ATW Tech Inc. — AGM Information 2021

Sep 8, 2021

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MOUNTAIN VALLEY MD HOLDINGS INC.

Form of Proxy – Annual General and Special Meeting to be held on September 29, 2021

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United Kingdom Building 323 – 409 Granville St Vancouver, BC V6C 1T2

Appointment of Proxyholder Print the name of the person you are appointing if this person I/We being the undersigned holder(s) of Mountain Valley MD Holdings Inc. hereby appoint is someone other than the Management Nominees listed herein: Dennis Hancock, President and CEO or failing this person, Aaron Triplett, CFO OR

as my/our proxyholder with full power of substitution and to attend, act, and to vote for and on behalf of the holder in accordance with the following direction (or if no directions have been given, as the proxyholder sees fit) and all other matters that may properly come before the Annual and Special Meeting of Mountain Valley MD Holdings Inc. to be held virtually using ZOOM, using the following links : https://mvmd.zoom.us/webinar/register/WN_vNLWT2dFQYm0MpnjQhQHqQ OR https://mvmd.com/agm or at any adjournment thereof.

															For	For	Against	Against	Against
1.	Number	**of Directors.**To set the number of directors to be elected at the Meeting to at FOUR (4).
2.	Election	of Directors.	For		Withhold				For		Withhold				For		Withhold
	a.	Dennis Hancock					b.	Nancy Richardson					c.	Kevin Puloski
	d.	Paul Lockhard

d.Paul Lockhard
**3. Appointment of Auditors.**Appointment of PricewaterhouseCoopers LLP, Chartered Accountants, as Auditor of the Company for the ensuing year	For			Withhold
and authorizing the Directors to fix their remuneration.
**4. Continuance Resolution.**To consider and, if thought fit, to pass a special resolution approving the continuation of the Company’s corporate	For		Against
existence from_the Business Corporations Act_(British Columbia) to the_Business Corporations Act_(Ontario), as more fully described in the notice ofannual general and special meeting and accompanying information circular of the Company dated August 27, 2021.
**5. By-Law Enactment Resolutions.**Subject to the approval of the Continuance Resolution, to consider and, if thought fit, to pass a resolution	For		Against
confirming the repeal of all existing articles of the Company and the enactment of By-Law No. 1, conditional on the continuance of the Companyinto the Province of Ontario, as more fully described in the notice of annual general and special meeting and accompanying information circular of
the Company dated August 27, 2021.
**6. Common Share Consolidation.**Subject to the approval of the Continuance Resolution, to consider and, if thought fit, to pass a special resolution	For		Against
authorizing the consolidation of the Company's outstanding common shares, conditional on the continuance of the Company into the Province ofOntario, as more fully described in the notice of annual general and special meeting and accompanying information circular of the Company dated
August 27, 2021.
**7. Approval of Amended Stock Option Plan.**To consider and, if thought fit, to pass a resolution approving the Company's amended 10% RollingStock Option Plan as more fully described in the notice of annual general and special meeting and accompanying information circular of theCompany dated August 27, 2021.	For			Against
Signature(s):Date
Authorized Signature(s) – This section must be completed for your
instructions to be executed.
		/ /
I/we authorize you to act in accordance with my/our instructions set out above. I/We herebyrevoke any proxy previously given with respect to the Meeting. If no voting instructions areMM /			DD / YY
indicated above,this Proxy will be voted as recommended by Management.

Interim Financial Statements – Check the box to the right if you would like to receive interim financial statements and accompanying Management’s Discussion & Analysis by mail. See reverse for instructions to sign up for delivery by email.

Annual Financial Statements – Check the box to the right if you would like to receive the Annual Financial Statements and accompanying Management’s Discussion and Analysis by mail. See reverse for instructions to sign up for delivery by email.

This form of proxy is solicited by and on behalf of Management.

Proxies must be received by 11:30a.m., EST, on September 27, 2021.

Notes to Proxy

1. Each holder has the right to appoint a person, who need not be a holder, to attend and represent him or her at the Annual General and Special Meeting. If you wish to appoint a person other than the persons whose names are printed herein, please insert the name of your chosen proxyholder in the space provided on the reverse.

2. If the securities are registered in the name of more than one holder (for example, joint ownership, trustees, executors, etc.) then all of the registered owners must sign this proxy in the space provided on the reverse. If you are voting on behalf of a corporation or another individual, you may be required to provide documentation evidencing your power to sign this proxy with signing capacity stated.

3. This proxy should be signed in the exact manner as the name appears on the proxy.

4. If this proxy is not dated, it will be deemed to bear the date on which it is mailed by Management to the holder.

5. The securities represented by this proxy will be voted as directed by the holder; however, if such a direction is not made in respect of any matter, this proxy will be voted as recommended by Management.

6. The securities represented by this proxy will be voted or withheld from voting, in accordance with the instructions of the holder, on any ballot that may be called for and, if the holder has specified a choice with respect to any matter to be acted on, the securities will be voted accordingly.

7. This proxy confers discretionary authority in respect of amendments to matters identified in the Notice of Meeting or other matters that may properly come before the meeting.

8. This proxy should be read in conjunction with the accompanying documentation provided by Management.

INSTEAD OF MAILING THIS PROXY, YOU MAY SUBMIT YOUR PROXY USING SECURE ONLINE VOTING AVAILABLE ANYTIME:

To Vote Your Proxy Online please visit:

http://odysseytrust.com/Transfer-Agent/Login and click

on . You will require the CONTROL NUMBER printed with your address to the right. If you vote by Internet, do not mail this proxy.

To request the receipt of future documents via email and/or to sign up for Securityholder Online services, you may contact Odyssey Trust Company at www.odysseycontact.com.

Voting by mail may be the only method for securities held in the name of a corporation or securities being voted on behalf of another individual. A return envelope has been enclosed for voting by mail.