Amended Consulting Agreement

This Amended Consulting Agreement (the "Agreement") states the terms and conditions that govern the contractual agreement between AUSTIN GARD (the "Consultant"), and EQUITABLE MINERAL & DEVELOPMENT, INC. (the "Client") who agrees to be bound by this Agreement.

WHEREAS, the Consultant offers services which include managing the overall operations of the Company required by EQUITABLE MINERAL & DEVELOPMENT, INC.

WHEREAS, the Client is in need of assistance in the business support area, according to the terms and conditions herein.

NOW, THEREFORE, In consideration of the mutual covenants and promises made by the parties hereto, the Consultant and the Client covenant and agree as follows:

1. Term

This Agreement shall begin on March 31, 2020 and continue for 24 months.

2. Consulting Services

The Consultant agrees that it shall provide its expertise to the Client for all things pertaining to business support area (the "Consulting Services"). The Consulting Services to be provided herein includes, but not limited to: supervision of all areas of the Client’s engineering projects, including drilling and completions; identification of oil and gas opportunities in West and South Texas, including the Reeves County, Odessa County, Midland County, Pecos County, Hidalgo County, Jim Wells County, Starr County, Brooks County, Willacy County, Zapata County and others; supervision of preparation of reservoir and production reports and schedules, including project financials, capex planning, review of oil and gas leases and other such technical information and Investor Relations.

3. Compensation

In consideration for the Consulting Services, the Client shall pay the Consultant $1,000 per month.

4. Intellectual Property Rights

The Parties acknowledge and agree that the Client will hold all intellectual property rights in any work product resulting from the Consulting Services including, but not limited to, copyright and trademark rights. The Consultant agrees not to claim any such ownership in such work product's intellectual property.

5. Confidentiality

The Consultant shall not disclose to any third party any details regarding the Client's business, including, without limitation any information regarding any of the Client's customer information, business plans, or price points (the "Confidential Information"), (ii) make copies of any Confidential Information or any content based on the concepts contained within the Confidential Information for personal use or for distribution unless requested to do so by the Client, or (iii) use Confidential Information other than solely for the benefit of the Client.

6. Noncompetition

During the term of this Agreement and for 12 months thereafter, the Consultant shall not engage, directly or indirectly, as an employee, officer, manager, partner, manager, consultant, agent, owner

1

or in any other capacity, in any competition with the Client or any of its subsidiaries, including any company engaged in the same business area.

7. No solicitation of Customers

During the term of this Agreement and for 12 months thereafter, the Consultant will not, directly or indirectly, solicit or attempt to solicit any business from any of the Company's clients, prospects, employees or contractors.

8. No solicitation of Employees

During the term of this Agreement and for 12 months thereafter, the Consultant will not, directly or indirectly, recruit, solicit, or induce, or attempt to recruit, solicit, or induce, any of the Company's employees, or contractors for work at another company.

9. No Modification Unless in Writing

No modification of this Agreement shall be valid unless in writing and agreed upon by both Parties.

10. Applicable Law

This Consulting Agreement and the interpretation of its terms shall be governed by and construed in accordance with the laws of the State of Texas.

WHEREFORE the parties have executed this Agreement as of the date first written above

/s/ Austin Gard

Austin Gard (the "Consultant")

/s/ Austin Gard

Equitable Mineral & Development, Inc. (the "Client")

2