seven of Mexico City; by means of which the protocolization of a General Partners Assembly of "MINERA DE CORDILLERAS", VARIABLE CAPITAL LIMITED LIABILITY COMPANY, dated April twenty-one of two thousand seventeen, was recorded, in which, among others, it was agreed to amend Clause Seventeen of the Corporate Bylaws, to read as indicated therein, which Clause is considered reproduced here as if inserted verbatim.

TENTH.- LEGAL STANDING OF MR. ALBERTO MAURICIO VÁZQUEZ SÁNCHEZ WITH RESPECT TO THE COMPANY DENOMINATED "MINERA ADULARIA EXPLORACIÓN", VARIABLE CAPITAL LIMITED LIABILITY COMPANY. Mr. ALBERTO MAURICIO VÁZQUEZ SÁNCHEZ exhibited to me the First Certified Copy, First in Order, of Public Deed number nine thousand two hundred seven, Book one hundred seventy-seven, dated December five of two thousand twelve, granted before the faith of Attorney Guillermo Aarón Vigil Chapa, holder of Notary Public number two hundred forty-seven of Mexico City; by means of which the legal incorporation of the company denominated "MINERA ADULARIA EXPLORACIÓN", VARIABLE CAPITAL LIMITED LIABILITY COMPANY, was recorded, prior permit granted by the Ministry of Economy number "A201211081052400884"; dated November eight of two thousand twelve; with domicile in Mexico City, duration of one hundred years, of Mexican nationality and with a clause admitting foreign nationals, with a minimum fixed paid-in capital, without right of withdrawal of ten thousand pesos, national currency, and with the corporate purpose indicated therein, which is considered reproduced here as if inserted verbatim, in which Mr. ALBERTO MAURICIO VÁZQUEZ SÁNCHEZ was also granted, among others, a general power of attorney to be exercised jointly or individually with the following powers:

FOR LITIGATION AND COLLECTIONS in terms of the first paragraph of article two thousand five hundred fifty-four of the Civil Code for this City and its correlatives of the Federal Civil Code and of the Civil Codes of all the States of the Mexican Republic, with all the general powers and even the special ones that may be required by Special Clause of Law, in terms of article two thousand five hundred eighty-seven of said Codes.

TO ADMINISTER ASSETS, in terms of the second paragraph of article two thousand five hundred fifty-four of the Civil Code for this City and its correlatives of the Federal Civil Code and of the Civil Codes of all the States of the Mexican Republic.So that in the name and on behalf of the company and with the powers described above, the attorneys-in-fact appear before administrative authorities, whether local or federal, as required, with employer representation in terms of articles eleven, forty-six, forty-seven, one hundred thirty-two, six hundred ninety-two, sections one, two and three roman, eight hundred seventy-eight, eight hundred eighty, eight hundred eighty-three, and eight hundred eighty-four of the Federal Labor Law.

To act as legal representative in MINING MATTERS, with the following powers:

1. To file mining claims, submit applications for mining concessions and continue their processing until obtaining the issuance of the corresponding titles.

2. To enter into contracts having as their purpose the acquisition, whether by assignment or by any other legal means, of rights derived from mining concessions, which includes without limitation entering into exploration, exploitation, promise of assignment of rights and assignment of rights contracts in favor of the company, as well as terminating or rescinding any of said contracts to which the company may be a party.

3. To request the reduction, division, and identification of the surfaces of lots covered by concession applications or by mining concessions, and to request the unification of surfaces with those of other adjacent concessions or the merger of lands or correction thereof.

4. To group two or more mining concessions for purposes of certifying exploration or exploitation works and activities, and to render all types of statistical, technical, and accounting reports or reports of any other nature.

5. To request administrative corrections or duplicates of titles covering mining concessions of which the company is the holder.

6. To obtain extensions of mining concessions of which the company is the holder for an equal term of validity, in accordance with the provisions of the Mining Law and its Regulations.

7. To promote mining opposition proceedings or equivalents, in terms of the Mining Law and its Regulations.

8. To promote and enforce administrative appeals in terms of the Federal Administrative Procedure Law, the Mining Law and its Regulations, and any other applicable laws of the United Mexican States.

9. To negotiate with the owners or possessors of lands where mining concessions of which the company is the holder are located, contracts and agreements in terms of applicable legal provisions in agrarian and/or mining matters, whether such lands are of ejidal, communal, private, or any other nature.

