D-BOX Technologies Inc. — Regulatory Filings 2021

Feb 25, 2021

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February 25, 2021 File No.: 298291.00013

VIA SEDAR

AUTORITÉ DES MARCHÉS FINANCIERS

ALBERTA SECURITIES COMMISSION

BRITISH COLUMBIA SECURITIES COMMISSION

THE MANITOBA SECURITIES COMMISSION

NOVA SCOTIA SECURITIES COMMISSION

ONTARIO SECURITIES COMMISSION

FINANCIAL AND CONSUMER AFFAIRS AUTHORITY OF SASKATCHEWAN

FINANCIAL AND CONSUMER SERVICES COMMISSION, NEW BRUNSWICK

OFFICE OF THE SUPERINTENDENT OF SECURITIES, SERVICE NEWFOUNDLAND AND LABRADOR OFFICE OF THE SUPERINTENDENT OF SECURITIES, PRINCE EDWARD ISLAND

(collectively, the “ Securities Regulators ”)

Re: Final Short Form Prospectus of D-BOX Technologies Inc.

Dear Sirs/Mesdames:

We refer to the final short form prospectus of D-BOX Technologies Inc. (the “ Issuer ”) dated February 25, 2021 (the “ Prospectus ”) relating to the distribution of units of the Issuer.

We hereby consent to the reference to our firm name on the face page of the Prospectus and under the heading “ Legal Matters” and to the reference to our firm name and to the use of our opinions under the headings “Eligibility for Investment” and “Canadian Federal Income Tax Considerations” in the Prospectus.

We confirm that we have read the Prospectus and have no reason to believe that there are any misrepresentations in the information contained in the Prospectus that is derived from our opinions referred to above or that is within our knowledge as a result of the services we performed in connection with such opinions.

Yours truly,

FASKEN MARTINEAU DuMOULIN LLP

(signed) Fasken Martineau DuMoulin LLP

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