This booklet is not a prospectus. TABLE OF CONTENTS

OVERVIEW 1. GEOLOGY AND GEOPHYSICS Exhibits 1. Sage Prospect Aeromagmetic Survey Map 2. Vertical Magnetic Gradient Map 3. Vertical Gradient Multi-Level Aeromagnetic Profile 4. John R. Bailey Professional Record

2. PROJECT SCHEDULE AND COSTS 3. INFORMATIONAL EXHIBITS 1. Sage Prospect Aeromagmetic Survey Map 2. Why Measure the Magnetic Field of the Earth? 3. SQUID Tensor Magnetotelluric Exploration System 4. Slump and Talus 5. Gold Mining in Nevada 6. 10 Year Gold Prices 7. Looking Towards the Future

4. OPERATING AGREEMENT 5. SUBSCRIPTION AGREEMENT Sage Prospect Overview Page 1

Destination Resources, LLC (The Company) is a minerals exploration company, not a mining firm. It was co- founded by Jim Hicks, Shawn Martin and John Bailey in December 2018. The aeromagnetic data created by Mr. Bailey as outlined below is now owned by the Company and Mr. Bailey now serves as the Chief Geophysicist of the Company. Once work on Sage is completed other prospects may follow.

The Company will find the resource, take the claims, and sell the prospect(s) to mining firms for cash or cash plus an interest or royalty. We are initially seeking micro-disseminated gold. Follow-on exploration targets can include rare earths, zeolites, titanium, nickel, tungsten, zinc, and antimony. The “Geology and Geophysics” and “Informational Exhibits” sections in this booklet provide detailed information.

Sage Prospect Aeromagnetic Data

Senturion Sciences, Inc, (Senturion) was founded and run by John Bailey between 1970 and 1980. He served as Geophysicist and COO and ultimately employed 72 people, including 21 PhD’s. They focused on frontier exploration using suites of geophysics and geology and owned and flew a plane with a stinger loaded with equipment.

Sage Prospect was found with detail high-precision aeromagnetics by taking 18 magnetic readings per flight mile with a helium-vapor magnetometer flown on a 1-mile-by-1-mile grid. Senturion flew a multi-level aeromagnetic (MAM) survey conterminous to our Sage intrusive. This MAM survey requires flight path recovery whereby all stacked and sequential flight levels take the data using identical data acquisition headings. Sage is on Bureau of Land Management (BLM) land in Nevada.

The U.S. Geological Survey (USGS) did fly an aeromag survey in the Sage area on a 2-by-3-mile grid. But they stopped their survey 3-1/2 miles shy of Sage when the ground elevation climbed to 4,000' ASL. Senturion stopped their aeromag survey when the ground climbed to 5,000' ASL. Our survey is precision aeromag and USGS is not. We found Sage and USGS did not.

Risk of Loss is possible, as stated in the Company Operating Agreement: Subscriber can bear the economic risks of an investment in the Company and sustain a complete loss of the investment. Subscriber is aware of and understands all risks associated to the purchase of the Units. Subscriber has adequate means and net worth of providing for current needs, having no need for liquidity in this investment.

This Booklet is not a Prospectus. Sage Prospect Overview Page 2

An Operating Agreement was prepared and signed and is located in a following section.

A Subscription Agreement has been prepared and is located in a following section. The Company will allocate, for each prospect, a total of 100 units. Company will retain a minimum of 52 units and Subscribers will have a maximum of 48 units. Subscribers for the first prospect, the Sage Prospect, will have the first right of refusal on future prospects so long as they purchase units for those prospects. Units are non-dilutive. 1 unit = 1% of the prospect.

Geology and Geophysics are under the direction of Chief Geophysicist John Bailey.

Sage is on Bureau of Land Management (BLM) ownership and the availability of claims for the Sage area is verified each month. Sage is not on Bureau of Indian Affairs (BIA) land. This is a high-volume placer deposit and has a much greater resource and equally greater rate of return than the smaller, localized hard rock shaft mines. These preferred bulk operations are suitable for strip mining, plus they are easier to restore and re-contour to near their original environment and terrain.

These preferred resources are hidden within the valley floors or along slump and talus-strewn transition zones between mountains and valleys. The preferred bigger targets occur in close proximity to geophysically definable features. These geophysical leads will be augmented with comprehensive geology and confirmed with surface and shallow-depth sampling.

Field Exploration is described in “Project Schedule and Costs”.

Revenue will be generated when the Company sells the placer claim containing micro-disseminated gold. The price of gold has been, is and will be high as shown in the “10 Year Gold Prices” chart later in this Overview. Nevada is the leading gold-producing state in the USA and mining companies have been in operation for many years. Our Chief Geophysicist created excellent aeromagnetic data and we are the only company that has it.

Our plan is to find 500 acres with 40' thickness of 0.09 ounces/ton. When looking 40' deep, an acre will have about 137,197 tons/acre. Placer gold mines might range between 2.0 ounces/ton down to 0.04 ounces/ton. The Carlin Trend in Nevada has been said to have a mean gold enrichment of 0.09 ounces/ton. The Goldstrike Mine in Nevada, described later in this Overview, over the last 33 years has produced 42 million ounces of gold which, at $1,000 per ounce, would be worth $42 Billion.

The Company can not estimate the value of Sage Prospect until we have completed several stages of field exploration.

Parent and Subsidiary Companies have been established. On October 29, 2019, Destination Resources, LLC Management established a Subsidiary Company, Destination Resources Sage Prospect, LLC. The two companies now have a business structure where Destination Resources, LLC is the Parent and Destination Resources Sage Prospect, LLC is the Subsidiary (Daughter). Parent and Daughter companies have separate assets, banking and tax reporting as described in the Operating Agreement.

Timeline of events is shown later in this Overview. Sage Prospect Overview Page 3

Technical Services Providers

RSC Mining & Mineral Exploration (RSC) and the Company executed a Confidentiality Agreement in May 2019 and a Master Agreement for the Provision of Geological Consulting Services in June 2019. The Company signed RSC’s Proposal for Consulting Services for Sage Prospect in July 2019. This Proposal is included in the Sage Prospect Booklet in the Project Schedule and Costs section. It was developed by RSC using Company data and input from our Chief Geophysicist.

RSC operates globally, with key offices based in Australia and New Zealand, and contact offices in Africa, Mongolia and Turkey. RSC has completed projects across the globe, including in Nevada. RSC has worked with a range of companies from junior exploration companies (like Destination Resources) through to major mining houses such as Barrick and as such has a very broad industry network.

RSC’s international team has a broad range of geological experience, knowledge and expertise. They have a key focus on exploration planning and management, resource estimation and project studies and mine planning. They have close working relationships with groups focussed on mining operations, environmental management and mine closure. RSC’s team comprises geological, geochemical, geophysical and resource consultants, mining engineers, project and logistic managers, data management professionals, contract geologists and savvy technical personnel with experience spanning the mining cycle.

RSC’s Principal Geochemist, Dr Michael Gazley, MAusIMM, joined the Company Field Team in Nevada June 24-26, 2019 and spent two days in the field performing reconnaissance-level exploration work at the Sage Prospect.

RSC’s Field Geologist, Terry Croteau, BSc P.Geo, joined the Company Field Team in Nevada August 2-9, 2019 and spent eight days in the field to conduct a stream-sediment and soil sample program as well as geological mapping within the Sage Prospect area. The Field Team collected a total of 53 samples over a 25 square mile area.

RSC works closely with our Management Team and uses their experience and expertise to provide valuable input to our project.

https://www.rscmme.com/ Sage Prospect Overview Page 4 Technical Services Providers (continued)

ALS Global is the leading full-service provider of analytical geochemistry services to the global mining industry with an integrated network of over 80 laboratories around the world. ALS has a geochemistry analytical lab in Reno, Nevada. RSC has a working relationship with ALS and gets discounted pricing. The Company uses ALS to analyze the rock and soil samples we collect to determine what elements are present. August 3 - 9, 2019 the Field Team collected a total of 53 samples over a 25 square mile area. August 19 - September 5, 2019 ALS analyzed the samples for gold (Au), antimony (Sb), arsenic (As) and others for a total of 28 elements.

The Company’s Chief Geophysicist and RSC’s Principal Geochemist agree that the ALS reports show an area within Sage where the ppm gold is high enough for mining and that additional sampling around this area is indicated.

https://www.alsglobal.com/en-us/services-and-products/geochemistry/geochemistry- testing-and-analysis

U.S. Department of the Interior Bureau of Land Management Nevada (BLM) manages 48 million acres in Nevada (67% of Nevada). Sage Prospect is on BLM land. The Company has had several discussions with the Land Law Examiner in the BLM Reno office. We reviewed in some detail the procedure and timing for filing placer claims in Nevada and were informed they will provide personal one-on-one assistance to ensure that forms are completed and filed correctly. After claims are filed with BLM, they must also be filed with Nevada. We then contact the BLM District Office (there are a total of 6) that covers the Sage Prospect area. They will provide personal one-on-one assistance to prepare a Plan of Operation and ensure that it is approved. This PoO is done after claims have been filed and is required before we can begin any drilling at Sage. We have reviewed an approved PoO submitted by another company.

https://www.blm.gov/nevada

State of Nevada Division of Minerals is tasked with encouraging and assisting in the exploration and production of minerals in Nevada, as well as maintaining a record of all mining operations and their annual production. The Division also provides information and the necessary forms to properly record the location or maintenance of a mining claim. They maintain an open data site with an interactive map that displays currently filed claims. It is updated about every three months, but not on a regular schedule. Anyone can download KMZ files for use with Google Earth. There are other sites that are updated more often. We have contacted the Nevada GIS/Field Specialist-Geologist to discuss researching placer mining claims. The availability of claims for the Sage area is verified each month.

http://minerals.nv.gov/Programs/Mining/MiningClaims/ August 3 - 9, 2019

Destination Resources, LLC - Sage Prospect Stage 3 Samples - photos of people and terrain

Shawn Martin Destination Resources, LLC COO, Team Leader

Terry Croteau RSC Geologist

Gary Armstrong Destination Resources, LLC Investor

Goldstrike mine - Wikipedia Page 1of 2 Gold Mining in Nevada

Coordinates: 40°58ƍ54ƎN 116°22ƍ44ƎW

Goldstrike mine

Goldstrike is a gold mine in Eureka County in north- Goldstrike Mine eastern Nevada. It is located on the Carlin Trend, a prolific gold mining district. It is owned and operated by the world's largest gold mining company, Barrick Gold. Goldstrike is the largest gold mine in North America. Since Barrick acquired Goldstrike in 1986 it has produced 42 million ounces of gold. [1]

