Tiny Ltd. — Capital/Financing Update 2023

Apr 20, 2023

Roynat Inc. 702 Yates St Victoria, BC V8W 2T2

T 1.604.235.7284 F 1.604.668.2138

August 30, 2022

Confidential

Tiny Capital Ltd. $c$ /o 2900 - 550 Burrard St. Vancouver, BC V6C 0A3

Attention: Ampere Chan, CFO

$RE:$ Amendment to Offer of Finance Dated June 30, 2022

Dear Sir:

We refer to the Offer of Finance from Roynat Inc. ("Roynat" or "we") dated June 30, 2022, as has been subsequently amended (the "Offer"), to Tiny Capital Ltd. ("Borrower" or "you"), and the security now held, as subsequently amended, or security which may in the future be held by Roynat from time to time under, pursuant to, or in connection with the Offer (the "Security").

We are pleased to confirm, subject to your acceptance hereunder and subject to confirmation satisfactory to Roynat that changes have been made to the Security as may be considered necessary by Roynat and its legal counsel, that the following amendments to the offer will apply:

1. ADDED to our Security is the following:

Corporate guarantee for the full amount of the Loan(s) by Tiny Holdings Ltd. (the "Guarantor") supported by Pledge of Marketable Securities of WeCommerce Holdings Ltd.

1. Confirm the following company name change:

From:	Meta Holdings Ltd.
To:	Beam Digital Ltd.

All references to Meta Holdings Ltd. in our Offer of Finance/Appendices and subsequent amending letter(s) are now applicable to Beam Digital Ltd.

3. AMEND the following Security clause wording only:

From:

Pledge of all shares, or units as the case may be, held at any time by the Borrower in each of the following:

• WeCommerce Holdings Ltd.
• Dribbble Holdings Ltd.
• Tiny Holdings Ltd.
• Meta Holdings Ltd. $\sim$
• Tiny Boards Holdings Ltd.
• Meteor Software Holdings Ltd. $\overline{a}$
• Meteor Software Limited Partnership

To:

Pledge of all shares, or units as the case may be, held at any time by the Borrower, directly or indirectly, in each of the following:

• WeCommerce Holdings Ltd.
• Dribbble Holdings Ltd.
• Tiny Holdings Ltd.
• Beam Digital Ltd. $\overline{a}$
• Tiny Boards Holdings Ltd.
• Meteor Software Holdings Ltd.
• Meteor Software Limited Partnership
• 1. AMEND the following Condition Precedent #7 wording only:

From:

Amount outstanding on the Roynat facility to be no more than 40% of the market value of WeCommerce Holdings Ltd. common stock owned by the Borrower and pledged to Roynat at all times plus any cash and cash equivalents held by the Borrower at any given time (Threshold Amount). Testing of this condition will occur the first day of every month, unless that day falls on the weekend, then it will be the first Monday after the weekend. In the event that this condition is not met due to a reduction in the WeCommerce share price or a change in cash and cash equivalents held by the Borrower and upon notification by Roynat (Notification), the Borrower is required to comply with the Threshold Amount condition within 30 days from the date of Notification (Cure Period). If the Borrower does not comply with the Threshold Amount condition by the end of the Cure Period a default

Amending Letter dated August 30, 2022 Tiny Capital Ltd.

will occur. Compliance with the Threshold Amount condition may be from a satisfactory increase in the WeCommerce share price, an increase in the cash or cash equivalents held by the Borrower, or prepayment of the facility in a sufficient amount. Such prepayment shall be without penalty and subject to re-draw should the covenant (and drawdown test) subsequently be met.

Cash and cash equivalents held for the Threshold Amount will be deposited in a BNS account in the name of the Borrower and a Deposit Account Control Agreement (DACA) will be executed by the Borrower satisfactory to Roynat and its Solicitors in support.

To:

Amount outstanding on the Roynat facility to be no more than 40% of the market value of WeCommerce Holdings Ltd. common stock owned by the Borrower, directly or indirectly and pledged to Roynat at all times plus any cash and cash equivalents held by the Borrower at any given time (Threshold Amount). Testing of this condition will occur the first day of every month, unless that day falls on the weekend, then it will be the first Monday after the weekend. In the event that this condition is not met due to a reduction in the WeCommerce share price or a change in cash and cash equivalents held by the Borrower and upon notification by Roynat (Notification), the Borrower is required to comply with the Threshold Amount condition within 30 days from the date of Notification (Cure Period). If the Borrower does not comply with the Threshold Amount condition by the end of the Cure Period a default will occur. Compliance with the Threshold Amount condition may be from a satisfactory increase in the WeCommerce share price, an increase in the cash or cash equivalents held by the Borrower, or prepayment of the facility in a sufficient amount. Such prepayment shall be without penalty and subject to re-draw should the covenant (and drawdown test) subsequently be met.

