Ontario · NOI

An Order (the “Approval and Vesting Order”), substantially in the form filed in the motion record herein that, among other things, (collectively, the “Relief Sought”): a) administratively consolidates the NOI proceedings commenced by each of the Companies; b) approves the sale and transfer of substantially all of High Noon’s assets including its intellectual property and brands (the “Transaction”) pursuant to an Asset Purchase Agreement (the “Purchase Agreement”) dated November 30, 2021 between High Noon and MPX International Corporation (the “Purchaser”); c) authorizes the Companies to complete the Transaction and to take such additional steps and execute such additional documents as may be necessary or desirable for the completion of the Transaction and for the conveyance of the Purchased Assets to the Purchaser; and d) vests all of High Noon’s right, title and interest in and to the Purchased Assets in the Purchaser, or one or more of its designees, free and clear from any claims upon delivery by the Proposal Trustee of a certificate substantially in the form attached as Schedule “A” to the Approval and Vesting Order

Court officer certificate · 2 December 2021