AGENCY AGREEMENTAgency Agreement • December 15th, 2021 • Ontario
Contract Type FiledDecember 15th, 2021 JurisdictionStephenAvenue Securities Inc. (the “Agent”) understands that Mayo Lake Minerals Inc. (“Mayo Lake” or the “Company”) is contemplating an initial public offering (the “IPO”) of (i) up to 7,000,000 flow-through units of the Company ("FT Units") to be issued at a price of $0.15 per FT Unit (the "FT Unit Offering Price") and (ii) up to 12,500,000 units of the Company ("Units" together with the FT Units, the “Offered Securities”) to be issued at a price of $0.12 per Unit (the "Unit Offering Price"), in any combination thereof to raise minimum aggregate gross proceeds of $800,000 (the "Minimum Offering") or maximum aggregate gross proceeds of $1,500,000 (the "Maximum Offering", together with the Minimum Offering, the “Offering”).and concurrent listing (the “Listing”) of the common shares (each, a “Common Share”) in the capital of the Company on the Canadian Securities Exchange (the “CSE”).