Mr. Jeremy Ross reports

CLEAR GOLD RESOURCES INC. ANNOUNCES LETTER OF INTENT TO ENTER INTO AN INTELLECTUAL PROPERTY DEVELOPMENT AND SERVICES AGREEMENT WITH VIMI LABS UG

Clear Gold Resources Inc. has entered into a letter of intent relating to receipt of intellectual property development services from ViMi Labs UG, with an option to license underlying technology from ViMi for an initial term of five years.

The LOI contemplates that the parties will enter into an intellectual property development and services agreement, pursuant to which ViMi would provide services related to the development of advanced robotics and automation, including, but not limited to, core runtime logic, source code, system integration and all relevant commercial releases.

Through the collaboration outlined in the agreement, ViMi is to deliver a stand-alone, fully exploitable minimum viable product with advanced digital-twin capabilities. The product must be delivered by ViMi to the company within six months from the date of the agreement and the company will provide $300,000 in financing for the development of the MVP. Of the total $300,000, $25,000 is being paid as a non-refundable deposit on the services in completing the product, in connection with the execution of the LOI. Once the product is operational and the company has completed its financing obligations, ViMi will transfer 100-per-cent ownership of all intellectual property generated from the activities pursuant to the agreement to the company. On receipt of the product, the company will evaluate future opportunities related to artificial intelligence. Should the product be operational, the company contemplates that it would then complete a financing to raise working capital for the commercialization of the product, which would constitute the company's reactivation transaction, subject to approval from the TSX Venture Exchange.

In consideration for the services provided by ViMi and subject to the approval of the TSX-V, Clear Gold shall upon the completion of the transfer of all intellectual property contemplated pursuant to the agreement, issue to ViMi or its parent entity the number of common shares equal to 19.9 per cent of the voting securities of the company as of the date of executing the agreement, subject to voluntary restrictions on transfer, with the shares vesting every six months in equal instalments over a period of three years.

We seek Safe Harbor.