42,000,000 oz x $1,000 /oz Contents $42,000,000,000

History $42 Billion over 33 yrs Geology Mining operations 2.0 miles References External links 1.25 miles

History Goldstrike Mine from space, 2016. The large Betze-Post open pit is labelled at top center. False color image: see source for details. The first discovery of gold in the Goldstrike property was in 1962 by Atlas Minerals. Gold was first mined from the Location upper, well-oxidized portion of what became the Post deposit in 1975 by PanCana Minerals Ltd., in a small open- pit heap leach operation. In 1978, Western State Minerals Goldstrike Mine Corporation entered into a joint venture (JV) with PanCana. The JV delineated ore reserves for the Post deposit in 1986. Barrick acquired 100% ownership of the property in December 1986, and mining started in 1987.[2][3]

Geology

The Goldstrike mine complex (including the Betze-Post- Screamer and Meikle-Rodeo deposits) is the largest Carlin- type mine in the world.[4] The Goldstrike mine adjoins Newmont Mining's Carlin mine complex. Goldstrike is northwest of the Carlin mine on the Carlin Trend.[5]

Like most Carlin type gold deposits in Nevada the gold was Location in Nevada epithermally deposited in carbonate or silicate sedimentary Location Eureka County rocks. The source of the heat was magmatic but the exact State Nevada mechanism is still under debate. The Betze-Post deposits are Country United States up to 6,000 feet (1,800 m) long, 600 feet (180 m) thick and Coordinates 40°58ƍ54ƎN 116°22ƍ44ƎW 800 feet (240 m) wide. In 2007 the average processed gold grade was 0.136 troy ounces (4.2 g) per ton of ore, with a Production recovery rate of 85.5%.[2] Products Gold 0.136 troy ounces /ton Production 1,096,000 ounces (31,100 kg) Mining operations Financial 2016[1] year History

https://en.wikipedia.org/wiki/Goldstrike_mine 6/9/2019 PRESS RELEASE NYSE : GOLD TSX : ABX

Nevada Joint Venture Deal Clears All Regulatory Conditions

New York, April 22, 2019 — Barrick Gold Corporation (NYSE:GOLD)(TSX:ABX) (“Barrick”) and Newmont Goldcorp Corporation (NYSE:NEM)(TSX:NGT) (“Newmont Goldcorp”) today announced that their joint venture in Nevada, which will create the world’s largest gold producing complex, has cleared all the regulatory conditions required for its completion.

The U.S. Federal Trade Commission granted an early termination of the waiting period under the Hart- Scott-Rodino Act on April 19, 2019.

The new business, yet to be named, will be owned 61.5% by Barrick and 38.5% by Newmont Goldcorp, and will be operated by Barrick. The operations making up the joint venture produced in excess of 4 million ounces of gold in 2018, more than three times the next largest gold mine.

Barrick President and Chief Executive Officer, Mark Bristow, said that practical measures required to integrate the joint venture assets and establish the new business are now being taken and are anticipated to be complete within the current quarter.

“The joint venture agreement represents a historic accord between our companies that will unlock the enormous geological potential of the Nevada goldfields and maximize its many value-creating opportunities,” Bristow said.

Gary Goldberg, Newmont Goldcorp’s chief executive officer, said, “By combining our operations and assets in Nevada we will be able to extend profitable production, lower costs and create new opportunities for our stakeholders in the region.”

Barrick Enquiries: President and Senior Executive Vice-President Investor and Chief Executive Officer and Chief Financial Officer Media Relations Mark Bristow Graham Shuttleworth Kathy du Plessis +1 647 205 7694 +44 1534 735 333 +44 20 7557 7738 +44 788 071 1386 +44 779 771 1338 Email: [email protected]

Website: www.barrick.com Sage Prospect Overview Page 11 Exhibit 3.6

10 YEAR GOLD PRICES

2000

1800

1600

1400

1200

1000 USD per ounce 800

600

400 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018

Based on New York Close High 1900.30 Low 754.30 www.kitco.com Sage Prospect Overview Page 12

Timeline

Dec 2018 Destination Resources, LLC (the Company) formed as an Oklahoma LLC.

Dec 2018 Initial Investor’s Meeting.

Jan - Apr 2019 Contact was ongoing with BLM, State of Nevada, RSC and others. Work on the maps and charts for Sage was ongoing.

May 2019 RSC signed Company’s Confidentiality Agreement.

Jun 2019 Company signed RSC’s Master Agreement for Provision of Geological Consulting Services.

Jun 2019 Stage 1. Desktop review of aeromagnetic and other Company data completed by RSC.

Jun 2019 Company formed a Sage Field Team with Shawn Martin, COO, as Team Leader.

Jun 24-26 2019 Stage 2. RSC’s Principal Geochemist, Dr Michael Gazley, MAusIMM, joined the Company Field Team in Nevada and spent two days in the field performing reconnaissance-level exploration work at Sage.

Jul 2019 Company signed RSC’s Proposal for Consulting Services for Sage.

Aug 2-9 2019 Stage 3. RSC’s Field Geologist, Terry Croteau, BSc P.Geo, joined the Company Field Team in Nevada and spent eight days in the field to conduct a stream-sediment and soil sample program as well as geological mapping within the Sage Prospect area. The Field Team collected a total of 53 samples over a 25 square mile area.

Aug 19 - Sep 5 2019 ALS analyzed the 53 samples for gold (Au), antimony (Sb), arsenic (As) and other elements for a total of 28 elements.

Sep 22 2019 RSC provided the Company with Stage 3 Review of the Sage Prospect. The Company’s Chief Geophysicist and RSC’s Principal Geochemist agree that the ALS reports show an area within Sage where the ppm gold is high enough for mining and that additional sampling around this area is indicated.

Stage 3B preparation is started to provide additional shallow-depth soil samples in the area of interest. If needed, there may be a Stage 3C.

Oct 29 2019 Destination Resources Sage Prosect, LLC subsidiary / daughter LLC formed.

(no date yet) Claims will be filed with BLM and Nevada and a BLM-approved Plan of Operation obtained.

Stage 4 will be follow up exploration, initial drilling and establishing of a JORC Exploration Target. This could include closer spaced soil sampling, detailed geological mapping or detailed ground geophysics. The aim is to tighten the target areas prior to initiating any drilling of geochemical or geophysical anomalies generated in Stage 3. “Drilling” indicates heavier equipment with much deeper holes. It is more expensive.

Stage 5 is infill-step out drilling and resource delineation by drilling. After the drilling program RSC will prepare a JORC or NI 43-101 compliant resource estimation report.

Stage 6 is a Pre-feasibility Study. This will assess all modifying factors such as environmental studies, socio-economic factors, metallurgical work, mine design and planning studies, geotechnical and hydrogeological factors, and other relevant factors.

Stage 7 is a Feasibility Study and presentation to a mining company like Barrick Gold. Apache Prospect Overview Page

Management Team

Jim Hicks, 75, co-founded the Company and is President and Chief Executive Officer. He also currently serves as President and Owner of Digital Publishing and Scanning, Inc., a digital imaging firm he founded in 1994 that has a strategic alliance with the Company. Mr. Hicks has extensive experience with mainframe and personal computers, as well as digital imaging hardware and software. His career spanned 28 years with Cities Service Oil and Occidental Petroleum, where he managed many large and small projects for Corporate Computer Facilities. He was the Data Processing Manager for the FESCO Plastics Division of Cities Service Oil, located in Pittsburgh PA, for two years. He reviewed FESCO’s IBM investment tax credit on the mainframe computer and initiated a purchase/leaseback that saved about $0.375 Million. He then served as the Project Manager for the Computer Facilities Move Team during the two-year project to relocate the Corporate Data Center from downtown Tulsa to a new Technology Center. He coordinated with user groups, company engineers, IBM and other computer vendors and construction engineers and constructed a 1200 node PERT Chart to determine the critical path. The move into a new $60 Million facility was done in a single weekend and met all management objectives. Mr. Hicks then served six years as the Computer Operations Manager of the Corporate Data Center with five supervisors and fifty computer operations staff. He served as a staff sergeant in a United States Army Reserves unit from 1964 to 1970 and from 1987 to 1994. His formal education was obtained through studies at the University of Pittsburgh from 1976 to 1978 and the University of Tulsa in 1979. He is in excellent health and his outside interests include hiking, camping, rappelling and general outdoor activity. He is married to Judy and has two sons, Steve and Shawn.

918-252-9499 (mobile) [email protected]

Shawn Martin, 51, co-founded the Company and is Vice President and Chief Operating Officer. Mr. Martin developed the original Company marketing concept and strategic alliances as well as acquired the initial investors for Sage Prospect. He is an executive within the financial services industry with a career spanning more than 30 years. The first half of his career was spent as a financial advisor and the second half in the institutional space working in tandem with financial advisors in multiple states. Mr. Martin had the top market share in company history when he was with Jackson National Life Insurance Company. During a four year period at Jackson National he implemented a sales program that generated $300 million in sales. He was with Ohio National Financial Services for a seven year period and turned the worst performing territory into the best performing territory in two years and generated $500 Million in sales over seven years. He has traveled extensively throughout North America and met with high-level executives in the financial services arena both in the office and on the golf course. He founded the Ohio National Patriot Cup Golf Tournament to create awareness on behalf of the Folds of Honor Foundation while working closely with Lt Col Dan Rooney, CEO / Founder of the Folds of Honor. Since 2007, the Folds of Honor has carried forth a singular, noble mission: to provide educational scholarships to spouses and children of America’s fallen and disabled service-members. He has also owned and operated small businesses, including Mid-Continent Auction and Appraisal, Inc. and J&J Powder Coating, Inc. During June and August 2019, he was the Team Leader and directed a three man team in collecting samples for Sage Prospect in Nevada and coordinated with ALS Geochemistry in Reno and RSC Mining’s Chief Geochemist in having the samples analyzed. His formal education was obtained through studies at Oklahoma State University from 1986 to 1990. He is in excellent health and his outside interests include golf, hunting and fishing. He is currently not married and has two daughters, Jordan and Shea.