Cash and cash equivalents held for the Threshold Amount will be deposited in a BNS account in the name of the Borrower and a Deposit Account Control Agreement (DACA) will be executed by the Borrower satisfactory to Roynat and its Solicitors in support.

5. AMEND the OTHER COVENANTS, SUBSECTION C. #8 wording only as follows:

From:

C. Borrower and Guarantor(s), as applicable agree:

1. Amount outstanding on the Roynat facility to be no more than 40% of the market value of WeCommerce Holdings Ltd, common stock owned by the Borrower and pledged to Roynat at all times plus any cash and cash equivalents held by the Borrower at any given time (Threshold Amount). Testing of this condition will occur the first day of every month, unless that day falls on the weekend, then it will be the first Monday after the weekend. In the event that this condition is not met due to a reduction in the WeCommerce share price or a change in cash and cash equivalents held by the Borrower and upon notification by Roynat (Notification), the Borrower is required to comply with the Threshold Amount

Amending Letter dated August 30, 2022 Tiny Capital Ltd.

condition within 30 days from the date of Notification (Cure Period). If the Borrower does not comply with the Threshold Amount condition by the end of the Cure Period a default will occur. Compliance with the Threshold Amount condition may be from a satisfactory increase in the WeCommerce share price, an increase in the cash or cash equivalents held by the Borrower, or prepayment of the facility in a sufficient amount. Such prepayment shall be without penalty and subject to re-draw should the covenant (and drawdown test) subsequently be met.

To:

1. Amount outstanding on the Roynat facility to be no more than 40% of the market value of WeCommerce Holdings Ltd. common stock owned by the Borrower, directly or indirectly and pledged to Roynat at all times plus any cash and cash equivalents held by the Borrower at any given time (Threshold Amount). Testing of this condition will occur the first day of every month, unless that day falls on the weekend, then it will be the first Monday after the weekend. In the event that this condition is not met due to a reduction in the WeCommerce share price or a change in cash and cash equivalents held by the Borrower and upon notification by Roynat (Notification), the Borrower is required to comply with the Threshold Amount condition within 30 days from the date of Notification (Cure Period). If the Borrower does not comply with the Threshold Amount condition by the end of the Cure Period a default will occur. Compliance with the Threshold Amount condition may be from a satisfactory increase in the WeCommerce share price, an increase in the cash or cash equivalents held by the Borrower, or prepayment of the facility in a sufficient amount. Such prepayment shall be without penalty and subject to re-draw should the covenant (and drawdown test) subsequently be met.

Electronic Communication

In administering the financing described in the Offer and in otherwise dealing with any Obligor or officer of an Obligor, Roynat may rely and act on e-mail, telecopier and other electronic communications that it reasonably believes have been sent by or on behalf of the Obligor or officer of the Obligor,, but Roynat may from time to time require that communications from any Obligor or officer of an Obligor, be in a non-electronic form specified by Roynat.

Except for the specific amendments noted above, all other terms and conditions of the Offer and Security remain as stated or as previously amended. Any legal fees we may incur as a result of the above shall be for your account.

Kindly acknowledge your acceptance of the foregoing by signing and returning a copy of this letter to our office by August 31, 2022 after which date this letter will lapse unless Roynat, in its sole discretion accepts it nonetheless.

This document and any related Security and other related documents may be executed in counterparts and by different parties in different counterparts, all of which when taken together will constitute a single agreement. Delivery of an executed counterpart of a document or a signature page to a document by telecopy or by sending a scanned or other copy by electronic mail or similar means shall be as effective as delivery of an originally executed counterpart. Roynat

Amending Letter dated August 30, 2022 Tiny Capital Ltd.

may create and store copies of documents in any form as part of its business records, including by microfilm, photocopy and electronic image. Copies may be held in place of original documents and substituted for original documents for any purpose. Yours truly,

Roynat Inc.

Per:Name: Andrew WilsonTitle: Senior Associate	Derek StrongRegional Director
Address:702 Yates St., Victoria, BC V8W 2T2Attention:Andrew WilsonE-mail:
ACCEPTED this day of	2022.
Borrower:	Guarantor:
Tiny Capital Ltd.	Tiny Holdings Ltd.
Per:	Per:
Name: Andrew WilkinsonTitle:Director	Name:Title:
Per:Name:Title:	Per:Name:Title:
Address:$c$ /o 2900 $-$ 550 Burrard St.Vancouver, BC V6C 0A3	Address:$c$ /o 2900 - 550 Burrard St.Vancouver, BC V6C 0A3