10. In general, to conduct all types of proceedings and submit all types of petitions or briefs, as well as to request all types of authorizations, permits, and others that may be appropriate under the Mining Law and its Regulations, for the best use of pending applications and mining concessions, as well as for their preparation and defense.

11. To abandon applications for mining concessions and to abandon mining concessions.

Exclusively for the exercise of the power referred to in section eleven, the attorneys-in-fact shall have all the powers corresponding to the general power of attorney for litigation and collections, to administer assets and for acts of ownership in the broadest terms of article two thousand five hundred fifty-four of the Civil Code for Mexico City and its correlative articles of the Federal Civil Code and of the other Civil Codes of all the States of the United Mexican States.

V. To sign, process, and manage applications for import and export permits, as well as modifications and/or extensions thereof, and in general to carry out all acts and proceedings necessary for the faithful fulfillment of these powers; likewise to enroll the company in the Importers Registry administered by the Ministry of Finance and Public Credit or equivalent registries.

VI. To carry out all acts required for the exercise of the powers conferred, within the granted powers, including the power to appear and carry out all types of legal acts before all types of authorities of the Executive, Legislative or Judicial powers, whether federal, state or municipal, of the United Mexican States, as well as before all types of authorities and entities of the centralized and parastatal public administration, whether federal, local or of this City, and, for that purpose, the attorneys-in-fact have, within the specialty of the mandate referred to in this section, powers for litigation and collections and administration of assets in the extension they have been granted, with all the general and special powers that may require a special clause of Law, to the extent necessary for the performance of their mandate.

VII. Mr. ALBERTO MAURICIO VÁZQUEZ SÁNCHEZ, within the scope of his powers, may confer the legal representation of the Company and grant, always reserving for himself the exercise of his mandate, general or special powers of attorney, as well as revoke them in whole or in part.

VIII. By virtue of the powers herein conferred, the attorneys-in-fact may not carry out the following:

a) Contract credits of any nature;

b) Guarantee in the name of the company the obligations of the company itself or of third parties;

c) Alienate, transfer, or encumber any assets, including real estate, mining concessions, processing plants, metallurgical or industrial plants, rights derived from promise contracts or rights derived from contracts with third parties;

d) Acquire, build, alienate or encumber fixed assets;

e) Authorize new exploration, exploitation and development projects, without this limitation restricting in any way the powers expressly granted to the attorney-in-fact as described in section four roman above; and

f) Enter into, modify, or terminate contracts or agreements for the sale of minerals acquired, extracted, treated, processed, smelted, or refined by the company.

ELEVENTH.- DOCUMENT BEING RATIFIED. Messrs. MIGUEL GARCÍA FERNÁNDEZ and ALBERTO MAURICIO VÁZQUEZ SÁNCHEZ, in the capacity already referred to, exhibited to me a Contract dated AUGUST THIRTY OF TWO THOUSAND EIGHTEEN, consisting of THIRTEEN letter-size pages, identified as "CONTRACT OF ASSIGNMENT OF RIGHTS (\"AGREEMENT\" OR \"CONTRACT\") ENTERED INTO BY, ON THE ONE HAND, MINERA DE CORDILLERAS, S. DE R.L. DE C.V., REPRESENTED IN THIS ACT BY MR. MIGUEL GARCÍA FERNANDEZ, (HEREINAFTER IDENTIFIED AS \"THE ASSIGNOR\"); AND, ON THE OTHER HAND, MINERA ADULARIA EXPLORACIÓN, S. DE R.L. DE C.V. (HEREINAFTER THE \"ASSIGNEE\"), REPRESENTED IN THIS ACT BY MR. ALBERTO MAURICIO VÁZQUEZ SÁNCHEZ, PURSUANT TO THE FOLLOWING REPRESENTATIONS AND CLAUSES. (ASÍ), which for purposes of this Record shall be referred to as "THE CONTRACT", which the persons in the capacity previously indicated in the preamble of this Public Instrument executed, the content of the previously described document being considered reproduced here as if inserted verbatim, so that in accordance with the following Clauses, said content remains RATIFIED AS TO OBLIGATIONAL CONTENT and SIGNATURES RECOGNIZED by those who signed it, which is attached to this Record under the Annex number that corresponds to it.