918-230-7223 (mobile) [email protected] Apache Prospect Overview Page

Management Team (continued)

John Bailey, 82, co-founded the Company and is Chief Geophysicist. Mr. Bailey initially worked in hydraulics and field geology for the U.S. Government. Subsequently, he worked in classical geophysics on DOD contracts with Teledyne, then in exploration geology and geophysics with Century Geophysical Corporation and as an independent geologist/ geophysicist. Between 1970 and 1980, he founded and ran Senturion Sciences, Inc, serving as geophysicist and COO. Senturion ultimately employed 72 people, including 21 PhD's. The company focused on frontier exploration using suites of geophysics and geology. While directing Senturion, John worked with the United Nations Department of Transportation and Energy on new concepts in exploration technology and served as guest lecturer at the University of California, Berkeley on exploration geophysics. Senturion pioneered and built the original SQUID tensor magnetotelluric exploration system. He holds a B.S. in Geology and M.S. in Civil Engineering, both from the University of Mississippi. He is in excellent health and has outside interests in general outdoor activity. He is married to Barbara and has one daughter, Vasser.

918-630-3088 (mobile) [email protected]

Todd Clow, 52, is Chief Security Officer. Mr. Clow also currently serves as the Principal and Founder of Salvo Security Group, a risk management firm established in 2017 and based in Rogers, AR. Mr. Clow spent 20 years with Wal-Mart Stores, Inc. working in various roles and levels of responsibility, to include, Executive Protection across the globe, Security Liaison to the company’s Board of Directors, and Director of Governance for the Global Investigation, Security, Aviation and Travel Division (GISAT), responsible for standing up the Security Governance program, Global Protection of People and Assets, focused on protecting people, facilities, information, supply chain and total loss strategy across the enterprise. Additionally, Mr. Clow spent 21 years with U.S. Army Special Forces as a Chief Warrant Officer and has prepared and led troops in combat, with successful deployments to Southwest Asia, Balkans and Central America. He is a commissioned Law Enforcement Officer and has trained hundreds of local Law Enforcement Officers in a range of subjects that include Active Shooter Response Protocol. He is a Certified Protection Professional (CPP) through ASIS International and has extensive experience in international travel on 5 Continents, working in multiple cultures and specializes in low-profile operations with limited resources. Prior to transitioning into the Security Industry Mr. Clow spent several years in Walmart’s Logistic Division as an Operations Manager, as well as, a Project Manager for Carter Excavating, Inc. located in Tulsa, OK., overseeing and coordinating multimillion-dollar projects throughout the state. He holds a BS in Aviation Management from Oklahoma State University. Mr. Clow is in excellent health and has outside interests in all types of outdoor activities. He is married to Cynthia and has three sons, Tanner, Mitchel, and Braydon.

479-601-2420 (mobile) [email protected] GEOLOGY AND GEOPHYSICS DATA AND EXPERIENCE Sage Geology and Geophysics Page 1

This document waswas preparedprepared by by John John Bailey, Bailey, Chief Chief Geophysicist Geophysicist at at Destination Destination Resources, Resources, LLC, LLC, a aminerals minerals exploration exploration company company co-founded co-founded by Jimby Jim Hicks, Hicks, Shawn Shawn Martin Martin and andJohn John Bailey. Bailey. The The aeromagnetic data described herehere isis ownednow owned by John by Bailey.Destination Once Resources, work on Sage LLC begins, and once work onDestination Sage is completed Resources, other LLC prospectswill acquire may rights follow. to that prospect and other prospects may follow.

Senturion Sciences, Inc, (The Company) was founded and run by John Bailey between 1970 and 1980. He served as Geophysicist and COO and ultimately employed 72 people, including 21 PhD’s. They focused on frontier exploration using suites of geophysics and geology and owned and flew a plane with a stinger loaded with equipment.

The Company is a minerals exploration company, not a mining firm. The Company will find the resource, take the claims, and sell the prospect(s) to mining firms for front-end cash plus an interest or royalty. The Company is initially seeking micro-disseminated gold. The Company’s follow-on exploration targets can include rare earths, zeolites, titanium, nickel, tungsten, zinc, and antimony.

Big mining companies have critiqued that large-volume enrichments of micro- disseminated gold are close to a shallow-occurring intrusion with tangential and radiating faults.

The Company’s SAGE prospect has been found with detail high-precision aeromagnetics (taking 18 magnetic readings per flight mile with a helium-vapor magnetometer flown on a 1-mile-by-1-mile grid), as shown in Exhibit 1.1.

The Company’s prospect is on Bureau of Land Management (BLM) ownership and the availability of claims for the Sage area is verified each month. Sage is not on Bureau of Indian Affairs (BIA) land. Costs to take placer claims, including staking, surveying, and fees, are less than $100.00/acre. There are no restrictions on the number of 20-acre claims an entity can take. You can maintain the claims for less than $100.00/acre/year for as long as you wish.

High-volume placer deposits and the bulk tonnage hydrothermal mineralization prospects have a much greater resource and equally greater rate of return than do the smaller, localized hard rock shaft mines. These preferred bulk operations are suitable for strip mining, plus they are easier to restore and re-contour to near their original environment and terrain.

These preferred resources are hidden within the valley floors or along slump and talus-strewn transition zones between mountains and valleys. The preferred bigger targets occur in close proximity to geophysically definable features.

These geophysical leads will be augmented with comprehensive geology and confirmed with surface and shallow-depth sampling. The Company reconnaissance sample interval will be dictated by the configuration of our preliminary prospects, which can range between 1,000 and 3,000 acres in size. When we discover areas that equal or exceed pre-defined assay values we move to detail sampling. The field geologist will move from prospective area to prospective area, but our cash flow priority will dictate returning to detail sampling as prospects evolve. Sage Geology and Geophysics Page 2

The field geologist ships samples to the office in Tulsa, where they’re scanned for enrichment with our elemental and mineral testing equipment. When we encounter samples that exceed our threshold, we re-run a second portion of our field sample. Should the second portion* be within 20 percent of the first portion, we will take a third portion of each sample that exceeded our threshold and forward them to a fire-assay-capable laboratory. Keep in mind, we still retain a big portion of each sample.

With just our own testing results we will map minerals of interest to resolve where the richest results are located.

The Company will undertake spot checks to assure repeatability in our assays. During the evolution of a lead into a prospect in which we take claims and leases, we must have an ongoing data integration program blending the assayed results with geologically and geophysically mapped features.

Our objective is to arrive at owning an assayed series of prospective claims as soon as practical, which then enables The Company to market the prospects and generate cash flow. Our more valued, long-term objective is to derive interest and/or royalty by having high-valued claims suitable for mining.

Our claimed prospects will be presented to several mining companies, and we will leave with them a comprehensive notebook documenting the prospects’ complete evolution. The more thorough our presentation (using quick-scan ratio maps, statistical summaries, and phase diagrams tied to a base map showing the mapped geological features and contoured enrichment), the faster we will receive verification of our prospects.

After our prospect has been accepted for review, the mining company will re-assay the prospect. Should this test prove of interest, they will ask to reserve our claims. The terms for reserving our claims will include a time frame and remuneration to The Company, as well as outlining our agreement. It is likely they will purchase our claims outright when we mutually agree upon our interest and/or royalty, time frame to development, and reversionary rights of the prospect coming back to The Company should they drop the prospect.

Newmont’s Gold Quarry Mine and other mines attribute their enrichment to high- heat-flow hydrothermal systems, which occurred between 6 and 43 m.y. ago. Gold Quarry’s major controlling enrichment features are faults radiating from a dike. The gold is distributed via fractures and micro- fractures into sediments and gravels.

*Each shovel dug (2' deep and take sample from the bottom of the hole) sample will fill two 1·gallon heavy-duty zip-lock bags. 6DJH *HRORJ\ DQG *HRSK\VLFV 3DJH

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 7RQV¶GHHSDFUH  2XQFHVWRQ  2XQFHV  2XQFH  ¶GHHSDFUH [ $FUHV  %LOOLRQ\HDUVRUOLIHRIWKHPLQH Sage Geology and Geophysics Page 4

Sage Aeromagnetic Survey on 1" = 1 mile maps showing 512 flight miles covering 364 square miles with the following maps: (See software description in Appendix I.)

- Total Field 5,500' level - First Degree Residual 5,500' level - Fifth Degree Residual 5,500' level - Eighth Degree Residual 5,500' level - First Horizontal Derivative at 5,500' level - Magnetic Features Map - Flight Line Plat - Eight ground-mile Multilevel Profile over the Sage Intrusive showing 6,500' minus 7,500' MSL and 7,500' minus 8,500' MSL and (6,500'-7,500') minus (7,500'-8,500') - 1" = 2,000' Topo for 24 miles squared around Sage - Surface Geology and geological analysis - Topo map showing local mines, roads, and communities - Google Earth Image of Sage and vicinity - Copy of USGS Aeromag Survey of the Sage Area - Written Report

The U.S. Geological Survey (USGS) did fly an aeromag survey in the Sage area on a 2-by-3-mile grid. But they stopped their survey 3-1/2 miles shy of Sage, as shown in the Exhibit 1.1. The USGS stopped flying when the ground elevation climbed to 4,000' ASL. The Company stopped their aeromag survey when the ground climbed to 5,000' ASL; consequently, The Company found the Sage Prospect. The fact that the USGS has been to the Sage visiting is very good. This is reassuring because most likely no other entity has looked near our Sage Prospect. Our survey is precision aeromag, while the USGS is seeking big tectonic features and covering thousands of square miles in multiple states on a government budget; so, this translates that their data is not as high resolution as The Company’s.

Most mining companies buy inexpensive copies of the USGS surveys and hope to glean resource leads, but with the USGS’s survey at 2-mile-by-3-mile grid, it is doubtful they would have seen Sage had they covered our area.

The Company flew a multi-level aeromagnetic (MAM) survey conterminous to our Sage intrusive shown in Exhibit 1.3. This MAM survey requires flight path recovery whereby all stacked and sequential flight levels take the data using identical data acquisition headings.

