Quebec Innovative Materials Corp. — Regulatory Filings 2021

Mar 17, 2021

AMENDMENT AGREEMENT

THIS AGREEMENT is dated effective the _____ day of November, 2020. 26

BETWEEN: MACDONALD MINES EXPLORATION LTD. ( the “Seller”) 1001 – 145 Wellington Street, West Toronto, Ontario, M5J 1H8

AND: QUEBEC SILICA RESOURCES CORP. (the “Purchaser”) (formerly Purecanna Products Inc.) 11[th] Floor, 1111 Melville Street, Vancouver, BC, V6C 1E6

WHEREAS the parties entered into a Purchase and Sale Agreement dated August 10 (the “ Property Agreement ”) whereby Seller agreed to sell to Purchaser the Charlevoix Properties in Quebec as defined in the Property Agreement as the “ Property ”;

AND WHEREAS the parties wish to extend certain dates in the Property Agreement;

AND WHEREAS the parties have agreed to amend the Property Agreement on the terms set forth below.

NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the mutual covenants and agreements herein contained, and for purposes of documenting the mutual understanding among the parties, each jointly and severally agrees as follows:

1. The Property Agreement is hereby amended by deleting section 2.3 in its entirety and replacing it with:

“2.3 In the event the Purchaser has not completed a Liquidity Event on or before February 28, 2021 (the “ Deadline Date ”), then the Seller shall have the right at any time after such Deadline Date, by providing written notice to the Purchaser, to repurchase the Interest for the aggregate amount of $1.00 and, effective the date such written notice is sent to the Purchaser,:

(i) ownership of the Interest shall, without any act or formality, immediately transfer back to the Seller and the Purchaser shall hold legal title to the Interest in trust for the Seller until such time as the Purchaser transfers legal title to the Interest back to the Seller; and

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(ii) the Purchaser shall, as soon as reasonably possible, transfer legal title to the Interest back to the Seller.”

1. In all other respects the Property Agreement remains in full force and effect.

2. This Amending Agreement may be executed in counterpart and delivered by electronic transmission, all of which taken together shall be deemed to be one and the same instrument.

IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the date first above written.

MACDONALD MINES EXPLORATION LTD. by its authorized signatory:

QUEBEC SILICA RESOURCES CORP. by its authorized signatory:

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