C L A U S E S

FIRST.- In this act, the persons cited in the preamble of this Public Instrument, in the capacity indicated therein, saw fit to RECOGNIZE the powers they hold with respect to their represented companies and the documents and negotiations that have given rise to the RECOGNITION and RATIFICATION at issue.

SECOND.- In this act, the persons cited in the preamble of this Public Instrument, in the capacity indicated therein, saw fit to RECOGNIZE as their own the signatures appearing in "THE CONTRACT", so there is no doubt as to their authenticity, since they declared, under solemn oath to tell the truth, that they were placed by them personally and are the ones they use individually in all their acts.

THIRD.- Likewise, the cited parties saw fit to RATIFY the obligational content of "THE CONTRACT"; therefore, they declared to be aware of its value, scope, and legal consequences. As a result, it is added in original so that it may be on file in the archive of the brokerage in my charge under the Annex number that corresponds to it and in copy to the Certified Copies that may be issued from it.

DOCUMENTS ADDED AS ANNEXES

A.- CERTIFICATION OF THE LEGAL STANDING OF MR. MIGUEL GARCÍA FERNÁNDEZ, WITH RESPECT TO THE COMPANY DENOMINATED "MINERA DE CORDILLERAS", VARIABLE CAPITAL LIMITED LIABILITY COMPANY;

B.- IDENTITY DOCUMENT OF MR. MIGUEL GARCÍA FERNÁNDEZ;

C.- CERTIFICATION OF THE LEGAL STANDING OF MR. ALBERTO MAURICIO VÁZQUEZ SÁNCHEZ WITH RESPECT TO THE COMPANY DENOMINATED "MINERA ADULARIA EXPLORACIÓN", VARIABLE CAPITAL LIMITED LIABILITY COMPANY;

D.- IDENTITY DOCUMENT OF MR. ALBERTO MAURICIO VÁZQUEZ SÁNCHEZ;

E.- RATIFIED DOCUMENT;

The cited documents were duly added to the archive of the brokerage in my charge, by insertion thereof under the letter assigned to them, all in simple copy duly compared with their original, except for the contract, so that they may remain on file in the archive of the brokerage in my charge and in the certified copies issued from this instrument; with the exception of the legal standings, which are only on file in the archive.

I, THE PUBLIC BROKER, CERTIFY AND ATTEST:

I.- That I had in view the documents referenced in this Public Instrument, all in original and which were added to the same as previously indicated;

II.- That I consider Messrs. MIGUEL GARCÍA FERNÁNDEZ and ALBERTO MAURICIO VÁZQUEZ SÁNCHEZ, in the capacity already referred to, capable, as I observe no manifest signs of natural incapacity, nor do I have knowledge that they are subject to any interdiction proceedings;

III.- That they stated their names as:

A.- MIGUEL GARCÍA FERNÁNDEZ, of Mexican nationality, originally from Tlaxcala, Mexico, born on September nineteen of nineteen seventy-six, married, occupation attorney, with domicile at Calle Catorce, number two hundred one, Colonia Esperanza, Postal Code "five", "seven", "eight", "zero", "zero", Municipality of Nezahualcóyotl, State of Mexico, and identified in terms of his Voter ID with number "three", "six", "five", "three", "zero", "eight", "three", "zero", "six", "three", "two", "three" issued by the then Federal Electoral Institute, who declared under solemn oath to tell the truth that the powers he holds from his represented company are in full force and have not been limited, revoked, or amended in any manner;

B.- ALBERTO MAURICIO VÁZQUEZ SÁNCHEZ, of Mexican nationality, originally from Mexico City, born on December twenty-nine of nineteen seventy-one, single, occupation attorney, with domicile at Paseo de las Palmas number seven hundred fifty-five, Office nine hundred two, Colonia Lomas de Chapultepec, Delegación Miguel Hidalgo, Postal Code eleven thousand, Mexico City, and identified in terms of his voter credential number "one", "two", "seven", "three", "nine", "seven", "four", "one", "eight", "four", issued by the National Electoral Institute, who declared under solemn oath to tell the truth that the powers he holds from his represented company are in full force and have not been limited, revoked, or amended in any manner;

IV.- That they stated that they know the PRIVACY NOTICE of the Brokerage in my charge, in accordance with the Federal Law on Protection of Personal Data Held by Private Parties;

V.- That I informed them of the right they have to personally read this Public Instrument and they chose to have the undersigned read it to them, to which they expressed their agreement and understanding of its value, scope, and legal consequences.