The MAM survey intent is to find abnormal vertical magnetic gradients, and we found abnormally high 1 gamma per vertical foot) vertical magnetic gradient, which could suggest the nickel Currie point between 8,000' and 12,000' beneath the airplane. Sage Geology and Geophysics Page 5

This abnormal gradient coincided with our mapped intrusive. Should this be due to the nickel Currie point at this shallow a depth, it implies that we have a geologically young intrusive, meaning the micro-disseminate gold brought by pressured geothermal fluids coming up the mapped faults are very close to its sourcing intrusion. Weathering has not had time to move the elements and minerals any great distance.

POST NOTE:

We like to think that The Company is analogous to the early gold seekers in the Western U.S. and Alaska in finding extraordinary enrichment because our analogy is the result of learning over time (150 years) and utilizing the evolved good technology and science, while the early gold seekers had the benefit of being the first, The Company anticipates verifying this analogy. Sage Geology and Geophysics Page 6

Appendix I

This Appendix shows proprietary computer programs used by the Company between 1970 and 1980 to process Sage data and the associated cost of those programs at that time.

1. Suite of 25 programs used in processing data acquired by the airborne, optically pumped, helium magnetometer acquisition system, including data editing, smoothing and calculation of horizontal derivatives. The cost shows the 2 man-year development time. $321,000

2. Six programs which permit processing of airborne magnetometer data by means of a computer-to-computer communications system, including reformat, edit, single, multi, vector and combo. The system access and controls a remote, large-scale computer via data-phone network and causes results to be returned. The cost shows the 1 man-year development time. $250,000

3. Over fifty (50) utility sub-routines used in various data processing programs, including data filtering and spectral analysis algorithms, modeling, plotting, time series analysis and matrix operations. The cost shows the 2 man-year assembly and testing time. $304,000 ______

Total $875,000 Exhibit 1.1 Exhibit 1.2 Exhibit 1.3 Exhibit 1.4

PROJECT SCHEDULE AND COSTS

RSC'S GLOBAL INDUSTRY NETWORK BRINGS

EXPERIENCE TO OUR TEAM

Proposal for Services

PROPOSAL FOR CONSULTING SERVICES 2.0

DESTINATION RESOURCES LLC

July 2019 PROPOSAL FOR CONSULTING SERVICES 2.0 DESTINATION RESOURCES LLC

James H. Hicks President Destination Resources LLC 215 South Main Street Broken Arrow OK 74012, US [email protected]

11 July 2019

Dear Jim,

RE: PROPOSAL FOR GEOLOGY CONSULTING SERVICES

Thank you for providing RSC Mining & Mineral Exploration (RSC) the opportunity to build on our reconnaissance site visit to the Sage prospect and to continue to provide exploration support to Destination Resources LLC (Destination).

As Destination is already aware, RSC has extensive experience in all aspects of the mining business from exploration through to resource evaluation studies incorporating a wide variety of commodities and geological settings.

RSC proposes to assign a senior geologist, with the relevant experience, to conduct an exploration program to test the mineral potential of the Sage prospect.

If there is anything in the following proposal that I have not included or misunderstood, please let me know. I look forward to your reply.

Kind Regards,

Campbell McKenzie Business Development Manager RSC Consulting Ltd t/as RSC Mining and Mineral Exploration [email protected]

Destination Resources, LLC (DR) Note to Investors

This proposal has been edited to remove any reference to the location of the Sage Prospect.

Page 1 of 17 PROPOSAL FOR CONSULTING SERVICES 2.0 DESTINATION RESOURCES LLC

Contents

1 Project Description ...... 3

1.1 Project Overview ...... 3

1.2 Reconnaissance Visit Summary ...... 3

2 Project Requirements ...... 6

2.1 Terms of Reference ...... 6

2.2 Scope ...... 6

2.3 Responsibilities and Roles ...... 7

2.4 Scope Exclusions & Assumptions ...... 7

2.5 Information Provided by Destination ...... 7

3 Project Execution...... 8

3.1 Background...... 8

3.2 Schedule ...... 8

3.3 Work Programme ...... 9

3.3.1 Stage 1: Desktop Study: Data Compilation, Geology Review, Exploration Programme Design ...... 9

3.3.2 Stage 2: Exploration/Orientation Site Visit, Field Reconnaissance Exploration...... 10

3.3.3 Stage 3: Initial Exploration Programme ...... 10

3.3.4 Stage 4: Follow up Exploration, Initial Drilling and Establishing of a JORC Exploration Target ...... 11

3.3.5 Stage 5: Infill-step Out Drilling and Resource Delineation ...... 11

3.3.6 Stage 6: Pre-feasibility Study ...... 11

3.4 Quality Management, Daily and Weekly Reporting ...... 12

3.5 Health and Safety ...... 12

3.6 Environmental ...... 12

3.7 Experience ...... 12

3.8 Nominated Team ...... 14

4 Pricing ...... 16

Page 2 of 17 PROPOSAL FOR CONSULTING SERVICES 2.0 DESTINATION RESOURCES LLC

1 Project Description

1.1 Project Overview

Destination Resources LLC (Destination) is a private US based mineral exploration company. Destination have identified a mineral exploration opportunity in Nevada (north east on the Fallon, east of the Dixie Valley), referred to as the Sage prospect. The opportunity has been based on historical geophysical data that is only in the possession of the Company.

Destination consider that the Sage prospect is prospective for hydrothermal gold mineralisation, with exploration required to determine the extent and tenor of any potential deposit. The Sage prospect is not currently under any mineral claim and destination will be required to confirm ‘locatable’ minerals in order to file a claim(s). RSC has been advised of the project location and associated data on the signing of a confidentiality agreement with Destination, and completed a reconnaissance site visit from 24–26 June 2019 (a brief summary of this visit is included in section 1.2).

1.2 Reconnaissance Visit Summary

From 24–26 June 2019, RSC’s Principal Geochemist, Dr Michael Gazley, visited Nevada and spent two days in the field performing reconnaissance-level exploration work at the Sage Prospect.

The first day in the field was spent driving the access tracks to determine what parts of the field are readily accessible (Figure 1). Based on this information, on the second day in the field, the team drove to the closest point to the area that had been identified as a potential gossan by Destination and walked to the key outcrops. Unfortunately, this field work only mapped young rhyolite and an intrusive body (mapped by the USGS as gabbro) which is the probable source of the magnetic anomaly identified by Destination. The iron-rich gabbro readily weathers to an orange-brown colour (Figure 2), which is likely the gossanous material identified from the satellite imagery of the field area.

The black-dashed tracks shown in Figure 1 were those driven during the reconnaissance trip on 24–26 June 2019. The red dashed line indicates the route walked to visit potential gossan area (red hatched area). Potential for gold mineralisation exists in light green (metasedimentary) units to the east and south of the original Sage Prospect area which host historic mines.

Notwithstanding the apparent absence of mineralisation associated with the gabbro, RSC considers there is still mineral potential in the Sage area. The margins of the gabbro in contact with metasedimentary rocks, where they are not overlain by younger rhyolite, host a significant number of historical mines (both to the south and east of the Sage area; Figure 2). There are some reasonably large areas of metasedimentary rocks, adjacent to the gabbro, that are not currently claimed. If Destination want to continue exploration in the Sage area, RSC suggest that these areas are the focus. A campaign of stream sediment, rock chip, and stream float sample collection would be beneficial to advance the understanding of the mineral potential of these areas. Destination have noted a fault that is located under the talus slope to the northwest of the Clan Alpine Mountains that they would like a soil sample line taken across to test for disseminated gold.

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Figure 1: Summary of 24–26 June 2019 field work completed by RSC’s Principal Geochemist, Dr Michael Gazley.

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Figure 2: Oxidised rim on fresh gabbro outcrop from the Sage prospect area; identified as gossan from satellite imagery.

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2 Project Requirements

2.1 Terms of Reference

This proposal has been prepared based on: x the field trip to site from 24–26 June 2019 by Michael Gazley (RSC) and discussions conducted during that time with Shawn Martin (Destination) and John Bailey (Destination); and x follow up emails with Jim Hicks (Destination).

2.2 Scope

Destination is seeking to engage a competent mineral exploration services group to work alongside the company to develop and implement an early stage reconnaissance exploration programme. The work will largely consist of desktop studies, geochemical sampling and geological mapping over the Sage prospect in Nevada. The programme of work would inform the next stages of exploration, which could include geophysics and initial exploration drilling.

Building on this site visit, an early-stage exploration is required to assess the mineral potential of the Sage prospect further. It is noted from the Sage prospect ‘Prospectus’ document that Destination envisage that Carlin Style gold mineralisation may be present and associated with a buried intrusion noted form the Company’s geophysical data. Based on RSC’s knowledge of the general area, epithermal style gold-silver mineralisation and porphyry related mineralisation may be present. At this stage additional research and investigation is required. After visiting the field area, RSC considers that all of these styles of mineralisation may be present in the area – particularly epithermal gold-silver mineralisation given the proximity to Dixie Comstock Mine (western side of the Dixie Valley).

Carlin–type gold deposits are sediment-hosted disseminated gold deposits. These deposits are characterised by invisible (typically microscopic and/or dissolved) gold in pyrite and arsenopyrite. The deposit is named after the Carlin mine, the first large deposit of this type discovered in the Carlin Trend, Nevada.

Gold mineralisation within epithermal veins can occur over vertical intervals of a few hundred metres, vein thicknesses of 1–2 m and lengths of up to several hundred metres. In association with epithermal veins are large alteration haloes where minerals within the country rock have been altered to clay minerals by the circulating hydrothermal fluids.

Porphyry copper deposits are orebodies that are formed from hydrothermal fluids that originate from a voluminous magma bodies several kilometres below the deposit itself. Predating or associated with those fluids are vertical dykes of porphyritic intrusive rocks from which this deposit type derives its name. In later stages, circulating meteoric fluids may interact with the magmatic fluids. Successive envelopes of hydrothermal alteration typically enclose a core of disseminated ore minerals in often stockwork-forming hairline fractures and veins. Because of their large volume, porphyry orebodies can be economic from copper concentrations as low as 0.15% copper and can have economic amounts of by-products such as molybdenum, silver and gold. In some mines, those metals are the main product.

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2.3 Responsibilities and Roles

RSC would be responsible for all technical aspects associated with the provision of geological support on Destination’s Sage prospect area. Destination, as the project owner would still retain final responsibility of transport and accommodation to, and around the site, regulatory health and safety, environment, permitting, resource consenting and land access requirements.

