BitRush Corp. — Regulatory Filings 2021

Dec 6, 2021

Non-Issuer Form of Submission to Jurisdiction and Appointment of Agent for Service of Process

1. Name of issuer (the “Issuer”):

Open Text Corporation

1. Jurisdiction of incorporation, or equivalent, of Issuer:

Canada

1. Address of principal place of business of Issuer:

275 Frank Tompa Drive, Waterloo, Ontario, N2L 0A1

1. Description of securities (the “Securities”):

Common Shares, Preference Shares, Debt Securities, Depositary Shares, Warrants, Purchase Contracts, Subscription Receipts and Units

1. Date of the prospectus (the “Prospectus”) under which the Securities are offered:

December 6, 2021

_____

1. Name of person filing this form (the “Filing Person”):

Ann M. Powell

______

1. Filing Person’s relationship to Issuer:

Director of the Issuer

1. Jurisdiction of incorporation, or equivalent, of Filing Person, if applicable, or jurisdiction of residence of Filing Person:

United States __________

1. Address of principal place of business of Filing Person:

2440 Sand Hill Road, Suites 301 & 302, Menlo Park, CA 94025____

1. Name of agent for service of process (the “Agent”):

Open Text Corporation_____

______

1. Address for service of process of Agent in Canada (the address may be anywhere in Canada):

275 Frank Tompa Drive, Waterloo, Ontario, N2L 0A1

________

1. The Filing Person designates and appoints the Agent at the address of the Agent stated above as its agent upon whom may be served any notice, pleading, subpoena, summons or other process in any action, investigation or administrative, criminal, quasi-criminal, penal or other proceeding (the “Proceeding”) arising out of, relating to or concerning the distribution of the Securities made or purported to be made under the Prospectus, and irrevocably waives any right to raise as a defence in any such Proceeding any alleged lack of jurisdiction to bring the Proceeding.

2. The Filing Person irrevocably and unconditionally submits to the non-exclusive jurisdiction of

3. (a) the judicial, quasi-judicial and administrative tribunals of each of the provinces and territories of Canada in which the securities are distributed under the Prospectus; and

4. (b) any administrative proceeding in any such province or territory,

in any Proceeding arising out of or related to or concerning the distribution of the Securities made or purported to be made under the Prospectus.

1. Until six years after completion of the distribution of the Securities made under the Prospectus, the Filing Person shall file a new submission to jurisdiction and appointment of agent for service of process in this form at least 30 days before termination of this submission to jurisdiction and appointment of agent for service of process.

2. Until six years after completion of the distribution of the Securities under the Prospectus, the Filing Person shall file an amended submission to jurisdiction and appointment of agent for service of process at least 30 days before a change in the name or above address of the Agent.

3. This submission to jurisdiction and appointment of agent for service of process shall be governed by and construed in accordance with the laws of Ontario.

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Dated: _____December 6, 2021

(signed) “ Ann M. Powell ” _____ __ Signature of Filing Person Ann M. Powell Print name of person signing and, if the Filing Person is not an individual, the title of the person

AGENT

The undersigned accepts the appointment as agent for service of process of Ann M. Powell under the terms and conditions of the appointment of agent for service of process stated above.

Dated: _____December 6, 2021

OPEN TEXT CORPORATION

By: (signed) “ Gordon A. Davies ” Name: Gordon A. Davies Title: Executive Vice President, Chief Legal Officer and Corporate Development

[Non-Issuer Submission to Jurisdiction – A. Powell]