Browse EX-10 agreements

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Exhibit 10.20

REGISTRATION RIGHTS AGREEMENT

by and among

SINDA LTD.

and

THE STOCKHOLDERS THAT ARE SIGNATORIES HERETO

Dated as of          , 2026

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TABLE OF CONTENTS
		PAGE
ARTICLE 1
Definitions
Section 1.01.	Definitions	1
Section 1.02.	Other Definitional and Interpretative Provisions	4
ARTICLE 2
Registration Rights
Section 2.01.	Demand Registration	4
Section 2.02.	Piggyback Registration	6
Section 2.03.	Lock-Up Agreements	7
Section 2.04.	Registration Procedures	7
Section 2.05.	Indemnification by the Company	10
Section 2.06.	Indemnification by Participating Stockholders	11
Section 2.07.	Conduct of Indemnification Proceedings	11
Section 2.08.	Contribution	12
Section 2.09.	Participation in Public Offering	13
Section 2.10.	Other Indemnification	13
Section 2.11.	Cooperation by the Company	13
Section 2.12.	No Transfer of Registration Rights	13
ARTICLE 3
General Provisions

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Exhibit 10.24

ASSIGNMENT OF RIGHTS CONTRACT

(BERNABÉ SILVA SÁNCHEZ AND AGUSTÍN MESITA / EJIDO DELGADO)

(English Translation from Spanish)

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MINISTRY OF ECONOMY

COORDINATION UNIT FOR EXTRACTIVE ACTIVITIES

GENERAL DIRECTORATE OF MINES

DIRECTORATE OF THE PUBLIC REGISTRY OF MINING AND MINING RIGHTS

SUBDIRECTORATE OF THE PUBLIC REGISTRY OF MINING

Official Letter No. 610.-          05508 /2022

File No. – 404/2020

Subject: Registered document returned.

State of Mexico, October 19, 2022

MINERA ADULARIA EXPLORACIÓN,

S. DE R.L. DE C.V.

Attn: Alejandro Hernández Muñoz

Av. Nuevo León, No. 22, Int. Floor 4,

Hipódromo, C.P. 06100,

Cuauhtémoc, Ciudad de México.

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

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Exhibit 10.22

AMENDMENT AGREEMENT

(English Translation from Spanish)

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AMENDMENT AGREEMENT TO A MINING EXPLORATION AND SURFACE USE AUTHORIZATION CONTRACT ENTERED INTO, ON THE ONE HAND, BY MESSRS. AGUSTIN MESITA AND J. BERNABE SILVA, IN THEIR OWN RIGHT (HEREINAFTER "THE HOLDERS"); AND ON THE OTHER HAND, MINERA DE CORDILLERAS, S. DE R.L. DE C.V., (HEREINAFTER "CORDILLERAS"), REPRESENTED IN THIS ACT BY ENGINEER JORGE MONSIVAIS GAMEZ, PURSUANT TO THE FOLLOWING RECITALS AND CLAUSES.

R E C I T A L S

I. - Both parties declare, "THE HOLDERS" in their own right and "CORDILLERAS" through its representative:

1.- That on September 22, 2014, they entered into a Mining Exploration and Surface Use Authorization Contract (hereinafter the "CONTRACT"), with respect to the rights derived from the mining concession covering the mining lot denominated "EL MILAGRO", Title 239753 (in said instrument and hereinafter identified as the "LOT"), whose identifying data are as follows:

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Exhibit 10.23

ASSIGNMENT OF RIGHTS CONTRACT

(MINERA DE CORDILLERAS / MINERA ADULARIA EXPLORACIÓN)

(English Translation from Spanish)

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

MINISTRY OF ECONOMY

Undersecretary of Mining

General Directorate of Mining

Directorate of the Public Registry of Mining and Mining Rights

Subdirectorate of the Public Registry of Mining

CERTIFIED WITH ACKNOWLEDGMENT OF RECEIPT

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

Mexico City, March 19, 2019

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

Attn: Juan Manuel Coronado Ávila

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

Lomas de Chapultepec, C.P. 11000,

Miguel Hidalgo, Ciudad de México.