2.4 Scope Exclusions & Assumptions

The following assumptions are made: x all permits, approvals and agreements are in place or are being arranged by Destination. It is noted in the initial stages however that the preliminary work is required to make application for mineral claims; x environmental permits or restrictions that may be relevant to the course of work are in place (or will be organised by Destination); x provision of any safety systems for which Destination would carry statutory responsibility (i.e. site safety); x landowner or other issues that may restrict access to any sites will be managed by Destination; x native title/indigenous heritage issues that may be relevant to the course of work will be managed by Destination; x laboratory analysis for samples collected during this work are not included in the budget outlined below and will be paid directly by Destination (likely ~USD6000); and x all logistics, field supplies, vehicles and accommodation will be provided by Destination.

2.5 Information Provided by Destination

After the completion of Stages 1 and 2, RSC believes that it has all relevant information and data. However, if Destination is aware of any additional information that may be relevant, RSC expects this to be made available immediately.

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3 Project Execution

3.1 Background

RSC can confirm its interest and availability to undertake the scope of work as required by Destination for the Sage prospect area. RSC has significant experience with many grassroots exploration programmes globally which require an autonomous exploration management solution.

3.2 Schedule

RSC considers the Sage prospect to be at the early exploration stage along the mining value chain (Figure 3) and therefore requires a standard approach to further development. This includes a dynamic and evolving process of assessment, prioritisation, ranking, and execution of exploration. It is important that clear milestones are built into this process so that risk and expenditure management is optimised.

Current position of Sage Prospect

Figure 3: Mining Value chain – path to a mine, showing the general position of Sage prospect.

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RSC's proposal is structured in a way that such milestones are achieved after each proposed stage of work. An initial exploration programme will involve a short review of all data and prioritisation of targets. This will allow the establishment of a detailed working budget and project planning for the following exploration stage.

Planning and execution of subsequent stages is dependent on the outcome of previous stages, but they have been included in this proposal to show Destination the common approach to such exploration programmes. At each milestone, the budget and programme will be further updated and improved.

RSC can provide Destination an end-to-end solution for its project, supplying a team of technical staff to optimise, run the programme and manage contractors. RSC can also provide on-site training, geological supervision, logging and sampling services.

RSC proposes to implement an early stage exploration programme consisting of the geological mapping and complemented by the collection of soil and rock chip samples to be rapidly analysed by a portable XRF device (pXRF). The pXRF is intended to complement the geological mapping in order to provide early results for use in refining the mapped lithologies.

An outcome of the initial reconnaissance exploration will be an interpretive geological map, provided in a GIS, along with a database of analysed samples collected from the programme. RSC will provide further recommendations for future work.

RSC would be able to commence Stage 3 of the work from early-August 2019 with a second site visit and more detailed sampling campaign.

3.3 Work Programme

The proposed work programme will consist of a pre-site visit review of available data, time on site undertaking the geological mapping and sampling, a period of consolidating the data; technical reporting and future exploration target recommendations. Stages 1 and 2 were concluded with a site visit by Michael Gazley from 24–26 July 2019, with the report still being completed as laboratory analyses are pending.

3.3.1 Stage 1: Desktop Study: Data Compilation, Geology Review, Exploration Programme Design

Available data relating to the potential mineral deposits hosted within the project area is reviewed in detail and compiled allowing RSC to better understand the geology and potential targets in the area. This review is required to ensure initial exploration focus is on areas with the best potential and is fit for purpose for the expected style of mineralisation. It includes a review of all available exploration data, company reports for the area, and literature review (i.e. academic papers, state mapping, etc.). Depending on available data, this may take around 3–5 days.

Appropriate first-stage exploration programmes will be determined after the data review. This may include a combination of soil sampling, channel sampling of known outcrop, trenching and stream sediment sampling if required. Geological mapping will likely be incorporated as required. The sampling and mapping programmes will be budgeted in detail. A short report will be delivered which will include detailed recommendations for on-going exploration and costs. The exploration programme design will focus on generating drill targets as efficiently as possible.

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3.3.2 Stage 2: Exploration/Orientation Site Visit, Field Reconnaissance Exploration

RSC’s senior consultant will make a 2–3 day visit to the project area (travel time will be additional) to evaluate the project logistics and check the locations of any previous exploration activity and mining. This work will be supported by local/company personnel familiar with the area (Destination executives). The following will be evaluated: x access; x suitable accommodation for the teams undertaking the exploration work; x field communication options; and x project-technical logistics (e.g. some geological field checking, and sampling may be required in order to optimise the planned exploration programme). Following this work, RSC will further adjust the budget and the work programme and prepare a short report summarising the work.

3.3.3 Stage 3: Initial Exploration Programme

The aim of this stage of the exploration programme is to collect more data to advance the understanding of the mineral potential of the Sage area. This will be achieved through: x geological mapping; Aug 9 2019 Note:

x collection of soil samples (approx. 30); DR Chief Geophysicist provided precise GPS x collection of rock chip samples (approx. 30); coordinates to optimize sampling and RSC Geologist added coordinates identified in the field. x collection of stream float samples (approx. 20); and There were 53 samples taken in Stage 3. x collection of stream sediment samples (approx. 40).

The areas of focus for this exploration programme and the rationale thereof are outlined in the report of the Stage 2 reconnaissance visit completed from 24 – 26 June 2019, that is currently in preparation.

At the end of the work, and once laboratory analyses are available, RSC will summarise all results and findings into a comprehensive technical report including the highlighting of key target areas for subsequent exploration. This report will support any decision on any further exploration steps.

The field work component is scheduled for early August (1 day for preparation, 2 days travel, 8 days in the field and 2 days reporting), and finalisation of the report thereafter may take 4–6 weeks depending on laboratory turnaround time and availability of personnel. Aug 9 2019 Note:

3 person Field Team in the field August 3 - 9 2019.

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Table 1: Estimated schedule of Sage work programme.

July August September Work Description 27 28 29 30 31 32 33 34 35 36 37 38 39 1 Proposal Discussion/Acceptance 2 Work Agreement 3 Stage 1: Desktop Study 4 Stage 2: Exploration/Logistics site visit 5 Stage 2: Reporting and Stage 3 planning 6 Stage 3: Exploration Programme 7 Stage 3: Lab results and reporting

3.3.4 Stage 4: Follow up Exploration, Initial Drilling and Establishing of a JORC Exploration Target

Based on the outcomes of Stage 3, RSC would plan a programme of follow up exploration. This could include closer spaced soil sampling, detailed geological mapping or detailed ground geophysics for example. The aim is to tighten the target areas prior to initiating any drilling of geochemical or geophysical anomalies generated in Stage 3.

Following the exploration work to establish drilling targets, in this stage, drilling will define mineralisation width and grades and will allow models to establish the grade distribution and tonnage potential. The timing and cost of this programme cannot be determined until the previous exploration stages are complete.

If an Exploration Target (as defined by the JORC Code (2012) or NI 43 101) has been successfully defined, further drilling work may be done to establish an Inferred Mineral Resource as defined by the JORC Code or NI 43 101.

An exploration target must be reported as a range of grade and tonnes. For example: “the Exploration Target is 100-200 million tonnes of disseminated copper mineralisation at a grade of 0.5% to 0.7% copper”. Any public report must clarify whether the target is based on actual exploration results, or on proposed exploration programs. Where it is based on exploration data, the data must be included. The exploration activity proposed to test the validity of the exploration target must be detailed, along with a time frame for these activities.

An exploration target is a useful concept to assist investors in understanding the risk/reward of any exploration venture.

3.3.5 Stage 5: Infill-step Out Drilling and Resource Delineation

If the results of the exploration work warrant further exploration, then ultimately the work will lead up to resource delineation by drilling. At the end of the drilling programme RSC will prepare a JORC or NI 43-101 compliant resource estimation report. The timing and cost of this programme cannot be determined until the previous exploration stages are complete.

3.3.6 Stage 6: Pre-feasibility Study

If a Mineral Resource of suitable size and quality has been established, further work will aim to develop a Pre-Feasibility Study by assessing all modifying factors such as environmental studies, socio-economic factors, metallurgical work, mine

Page 11 of 17 PROPOSAL FOR CONSULTING SERVICES 2.0 DESTINATION RESOURCES LLC design and planning studies, geotechnical and hydrogeological factors, and other relevant factors. The timing and cost of this programme cannot be determined until the previous exploration stages are complete.

3.4 Quality Management, Daily and Weekly Reporting

Our team will send regular updates to Destination detailing the progress and allowing Destination to see progress toward its targets.

Besides providing good technical summaries of the work that has been carried out, our updates and reports also function as a tool to manage expectations.

3.5 Health and Safety

Health and Safety of all staff on site is of paramount importance to the successful delivery of this project. RSC maintains a comprehensive OHS management system that safeguards all personnel under RSC management. RSC operates according to its system in addition to any systems or standards set by Destination.

A site-specific health and safety management plan will be developed and implemented by RSC, supported by a thorough pre-drilling risk assessment, to identify and complete a hazard and risk register specific to this project. This work will be undertaken during the planning and logistics phase.

3.6 Environmental

Environmental compliance and relevant permits are assumed to be in order for this project and are Destination’s responsibility. RSC will ensure that work such as drilling is carried out in accordance with regulations and any additional policies that Destination may have documented.

3.7 Experience

RSC has significant experience conducting field programmes to evaluate mineral deposits for economic potential and is highly focussed on making things work properly on the ground. These projects encompass all stages of the mineral project evaluation process from early stage reconnaissance to delineation drilling and resource modelling. Many of these projects have been evaluated from situations where available exploration data has been limited.

RSC has significant experience operating a wide range of companies including majors such as Barrick and mid-tier producers such as Evolution Mining, Resolute, Newcrest, OceanaGold, St Barbara Mines and Independence Group.

RSC is also widely active in many other exploration projects worldwide. It has planned and executed exploration programmes in the arctic conditions in Sweden and Mongolia, worked on mining projects in the hot deserts of the Middle East, Africa and Australia and carried out exploration and project evaluation work in the deep jungles of South-east Asia and Africa. An overview of some of RSC’s recent projects can be found in Table 2.

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RSC typically reports Exploration Targets, Exploration Results, Mineral Resources or Ore Reserves in accordance with internationally recognised codes such as the JORC Code (2012) and the Canadian NI 43-101. Valuations of mineral assets are typically conducted under the VALMIN Code (2005).

