Clear Gold Resources signs LOI for ViMi services

Executive Summary

• Clear Gold Resources Inc. has entered into a Letter of Intent (LOI) with ViMi Labs UG to develop advanced robotics, automation, and digital-twin technology, including core runtime logic and system integration.
• The agreement involves a $300,000 financing package for the development of a Minimum Viable Product (MVP), with ViMi transferring 100% ownership of all generated intellectual property to Clear Gold upon completion.
• ViMi will receive equity compensation equal to 19.9% of Clear Gold’s voting securities, subject to TSX Venture Exchange approval and a three-year vesting schedule, while Clear Gold plans to raise additional working capital for commercialization upon MVP operational status.

Key Details

• Counterparties: Clear Gold Resources Inc. and ViMi Labs UG.
• Transaction Type: Letter of Intent for Intellectual Property Development and Services Agreement.
• Scope of Services: ViMi to provide services for advanced robotics and automation, including core runtime logic, source code, system integration, and commercial releases.
• Deliverable: A stand-alone, fully exploitable Minimum Viable Product (MVP) with advanced digital-twin capabilities.
• Timeline: MVP delivery required within six months from the date of the final agreement.
• Financing Structure:
  • Total financing for MVP development: $300,000.
  • Non-refundable deposit paid upon LOI execution: $25,000.
  • Remaining balance payable once the product is operational and financing obligations are met.
• Intellectual Property Rights: ViMi will transfer 100% ownership of all intellectual property generated under the agreement to Clear Gold upon receipt of the product.
• Equity Compensation:
  • ViMi (or its parent entity) to receive common shares equal to 19.9% of the voting securities of Clear Gold as of the agreement date.
  • Shares subject to voluntary restrictions on transfer.
  • Vesting schedule: Equal instalments every six months over a period of three years.
  • Subject to approval from the TSX Venture Exchange.
• Future Plans: Clear Gold intends to evaluate future AI opportunities and complete a financing round to raise working capital for commercialization, which will serve as the company's "reactivation transaction" pending TSX-V approval.