VI.- That they expressed their full understanding, consent, and agreement, at the same moment I authorize this Public Instrument with my seal and signature, in Mexico City, on FOUR of SEPTEMBER of TWO THOUSAND EIGHTEEN. I HEREBY ATTEST.

(ILLEGIBLE SIGNATURE)		(ILLEGIBLE SIGNATURE)
"MINERA DE CORDILLERAS",		"MINERA ADULARIA EXPLORACIÓN",
VARIABLE CAPITAL LIMITED		VARIABLE CAPITAL LIMITED
LIABILITY COMPANY,		LIABILITY COMPANY,
represented by Mr. MIGUEL		Represented by Mr. ALBERTO
GARCÍA FERNÁNDEZ.		MAURICIO VÁZQUEZ SÁNCHEZ.

(ILLEGIBLE SIGNATURE)

(AUTHORIZING SEAL)

JOSÉ FRANCISCO ALEJANDRO RUIZ ROBLES

PUBLIC BROKER TWENTY-TWO

OF MEXICO CITY

THIS IS THE FIRST CERTIFIED COPY, FIRST IN ORDER, ISSUED FOR THE RECORD OF THE COMPANY DENOMINATED "MINERA DE CORDILLERAS", VARIABLE CAPITAL LIMITED LIABILITY COMPANY, REPRESENTED IN THIS ACT BY MR. MIGUEL GARCÍA FERNÁNDEZ, IN HIS CAPACITY AS APPLICANT. IT CONSISTS OF TWELVE USEFUL PAGES, TOGETHER WITH ITS ANNEXES, AND IS A FAITHFUL REPRODUCTION OF THE ORIGINAL ON FILE IN THE ARCHIVE OF THE PUBLIC BROKERAGE IN MY CHARGE. MEXICO CITY, SEPTEMBER FOUR OF TWO THOUSAND EIGHTEEN. I HEREBY ATTEST.

NOTE: THE FOLLOWING PAGES (24–36) CONTAIN THE CONTRACT OF

ASSIGNMENT OF RIGHTS IN BILINGUAL FORMAT (SPANISH / ENGLISH).

THEY ARE REPRODUCED AS IMAGES FROM THE ORIGINAL DOCUMENT.

MINISTRY OF ECONOMY

Undersecretary of Mining

General Directorate of Mines

552/2018

Registered under number 11 of volume 42 of the Book of Acts, Contracts and Mining Agreements.

It is noted that, with respect to the mining concession denominated: "EL MILAGRO", Title 239753, the present assignment is carried out SOLELY as regards the rights and obligations derived from the EXPLORATION CONTRACT and its AMENDMENT AGREEMENT, recorded under records 121 and 92 of volumes 37 and 39 of this same Book, respectively.

Mexico City, February 18, 2019.

THE SUBDIRECTOR OF THE PUBLIC REGISTRY OF MINING

LIC. LAURA ARACELI CERVANTES ALEJANDRE

REG.-30135/18

*loo.

JOSÉ FRANCISCO ALEJANDRO RUIZ ROBLES

PUBLIC BROKER No. 22

MEXICO CITY

RECORD NINETEEN THOUSAND SIX HUNDRED SEVENTEEN. /FJMS/RGAG/ In Mexico City, on MAY TWENTY-ONE of two thousand TWENTY, before me, JOSÉ FRANCISCO ALEJANDRO RUIZ ROBLES, Public Broker Number Twenty-Two of the Plaza of this City, and as this concerns commercial documentation referred to in Articles thirty-three through fifty of the Commercial Code, I hereby certify:

That Mr. ALBERTO MAURICIO VÁZQUEZ SÁNCHEZ, in his capacity as Attorney-in-Fact of the company denominated "MINERA ADULARIA EXPLORACIÓN", VARIABLE CAPITAL LIMITED LIABILITY COMPANY, appeared before me for the purpose of requesting the CERTIFIED COPY of the ATTACHED COMMERCIAL DOCUMENTATION. Said document consists of FORTY-FOUR pages plus this certification, the copy of which is a faithful reproduction of the original I had in view, and I retain a copy in the archive of the Brokerage in my charge, at the request of the party indicated.