Table 2: Relevant recent exploration and resource projects undertaken by RSC. Project Country Commodity Year Gold, lead, lithium, Exploration field support (multiple programmes) Australia 2019 cobalt, potash, copper Tenement management NZ & Australia Various 2019 Exploration target development Greenland Ilmenite 2019 Project review, targeting and exploration management Zambia Copper, gold 2019 Data compilation, geochemical review, targeting, programme design and management, budget control, Australia Lithium 2019 programme execution, tenement management. Independent geological review Cuba Copper, gold 2019 pXRF workflow development Chile Copper, gold 2019 Data compilation, exploration programme design, exploration management, field services, investment PNG Copper, gold 2019 promotion, tenement management Exploration project review, sampling trials PNG Alluvial gold 2019 Resource extension programme design, drillout execution, subcontractor tendering, management, Australia Lithium 2019 budget control Exploration programme design, budgeting, logistics Australia Lithium 2019 and exploration management, drone survey Independent technical report and project valuation Australia Gold, copper, bauxite 2019 (JORC, 2012; VALMIN, 2015) (various projects) Exploration management and contracting, resource drilling, resource estimation, mine design and mine New Zealand Diatomite 2019 consenting Remote structural interpretation (various projects) NZ & Australia Gold 2019 Scoping Study and exploration programme design Turkey Poly-metallic 2019 Project review, targeting and exploration management Australia Lithium, tin 2019 Historical data compilation (multiple projects) Australia Gold 2019 Exploration camp care and maintenance Australia Iron ore 2019 Manganese, copper, Seabed resource estimation (ISA reporting standard) NW Pacific 2019 nickel, cobalt Regional literature review Kazakhstan Copper 2019

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3.8 Nominated Team

Sean Aldrich will maintain the overall technical responsibility as technical programme manager. Sean has significant experience as an exploration geologist. Terry Croteau (Saskatoon-based geologist) who will complete the proposed field work, and Michael Gazley who will continue to manage the exploration programme. They will be supported by other personnel during the course of the exploration programme as required.

Sean Aldrich, MSc MAusIMM (Principal Geologist — Technical Manager)

Sean has 20 years’ mining and exploration experience in New Zealand, Papua New Guinea, the Middle East, Central Asia and Africa. Throughout his career, he has held senior positions, including General Manager at Mawarid Mining in Oman where he was responsible for the successful discovery and mining of several copper VMS projects. In New Zealand, Sean was involved with the exploration and commissioning of Oceana Gold’s Frasers Underground Mine and open pit mine production at the world-class Macraes deposit.

Sean's experience covers project generation and reviews, resource evaluation, and underground and open pit mine geology. His consulting work includes off-shore phosphate NI 43-101 resource evaluation and technical reporting, mineral sand exploration, and gold mine reconciliation studies.

Sean holds an MSc (Hons) from the University of Waikato and has been a member of the Australasian Institute for Mining and Metallurgy for over 20 years.

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Michael Gazley, PhD MAusIMM (Principal Geochemist)

Michael is RSC’s Principal Geochemist. He was previously a Senior Research Scientist at CSIRO Mineral Resources, based at the Australian Resources Research Centre, Kensington, Perth, Western Australia. Prior to joining CSIRO in 2013, Michael spent over five years working for Barrick Australia Pacific Ltd as an underground geologist based at Plutonic Gold Mine — additionally he completed his PhD on that deposit. During this time, he worked across a number of Barrick sites developing pXRF best practice and utilising pXRF to gain geological insights into mineral deposits.

RSC employs Michael to supervise pXRF data collection and to interpret the resulting chemical data. He is an expert at collecting data for and interpreting diverse chemical and mineralogical deposit-scale datasets. Michael has worked globally on many different mineral system types including orogenic Au, epithermal Au, placer Au, shear-hosted Cu, IOCG, Cu-Au porphyry, Pb- Zn-Ag deposits, and heavy mineral sands. Additionally, Michael has a keen interest in cutting- edge data handling and machine learning techniques to maximise value from geochemical, mineralogical and remote sensing datasets. He has worked on exploration programmes across Australia, Eritrea, Mozambique and Chile.

Michael will provide expertise in geochemical data analysis, targeting and effective pXRF work flow development for the project, and build on his knowledge of the area from his site visit.

Terry Croteau, BSc P.Geo (Senior Exploration Geologist)

Terry has significant exploration and resource-development experience, which includes management of multi-rig drilling programmes with diamond drill core, as well as completing due diligence reviews for JV partners and acquisitions and independent geological reports. His geological and consulting experience includes diamond, gold and petroleum exploration; gold and uranium mining; and gold, uranium and lithium brine resource estimation.

Terry has a BSc in geology from the University of Saskatchewan, Saskatoon.

Terry mobilises from Saskatoon, Canada, as part of RSC’s North American network and would undertake the follow-up field work.

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4 Pricing RSC bills on time-based rates rather than on a fixed total contract fee as it provides more transparency and facilitates the most cost-effective solution for the work. Professional fees for travel days and days on site (typically 10–12 hours/day) are billed at a fixed daily rate while office-based work or overtime is billed at an hourly rate; see Table 3 for personnel day rates. On-site standby time and rostered-days-off (if required) are billed at normal operating rates.

Table 3: Professional Personnel rates1

Mobilisation Hourly2 Daily3 Principal Exploration Geologist Sean Aldrich $125 - & Technical Lead Dr Michael Gazley Principal Geochemist $125 - Terry Croteau Senior Exploration Geologist Saskatoon $100 $950

RSC geologists come provided with all general PPE clothing and if required, hardware and software. RSC personnel are fully insured to a high level, but should Destination require insurances greater than RSC’s standard policies offer then these can be provided at cost.

Based on the Scope, RSC estimates the cost of Stage 3 to be USD 17,000–21,000 (Table 4). This would include all consultants’ time, insurances, hardware and software and travel costs. Deviation of ±15% from the overall project estimate arising from variables and assumptions is not uncommon; however, if an overrun is likely then RSC will notify Destination prior to the costs being incurred with a detailed justification for the excess.

A deposit for 50% of the estimated average cost is required prior to work beginning. The final balance of payment for each stage will be made after delivery of each stage’s final report which will be accompanied by a 14-day invoice and comprehensive timesheets detailing the work done. Any approved out of pocket expenses are on-charged with a 10% expense management fee.

1 Rates in US Dollars, excluding allowance for local taxes payable in the client’s taxation jurisdiction. 2 Hourly rate for office-based work, part travel days and overtime (>12 hours, inclusive breaks). 3 Daily rate for time on site and travel (10–12 hours, inclusive breaks).

Page 16 of 17 PROPOSAL FOR CONSULTING SERVICES 2.0 DESTINATION RESOURCES LLC

Table 4: Estimated Project cost4 Time Cost Deposit Stage 1: Desktop Study 3–5 days $3,000–5,000 $2,000 Stage 2: Exploration/Logistics 7–10 days $8,000–12,000 $5,000 visit/Reporting Stage 3: Initial Exploration 2–3 weeks $17,000–$21,0005 $9,500 Programme Stage 4: Follow up exploration, 3–4 months >$300,0006 TBD Initial Drilling and Establishing of a JORC Exploration Target Stage 5: Infill-step out drilling >6 months >$550,0006 TBD and resource delineation Stage 6: Pre-feasibility >12 months >$750,0006 TBD

Should Destination accept this proposal and wish to enter into agreement for a specific assignment then RSC looks forward to further discussing the requirements. Should the need arise, or, if the experience of proposed personnel above does not meet your requirements then RSC can always offer alternative options. This proposal is valid for 60 days.

______

Proposal Accepted in accordance with RSC’s Master Agreement for the Provision of Geological Consulting Services:

Signature: ______Date: ______July 11, 2019

Aug 22 2019 Note

Stage 3 Field Team completed sampling Aug 3 - 9 2019 and took samples to the lab for testing. Testing should be completed about Sep 1 2019. RSC report should be ready about Sep 15 2019.

4 Amounts in US Dollars, excluding allowance for local taxes payable in the client’s taxation jurisdiction. 5 Return flights from Saskatoon and transit expenses are included. All other expenses in the field, food, accommodation, etc. are excluded. ALS Laboratory costs are excluded and are estimated at ~USD6000. 6 All-in estimated project costs.

Page 17 of 17 August 3 - 9, 2019

Destination Resources, LLC - Sage Prospect Stage 3 Samples - photos of people and terrain

Shawn Martin Destination Resources, LLC COO, Team Leader

Terry Croteau RSC Geologist

Gary Armstrong Destination Resources, LLC Investor

INFORMATIONAL EXHIBITS NEVADA 78% OF GOLD IN THE U.S. 5.4% WORLDWIDE

Based on data from 2015. Exhibit 3.1 Exhibit 3.2 Exhibit 3.3 Exhibit 3.4 Exhibit 3.5

Goldstrike mine - Wikipedia Page 1of 2 Gold Mining in Nevada

Coordinates: 40°58ƍ54ƎN 116°22ƍ44ƎW

Goldstrike mine

Goldstrike is a gold mine in Eureka County in north- Goldstrike Mine eastern Nevada. It is located on the Carlin Trend, a prolific gold mining district. It is owned and operated by the world's largest gold mining company, Barrick Gold. Goldstrike is the largest gold mine in North America. Since Barrick acquired Goldstrike in 1986 it has produced 42 million ounces of gold. [1]

42,000,000 oz x $1,000 /oz Contents $42,000,000,000 History $42 Billion over 33 yrs Geology Mining operations 2.0 miles References External links 1.25 miles

History Goldstrike Mine from space, 2016. The large Betze-Post open pit is labelled at top center. False color image: see source for details. The first discovery of gold in the Goldstrike property was in 1962 by Atlas Minerals. Gold was first mined from the Location upper, well-oxidized portion of what became the Post deposit in 1975 by PanCana Minerals Ltd., in a small open- pit heap leach operation. In 1978, Western State Minerals Goldstrike Mine Corporation entered into a joint venture (JV) with PanCana. The JV delineated ore reserves for the Post deposit in 1986. Barrick acquired 100% ownership of the property in December 1986, and mining started in 1987.[2][3]

Geology

The Goldstrike mine complex (including the Betze-Post- Screamer and Meikle-Rodeo deposits) is the largest Carlin- type mine in the world.[4] The Goldstrike mine adjoins Newmont Mining's Carlin mine complex. Goldstrike is northwest of the Carlin mine on the Carlin Trend.[5]

Like most Carlin type gold deposits in Nevada the gold was Location in Nevada epithermally deposited in carbonate or silicate sedimentary Location Eureka County rocks. The source of the heat was magmatic but the exact State Nevada mechanism is still under debate. The Betze-Post deposits are Country United States up to 6,000 feet (1,800 m) long, 600 feet (180 m) thick and Coordinates 40°58ƍ54ƎN 116°22ƍ44ƎW 800 feet (240 m) wide. In 2007 the average processed gold grade was 0.136 troy ounces (4.2 g) per ton of ore, with a Production recovery rate of 85.5%.[2] Products Gold 0.136 troy ounces /ton Production 1,096,000 ounces (31,100 kg) Mining operations Financial 2016[1] year History

https://en.wikipedia.org/wiki/Goldstrike_mine 6/9/2019 Gold Mining in Nevada

PRESS RELEASE NYSE : GOLD TSX : ABX

Nevada Joint Venture Deal Clears All Regulatory Conditions

New York, April 22, 2019 — Barrick Gold Corporation (NYSE:GOLD)(TSX:ABX) (“Barrick”) and Newmont Goldcorp Corporation (NYSE:NEM)(TSX:NGT) (“Newmont Goldcorp”) today announced that their joint venture in Nevada Nevada, which will create the world’s largest gold producing complex, has cleared all the regulatory conditions required for its completion.