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

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Exhibit 10.21

MINING EXPLORATION AND SURFACE USE AUTHORIZATION CONTRACT

(English Translation from Spanish)

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CONTRACT OF MINING EXPLORATION AND AUTHORIZATION FOR USE OF SURFACE EXECUTED, ON THE ONE HAND, BY MESSRS. AGUSTIN MESITA (ALSO KNOWN IN THE PUBLIC REGISTRY OF MINING AS AGUSTÍN MESITA) AND J. BERNABE SILVA SANCHEZ, IN THEIR OWN RIGHT (HEREINAFTER “THE HOLDERS”), AND ON THE OTHER HAND, MINERA DE “CORDILLERAS”, S. DE R.L. DE C.V. (HEREINAFTER “CORDILLERAS”), REPRESENTED BY ENGINEER JORGE MONSIVAIS GAMEZ, PURSUANT TO THE FOLLOWING RECITALS AND CLAUSES:

R E C I T A L S

I.- “THE HOLDERS”DECLARE IN THEIR OWN RIGHT:

1.- “THE HOLDERS” declare that they are individuals of Mexican nationality, of legal age, current in their tax obligations, and with legal capacity to enter into this contract.

2.- That Mr. AGUSTIN MESITA is registered in the Public Registry of Mining as concessionaire of the concession described below, under the name AGUSTIN MESITA, by which name he will be referred to hereinafter.

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Exhibit 10.18

STOCKHOLDERS AGREEMENT

by and among

SINDA LTD.

and

THE STOCKHOLDERS THAT ARE SIGNATORIES HERETO

Dated as of          , 2026

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TABLE OF CONTENTS

Page

ARTICLE 1

DEFINITIONS

Section 1.01.	Definitions	1
Section 1.02.	Other Interpretive Provisions	4

ARTICLE 2

REPRESENTATIONS AND WARRANTIES

Section 2.01.	Existence; Authority; Enforceability	4
Section 2.02.	Absence of Conflicts	4
Section 2.03.	Consents	5

ARTICLE 3

GOVERNANCE

Section 3.01.	Board of Directors	5
Section 3.02.	Actions that Require Electrum Approval	6
Section 3.03.	Actions Requiring Consultation with Electrum	8
Section 3.04.	Actions that Require Independent Director Approval	8
Section 3.05.	Information; Duties	8

ARTICLE 4

TRANSFERS OF SHARES

Section 4.01.	Rights and Obligations of Affiliate Stockholders	9

ARTICLE 5

GENERAL PROVISIONS

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SINDA LTD. EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of _______, 2026 (the “Effective Date”), between SINDA LTD., a Delaware corporation (the “Company”), and Scott F. Cole (“Executive”).

WHEREAS, Executive and the Company previously entered into that certain Consulting Agreement dated January 19, 2026 (the “Consulting Agreement”);

WHEREAS, the Company desires to now employ Executive on the terms and subject to the conditions set forth herein;

WHEREAS, the Consulting Agreement will end as of the Effective Date of this Agreement;

WHEREAS, the Company and its subsidiary and affiliated companies (collectively, the “Sinda Group”) through the Company’s Mexican subsidiary, SNDA EXPLORACION, S. DE R.L. DE C.V. (“SINDA Mexico”), intend to build a silver and gold mine and processing facility in Guanajuato, Mexico (the “Facility”);

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March 5, 2026

VIA E-MAIL

1520955 B.C. LTD.

1133 Homer Street PH 4, Vancouver BC, V6B 0B1 Canada

Attn: Pieter A. van Niekerk

Pieter A. van Niekerk 1133 Homer Street PH 4, Vancouver BC, V6B 0B1 Canada

	Re:	Termination Agreement

Dear André:

Reference is made to the Consulting Services Agreement, dated March 17, 2025 (the “Consulting Agreement”), by and between 1520955 B.C. LTD. (“BC Ltd.”) and Sinda Ltd. (the “Company”) for the provision of services to the Company, including, but not limited to, Pieter A. van Niekerk (“you”) providing services to (including acting as Chief Financial Officer of) the Company up to January 31, 2026.

