Tidewater Renewables Ltd. — Regulatory Filings 2021

Aug 12, 2021

UNDERTAKING

TO: Alberta Securities Commission AND TO: British Columbia Securities Commission Financial and Consumer Affairs Authority of Saskatchewan Manitoba Securities Commission Ontario Securities Commission Autorités des Marches Financiers Financial and Consumer Services Commission of New Brunswick Nova Scotia Securities Commission Securities Office, Consumer, Corporate and Insurance Services Division, Office of the Attorney General of PEI Department of Government Services, Consumer & Commercial Affairs Branch of Newfoundland (collectively, the “Securities Commissions”) RE: Tidewater Renewables Ltd. (the “Issuer”) Final Base Prep Prospectus dated August 12, 2021 (the “Final Prospectus”)

Unless otherwise defined, capitalized terms herein have the meanings ascribed to them in the Final Prospectus.

In connection with the offering of Common Shares pursuant to the Final Prospectus and in accordance with Section 9.2(a)(xii) of National Instrument 41-101 — General Prospectus Requirements (“ NI 41101 ”), the Issuer hereby undertakes to file with the Securities Commissions via SEDAR a copy of any document of the type described in subsections 9.2(a)(ii) and (iii), including but not limited to the following documents, as listed in the Final Prospectus under the heading “ Material Contracts ”, promptly upon their execution, and in no event later than seven days following their execution:

1. the Underwriting Agreement;

2. the Acquisition Agreements;

3. the Shared Services Agreement;

4. the Governance Agreement;

5. the Investor Liquidity Agreement;

6. the assignment agreement assigning the FCC Co-Processing Project Part 3 Agreement from Tidewater Midstream to Tidewater Renewables;

7. the assignment agreement assigning the Renewable Diesel Project Part 3 Agreement from Tidewater Midstream to Tidewater Renewables; and

8. the credit agreement relating to the Credit Facility.

In accordance with Section 9.2(a)(xii.1) of NI 41-101, the Issuer hereby undertakes to file with the Securities Commissions, promptly upon becoming effective, and in no event later than seven days after becoming effective, a copy of any document of the type described in Section 9.2(a)(ii) of NI 41-101 which does not need to be executed in order to become effective and has not become effective before the filing of the Final Prospectus, but will become effective on or before the completion of the distribution.

DATED the 12[th] day of August, 2021.

TIDEWATER RENEWABLES LTD.

Per: (s) “Joel Vorra” Joel Vorra President & Chief Financial Officer