The U.S. Federal Trade Commission granted an early termination of the waiting period under the Hart- Scott-Rodino Act on April 19, 2019.

The new business, yet to be named, will be owned 61.5% by Barrick and 38.5% by Newmont Goldcorp, and will be operated by Barrick. The operations making up the joint venture produced in excess of 4 million ounces of gold in 2018, more than three times the next largest gold mine.

Barrick President and Chief Executive Officer, Mark Bristow, said that practical measures required to integrate the joint venture assets and establish the new business are now being taken and are anticipated to be complete within the current quarter.

“The joint venture agreement represents a historic accord between our companies that will unlock the enormous geological potential of the Nevada goldfieldsgoldfields and maximize its many value-creating opportunities,” Bristow said.

Gary Goldberg, Newmont Goldcorp’s chief executive officer, said, “By combining our operations and assets in Nevada we will be able to extend profitable production, lower costs and create new opportunities for our stakeholders in the region.”

Barrick Enquiries: President and Senior Executive Vice-President Investor and Chief Executive Officer and Chief Financial Officer Media Relations MarkMark BristowBristow Graham Shuttleworth Kathy du Plessis +1 647 205 7694 +44 1534 735 333 +44 20 7557 7738 +44 788 071 1386 +44 779 771 1338 Email: [email protected]

Website: www.barrick.com Exhibit 3.6

10 YEAR GOLD PRICES

2000

1800

1600

1400

1200

1000 USD per ounce 800

600

400 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018

Based on New York Close High 1900.30 Low 754.30 www.kitco.com Exhibit 3.7 LOOKING TOWARDS THE FUTURE

SHAWN D. MARTIN            
 

 OPERATING AGREEMENT

BARRICK’S GOLDSTRIKE MINE IN

HAS PRODUCED 42 MILLION OUNCES GOLD OPERATING AGREEMENT $1000/OUNCE = $42 BILLION Source: Wikipedia Destination Resources Sage Prospect, LLC Operating Agreement

Article 1 - Company Formation

1.1 Formation. The Members do hereby form a Limited Liability Company subject to the provisions of the Limited Liability Company law currently in effect as of this date. A Certificate of Limited Liability Company, dated October 29, 2019, is on file with the Oklahoma Secretary of State.

1.2 Name. Destination Resources Sage Prospect, LLC (Company)

1.3. Registered Agent. James H. Hicks, President 10707 East 100th Street Tulsa OK 74133

1.4 Term. The Company shall continue for a perpetual period unless,

(a) A majority of the three original Members vote for dissolution; or (b) An event makes it unlawful for the Members to carry on the business of the Company; or (c) Any other event causing dissolution of the Company under Oklahoma state law.

1.5 Continuance of Company. Notwithstanding the provisions of Article 1.4, in the event of an occurrence described in Article 1.4(c), if there is at least one remaining Member, said remaining Member shall have the right to continue the business of the Company. Such right can be exercised by the written vote of the remaining Member within ninety (90) days after the occurrence of an event described in Article 1.4(c). If not so exercised, the right of the Member to continue the business of the Company may expire if that Member desires.

1.6 Business Purpose. The Company is a minerals exploration company and will find the resource, take the claims, and sell the prospects to mining firms for cash or cash plus an interest or royalty. The Company has exploration targets including gold, rare earths, zeolites, titanium, nickel, tungsten, zinc, and antimony.

1.7 Principal Place of Business. 215 South Main Street Broken Arrow OK 74012

1.8 Original Members. The three co-founders and Original Members of the Company are:

James H. Hicks, President and Chief Executive Officer 10707 East 100th Street Tulsa OK 74133

Shawn D. Martin, Vice President and Chief Operating Officer 18070 Anthem Ridge Road Owasso OK 74055

John R. Bailey, Chief Geophysicist 10236 South Canton Tulsa OK 74137 Destination Resources Sage Prospect, LLC Operating Agreement - Page 2

Article 1 - Company Formation (continued)

1.9. Members by Subscription (Subscribers). Except as otherwise expressly provided in this Agreement, additional members may be admitted to the Company through issuance by the Company of a Subscription Agreement. Company Management will set the subscription price and has prepared a Subscription Agreement form.

Article 2 - Management

2.1 Original Members. Management will include the three (3) Original Members, listed in section 1.8 of this Agreement. Management is in control, direction and operation of the Company’s affairs and shall have the Powers of Management described herein.

2.2 Members by Subscription (Subscribers). Subscribers will also participate in Company Management and shall have the Powers of Management described herein. They will receive progress reports on Company prospects and will receive a distribution of the portion of net profits or losses dictated by the number of Units defined in their Subscription Agreement.

2.3 Powers of Management - Original Members. Management is authorized on the Company’s behalf to make all decisions as to (a) the sale, development lease or other disposition of Company assets; (b) the purchase or acquisition of assets; (c) the borrowing of money and the granting of security interests in Company assets; (d) loans affecting Company assets; (e) release of Company claims or debts; (f) the employment of persons, firms or corporations for the operation and management of Company business. In the exercise of its powers, Management is authorized to execute and deliver (a) contracts, leases, licensing agreements and maintenance contracts affecting Company assets; (b) all checks, drafts and other orders for the payment of Company funds; (c) all promissory notes, loans and similar documents; (d) all other instruments of any other kind relating to Company affairs, whether like or unlike the foregoing.

2.4 Powers of Management - Members by Subscription (Subscribers). Management will hold meetings as required to conduct Company business. Most meetings will consist of the Original Members plus Subscribers interested in a particular item. Any Subscriber or Original Member may request a meeting to give or receive information. All Original Members plus a simple majority quorum of Subscribers must be present to vote. Voting rights will be in proportion to the number of Units held; there are 100 Units total. Voting may take place to: (a) appoint and remove managers; (b) conduct the sale or encumbrance of assets; (c) review profit and loss distributions; (d) review management decisions generally. . Destination Resources Sage Prospect, LLC Operating Agreement - Page 3

Article 2 - Management (continued)

2.5 Title to Company Assets. Title to Company assets shall be held in the Company’s name or in the name of any nominee that Management shall designate. Management shall have power to enter into a nominee agreement with any such person, and such agreement may contain provisions indemnifying the nominee, except for his willful misconduct.

2.6 Company Information. All of Management will have access to and may inspect all books, records and materials regarding the Company or its activities. Copies of records will be kept at the Company’s principal place of business or other location including:

(a) Certificate of Formation and the Company Operating Agreement; (b) Company tax returns, if any, for the three most recent years; (c) Financial statements, if any, for the three most recent years; (d) All Subscription Agreements; (e) All bank account records.

Original Members and Subscribers will meet as needed to review records.

Article 3 - Parent and Subsidiary Companies

3.1 Parent and Subsidiary Companies. On October 29, 2019, Destination Resources, LLC Management established a Subsidiary Company, Destination Resources Sage Prospect, LLC. The two companies now have a business structure where Destination Resources, LLC is the Parent and Destination Resources Sage Prospect, LLC is the Subsidiary (Daughter). Parent and Daughter companies have separate assets, banking and tax reporting. In this Agreement, Destination Resources Sage Prospect, LLC is referred to as “Company”.

The Company will allocate, for Sage Prospect, a total of 100 units. Company will retain a minimum of 52 units and Subscribers will have a maximum of 48 units. Subscribers will have a membership interest in the Company as the Subscription Agreement states. Subscribers will have the first right of refusal on other prospects so long as they purchase units for those prospects. Units are non-dilutive. 1 unit = 1% of the prospect.

Article 4 - Capital Contributions

4.1 Initial Contributions. The original members’ contributions are services and other items.

4.2 Additional Contributions. No original member shall be obligated to make any additional contribution to the Company’s capital. Members by Subscription shall contribute capital. Destination Resources Sage Prospect, LLC Operating Agreement - Page 4

Article 5 - Profits, Losses and Distributions

5.1 Profits/Losses. For financial accounting and tax purposes the Company’s net profits or net losses shall be determined on an annual basis and shall be allocated to Members by Subscription according to the number of Units they hold. 1 unit = 1% of the net profit/loss.

5.2 Distributions. Management shall determine and distribute available funds annually or at more frequent intervals as they see fit. Available funds, as referred to herein, shall mean the net cash of the Company available after appropriate provision for expenses and liabilities, as determined by Management. Distributions will be made first to Subscribers according to the Units they hold. Remaining distributions will be made to the Parent Company.

Article 6 - Compensation

6.1 Compensation. A member of Management or a Subscriber rendering services to the Company shall be entitled to compensation commensurate with the value of such services. There will be reimbursement for all Company approved direct out-of-pocket expenses.

Article 7 - Bookkeeping

7.1 Books. Management shall maintain complete and accurate books of account of Company affairs at the principal place of business or other agreed location. Such books shall be kept on such method of accounting as Management shall select. The Company accounting period shall be the calendar year.