This letter agreement (this “Agreement”), by and between you, BC Ltd. and the Company, evidences our mutual agreement regarding the termination of the Consulting Agreement and your separation from the Company. For purposes of this Agreement, you and BC Ltd. shall individually and collectively be referred to herein as “Consultant.”

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Exhibit 10.19

INDEMNITY AGREEMENT

This Indemnity Agreement (this “Agreement”), dated as of          , 2026, is made by and between Sinda Ltd., a Delaware corporation (the “Company”), and           (the “Indemnitee”).

RECITALS

(A)

The Company is aware that competent and experienced persons are increasingly reluctant to serve as directors or officers of corporations unless they are protected by comprehensive liability insurance and/or indemnification, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such directors and officers;

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CONSULTING SERVICES AGREEMENT

THIS AGREEMENT made effective March 17, 2025 (the “Effective Date”)

BETWEEN:

SINDA LTD.

c/o THE ELECTRUM GROUP LLC

600 FIFTH AVE. 24TH FL.

NEW YORK, NEW YORK 10020

USA

(the “Company”)

AND:

1520955 B.C. LTD.

1133 Homer Street PH 4,

Vancouver BC, V6B 0B1

Canada

(the “Contractor”)

WHEREAS:

A.                            Contractor has extensive experience in financial strategy and operations, corporate finance and capital markets in the natural resources sector.

B.                            The Company and the Contractor desire to enter into a contract for services whereby the Contractor will provide services to the Company.

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SINDA LTD.

CONSULTING SERVICES AGREEMENT

THIS CONSULTING SERVICES AGREEMENT (this “Agreement”) is made and entered into as of ________, 2026 (the “Effective Date”) between Sinda Ltd., a Delaware corporation (the “Company”), and Jaime Cortés Alvarez (“Consultant”).

WHEREAS, Consultant has been providing consulting services to the Company since November 2025 (the “Existing Engagement”);

WHEREAS, the Company desires to engage Consultant to provide the “Services” (as defined below) to the Company, and Consultant desires to be engaged by the Company and provide the Services, in each case pursuant to the terms and conditions of this Agreement;

WHEREAS, the Existing Agreement will automatically terminate as of the Effective Date; and

WHEREAS, the Company, through its Mexican subsidiary, SNDA Exploración, S. de R.L. de C.V. (“Sinda Mexico”) intends to develop a silver and gold mine and processing facility on its concession area located near San Miguel de Allende, Guanajuato, Mexico (the “Facility”).

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Exhibit 10.11

ENGLISH TRANSLATION

INDIVIDUAL EMPLOYMENT CONTRACT FOR AN INDEFINITE TERM (HEREINAFTER THE “CONTRACT”) ENTERED INTO BY AND BETWEEN, ON THE ONE HAND, SNDA EXPLORACIÓN, S. de R.L. de C.V. (HEREINAFTER THE “COMPANY”), IN ITS CAPACITY AS EMPLOYER, REPRESENTED HEREIN BY IRERI RICO GARCIA IN HIS CAPACITY AS LEGAL REPRESENTATIVE, AND ON THE OTHER HAND, CARLA LLANTADA DE LA PAZ (HEREINAFTER THE “EMPLOYEE”), IN HER OWN RIGHT AND IN HER CAPACITY AS AN EMPLOYEE, IN ACCORDANCE WITH THE FOLLOWING:

WHEREAS

I.

The Company declares that it is a commercial corporation duly incorporated and existing in accordance with Mexican law, engaged primarily in the mining and metallurgical industry in general, and therefore, in the performance of any act that is necessary, a consequence of, or related to said industry, with its registered office at Prolongación Antiguo camino a don Diego S/N, Interior No. 6, Frac. Mi Bendición (Privada de Don Diego), San Miguel de Allende, Guanajuato, Mexico.

II.

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