Solution Financial Inc. — Capital/Financing Update 2021

Mar 29, 2021

Form 1664 (06/05)

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PRIVATE & CONFIDENTIAL

July 24, 2020

Solution Financial Inc. and Solution Financial (Canada) Inc. 137 8680 Cambie Rd Richmond, BC V6X 4K1

Attention: Mr. Byran Pang

• Re: Second Amendment to the Commitment Letter (Original Agreement) dated April 1, 2019 and First Amendment Letter dated December 19, 2019 from Canadian Western Bank (the “Bank”) to Solution Financial Inc. and Solution Financial (Canada) Inc. (collectively known as the “Borrowers”)

At the request of the Borrowers and the Guarantor, the Bank has authorized the following amendments to the Original Agreement:

1. Loan Amount:

Section 1.1 of the Original Agreement shall be deleted in its entirety and the following substituted thereof:

• “1.1 Loan Segment (1): Demand Overdraft Facility for $12,500,000 (“LOC”).”

1. Fees:

Section 6.2 and 6.3 of the Original Agreement shall be deleted in its entirety and the following substituted thereof:

• “6.2 The Borrowers shall pay a monthly administration fee of $1,625 to cover the cost of administration in monitoring the LOC and review of all reporting information as outlined in the attached Schedule “C”. This fee is in addition to the account’s standard service charges.

• 6.3 The Borrowers shall pay an annual review fee of $12,500 (currently $10,000) , each year in conjunction with the annual review (based on the Borrowers’ fiscal year-end financial statements – “FYE”) to renew outstanding Loans commencing 2021 (based on FYE October 31, 2020).

The following shall be added to Section 6 of the Original Agreement:

• 6.10 An Application Fee of $2,500 shall be payable to the Bank on the date the authorized limit for the LOC is increased. The Application Fee is consideration to the Bank for the issuing of this amendment letter. On acceptance of this amendment letter by the Borrowers, the entire fee shall be deemed to have been fully earned and shall not be refundable under any circumstances.”

Canadian Western Bank | #100-19915 64 Avenue, Langley, BC V2Y 1G9 t. 604.539.5088 | F. 604.539.5098 cwbank.com

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OBSESSED WITH YOUR SUCCESS™

Form 1664 (06/05)

3. Security:

Schedule “A” of the Original Agreement shall be amended by adding the following:

To Be Obtained:

• Overdraft Lending Agreement for $12,500,000, to be executed by the Borrowers.

• Such additional security instruments, assurances and supporting documents, as the Bank may deem necessary or advisable for the purpose of obtaining and perfecting the foregoing security.

To Be Deleted:

• Overdraft Lending Agreement for $10,000,000, to be executed by the Borrowers.

4. Conditions Precedent to Drawdown:

LOC:

The following conditions precedent must be fulfilled prior to the Bank having any obligation to make any drawdown:

• The Bank shall be satisfied with the business assets and financial condition of the Borrowers plus all security documentation “ To Be Obtained ” and supporting agreements and documents must be completed in a form satisfactory to the Bank, and must be executed and registered, as appropriate.

• Receipt and satisfactory review of the July 31, 2020 Reporting package of the Borrowers by the Bank confirming all covenants and conditions are in compliance.

5.

Continuation of Original Agreement :

The Borrowers and the Guarantor hereby acknowledge and confirm that except as expressly amended herein, the Original Agreement and all of the terms and conditions therein shall continue to be in full force with respect to the credit facilities.

If you are in agreement with the above terms and conditions, please sign and return the enclosed copy of this letter. This Agreement will expire if not accepted by July 31, 2020.

Yours truly,

CANADIAN WESTERN BANK

"Rob Larsen"

______________________ Rob Larsen Senior Manager Business Development

"Craig Martin"

______________________ Craig Martin AVP & Branch Manager Langley Branch

RL/as

Form 1664 (06/05)

ACKNOWLEDGEMENT :

The Borrowers certify that all information provided to the Bank is true and hereby accept the terms and conditions set forth in the above Agreement.

BORROWERS:

SOLUTION FINANCIAL INC.

"Bryan Pang" Per: _____________________ Accepted: _____________________ July 24th, 2020 Date

SOLUTION FINANCIAL (CANADA) INC.

"Bryan Pang"

Per: _____________________ Accepted: _____________________ July 24th, 2020 Date

GUARANTOR:

We/I acknowledge receiving advice of the Agreement described above and agree our/my guarantee is binding even if the Bank changes or waives compliance with the terms of this Agreement.

"Bryan Pang" Signed: _____________________ Accepted: _____________________ July 24th ,2020 BRYAN PANG Date