7.2 Reports. Management shall close the books of account after the close of each calendar year, and shall prepare and send to each Member a statement of their distributive share of income, loss and expense for income tax reporting purposes.

7.3 Taxed as Partnership. The Company elects to be taxed as a Partnership. The IRS default is that a domestic LLC with at least two members is classified as a partnership for federal income tax purposes. The Company elected to be classified as a partnership when registering for an Employer Identification Number (EIN).

Article 8 - Death of a Member

8.1 Death of a Member. This article is reserved for Members of the Parent Company. Upon death, their shares of the Daughter Company will transfer to their family heirs; wives, children, grandchildren. This provision allows transfer, but only gives the transferee the right to profits; not to participate in business decisions.

Article 9 - Risk of Loss

9.1 Risk of Loss. Subscriber can bear the economic risks of an investment in the Company and sustain a complete loss of the investment. Subscriber is aware of and understands all risks associated to the purchase of the Units. Subscriber has adequate means and net worth of providing for current needs, having no need for liquidity in this investment. Destination Resources Sage Prospect, LLC Operating Agreement - Page 5

Article 10 - Amendments to the Operating Agreement

10.1 Amendments. The Company Operating Agreement can be modified by Amendment with all three (3) Original Members signing the Amendment. No other signatures are required.

Article 11 - Complete Replacement

11.1 Complete Replacement. With the formation of a Subsidiary / Daughter LLC, the Company became the Daughter LLC. This required a complete replacement of the existing Company Operating Agreement.

Article 12 - Legal Effect and Applicable Law

12.1 Legal Effect and Applicable Law. The parties agree that no legal relationship of any kind exists as a result of this agreement beyond the covenants expressly contained herein. The validity and performance of this agreement shall be governed by the state laws of Oklahoma.

Article 13 - Certificate of Formation

13.1 Certificate of Formation. The Company Operating Agreement is entered into and shall become effective as of the date shown below. The undersigned hereby agree, acknowledge, and certify that the entire operating agreement, five (5) pages, is adopted and approved.

IN WITNESS WHEREOF:

The parties hereto have executed this agreement effective October 29, 2019.

Ownership Member Name Percentage Signature

James H. Hicks 33 1/3% ______

Shawn D. Martin 33 1/3% ______

John R. Bailey 33 1/3% ______SUBSCRIPTION AGREEMENT GOLPRICE OFD HAS BEEN, IS AND WILL BE Subscription Agreement

This agreement is between the two parties named here:

Destination Resources Sage Prospect, LLC ______

This Agreement may be with an individual or a company. If it is an individual, please enter the name shown on your individual tax forms. If it is a company, please enter your name, title and company name as shown on company tax forms.

(hereinafter referred to as "Company") (hereinafter referred to as "Subscriber")

An Oklahoma LLC ______

215 South Main Street ______

Broken Arrow OK 74012 ______

SSN or EIN: ______

Phone: ______

Email: ______

The Company has been formed as a limited liability company (LLC) under the state laws of Oklahoma by filing its LLC certificate with the Secretary of State in Oklahoma. The existing managers and members of the Company have laid out their respective duties, obligations and rights associated with the Company in the Operating Agreement.

The Subscriber wishes to irrevocably subscribe for, and the Company wishes to issue to the Subscriber, a membership interest for Units of Destination Resources Sage Prospect, LLC (Prospect).

Dollar Amount per Unit: $______USD

Number of Units: ______

Total Dollar Amount: $______USD

Both parties of this agreement intend that this subscription will be made pursuant to appropriate exemptions from prospectus, registration, and/or similar requirements of notices, rules, orders, legislation, and policies of all jurisdictions that apply to the Agreement.

1. Subscription for Units

1.1 The Company will allocate for the Prospect a total of 100 units. Company will retain a minimum of 52 units and Subscribers will have a maximum of 48 units. Subscribers for the Prospect will have the first right of refusal on other prospects so long as they purchase units for those prospects. Units are non-dilutive. 1 unit = 1% of the Prospect.

1.2 Consideration: in exchange for the sale and issuance of the Units from the Company, the Subscriber agrees to make an initial capital contribution to the Company as set forth in the Agreement. The Subscriber may also make additional capital contributions to the Company as listed in the Operating Agreement.

1.3 Agreement to Purchase and Sell: The Subscriber agrees to irrevocably purchase and the Company agrees to sell and issue to the Subscriber, the number of Units set forth in the Agreement. The purchase and sale is subject to the terms and conditions listed in this Agreement. Subscription Agreement - Page 2

2. Warranties and Representation of the Subscriber

2.1 Access: Subscriber agrees that all documents and records pertaining to the investment have been given to the Subscriber and his counsel and/or accountants for review, including: (a) Company Operating Agreement, (b) Sage Prospect Booklet including project schedule and costs and (c) this Subscription Agreement. The Subscriber also acknowledges that he has had the opportunity to obtain additional information and verify the accuracy of all documents and ask questions of and receive answers from the Company representative. In evaluating this investment, the Subscriber only relied on the documents and questions/answers listed above.

2.2 No Conflicts: This Agreement does not violate any terms of any material restriction in other contracts or commitments of any character or kind to which the Subscriber is bound or a subscriber.

2.3 Sophistication: Subscriber has a sufficient degree of knowledge, experience, and sophistication in business and financial matters that makes him capable of evaluating the risks and merits of acquiring the Units.

2.4 Restrictions on Transfer: Subscriber agrees that he will not transfer or sell the Units other than in accordance with terms and conditions for transfer in the Operating Agreement or this Subscription Agreement. No public market exists for the Units, nor can the Units be liquidated easily. Because the Units have not been registered with the Securities Act or applicable state securities laws, any resale may create liability on the Subscriber’s part. Subscriber agrees not to pledge, assign, transfer, sell, or otherwise dispose of Units unless registered under the Securities Act or state securities laws, or an opinion of counsel agreed upon by the Company is given that registration is not required.

Note that two Subscribers may transfer (buy or sell) Units between them at a mutually agreed price per Unit. Both Suscribers must be willing to buy Units or sell their Units at that price. Such transfers will be reviewed by the Company to ensure profits are allocated correctly.

2.5 Risk of Loss: Subscriber can bear the economic risks of an investment in the Company and sustain a complete loss of the investment. Subscriber is aware of and understands all risks associated to the purchase of the Units. Subscriber has adequate means and net worth of providing for current needs, having no need for liquidity in this investment.

2.6 Brokers: No broker, intermediary, or finder has been paid or entitled to a commission or fee from or by Subscriber in relation to Units, nor is the Subscriber entitled to or will accept any such commission.

2.7 Confidentiality: The Subscriber agrees to keep any non-public information relating to the Company confidential that he may acquire pursuant to this Agreement. The Company can impose a confidentiality obligation on persons in connection with any information shared from sources other than the Company.

2.8 Indemnification: The Subscriber acknowledges his understanding of the meaning and legal consequences of the warranties and representations in this Agreement. He agrees to hold harmless and indemnify the Company and its affiliates, including members, managers, agents, employees, and associates, against and from any and all damage, liability, and loss arising out of a breach of warranty, acknowledgment, or representation of the Subscriber or his failure to fulfill any obligation contained in this Agreement or any other document completed as part of the sale of Units. The Subscriber does not waive any rights granted under state or federal securities laws.

2.9 Survival: All warranties and representations of the Subscriber shall survive the closing. The Subscriber warrants and represents that the acknowledgments, representations, and warranties set forth in the Agreement are true and accurate as of the date signed and the closing. If in any respect, warranties, representations, and/or acknowledgments are not accurate prior to the closing, the Subscriber will give immediate written notice to the Company.

2.10. Legal Effect and Applicable Law. The parties agree that no legal relationship of any kind exists as a result of this agreement beyond the covenants expressly contained herein. The validity and performance of this agreement shall be governed by the state laws of Oklahoma.

2.11 Subject to the Operating Agreement: The Units sold are subject to the terms of the Operating Agreement at all times. Subscription Agreement - Page 3

3. Project Cancellation.

3.1 Funding will be secured before work begins on the Prospect. If, after work begins, Management determines that the Prospect is not viable a decision may be made to cancel the Prospect. If Management does cancel the Prospect, Subscribers will receive a refund of a portion of the funds not spent. Each Subscriber refund will be in equal proportion to their contribution. For example, if Subscriber A contributed 10% of Prospect funding, Subscriber A will receive a refund of 10% of the remaining funds.

4. Closing

4.1 Rejection: The Company may, at any time before closing, choose not to accept the subscription of the Subscriber. If the Company does not accept the subscription, in whole or in part, the Company will refund all funds to the Subscriber in connection with the rejection.

4.2 Closing date: The purchase and sale closing for the Units shall occur at a place, time, and date designated by the Company, but will not occur more than 30 days after this Agreement is executed.

4.3 Failure of closing: If closing of the purchase and sale does not occur, the Company shall have no liability to the Subscriber for its failure to close or failure to issue the Units to the Subscriber.

4.4 Subscription irrevocable: The subscription is irrevocable on the Subscriber’s part, except as provided under any applicable federal and state securities laws.

4.5 Default: If the Subscriber does not perform his obligations within five (5) days after receipt of a notice from the Company, the Company may refuse to issue Units to the Subscriber (if failure occurs before the closing) or reverse all title, rights, and interest in the Company (if failure occurs after the closing).

4.6 Subscriber Obligations: Subscriber is obligated to execute the Subscription Agreement and any other appropriate documents to complete the transactions.

5. General

5.1 This Agreement is binding on the successors and permitted assigns of parties within it.

5.2 Items not addressed in this Agreement are specified in signed addendums, an integral part of this Agreement.

5.3 The Company may sell Prospect for a lump sum or a nominal sum plus an annual royalty and so receive a single payment or many payments. Subscriber will receive a percentage of net profits from all payments on Prospect.

5.4 The representations and warranties made in this Agreement are accurate and true as of the date hereof and will still be accurate and true as of the Subscriber’s payment date to the Company, upon acceptance by the Company of the Subscriber’s subscription.

IN WITNESS WHEREOF:

The parties hereto have executed this Agreement effective ______.

Destination Resources Sage Prospect, LLC Subscriber

James H. Hicks, President

______(signature) (signature) SHAWN D. MARTIN       

2019-10-16_006