Common use of NOTICE OF CONVERSION Clause in Contracts

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10, 2022 of Western Magnesium Corporation, a Delaware corporation (the “Company”), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.

NOTICE OF CONVERSION. (To be executed by the Registered Holder in order to convert the Note) The undersigned hereby elects to convert $_________ of the principal under and $_________ of the Convertible Debenture Due interest due on the Note issued by Attitude Drinks Inc. on December 1018, 2022 2008 into Shares of Western Magnesium Corporation, a Delaware corporation Common Stock of Attitude Drinks Inc. (the “CompanyBorrower”), into shares of common stock (the “Common Stock”), of Borrower ) according to the conditions hereofset forth in such Note, as of the date written below. If shares Date of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: :____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery Conversion Price:______________________________________________________________________ Number of Shares of Common Stock CertificatesBeneficially Owned on the Conversion Date: Less than 5% of the outstanding Common Stock of Attitude Drinks Inc. Shares To Be Delivered:_________________________________________________________________ Signature:____________________________________________________________________________ Print Name:___________________________________________________________________________ Address: __________ __________________________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, FORM OF WARRANT NEITHER THE HOLDER ISSUANCE AND SALE OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND NOR THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES INTO WHICH THESE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLELAWS. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR SOLD EXCEPT PURSUANT TO ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROMOF 1933, AS AMENDED, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL (B) AN OPINION OF COUNSEL (WHICH COUNSEL SHALL BE SELECTED BY THE HOLDER), IN A GENERALLY ACCEPTABLE FORM, THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT OR (II) UNLESS SOLD PURSUANT TO RULE 144 OR RULE 144A UNDER SAID ACT. NOTWITHSTANDING THE TRANSFEROR TO SUCH EFFECTFOREGOING, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN OR FINANCING ARRANGEMENT SECURED BY SUCH THE SECURITIES. Right to Purchase shares of Common Stock of Attitude Drinks Inc. (subject to adjustment as provided herein) CLASS [A/B] A COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance No. Issue Date: ●December 18, 2021 Warrant No: 2021-[A/B] Termination Date: June 102000 XXXXXXXX DRINKS INC., 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT a corporation organized under the laws of the State of Delaware (the “WarrantCompany”) ), hereby certifies that, for value received [REQUIRES COMPLETION] (the “Holder”)received, with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) ), is entitled, upon the terms and subject to the limitations on exercise and terms set forth below, to purchase from the conditions hereinafter set forth, Company at any time on or after the date hereof Issue Date until 5:00 p.m., E.S.T on the fifth anniversary of the Issue Date (the “Initial Exercise Expiration Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ fully paid and nonassessable shares of Common Stock (at a per share purchase price of $0.50. The aforedescribed purchase price per share, as adjusted from time to time as herein provided, is referred to herein as the "Purchase Price." The number and character of such shares of Common Stock and the Purchase Price are subject to adjustment hereunderas provided herein. The Company may reduce the Purchase Price for some or all of the Warrants, temporarily or permanently. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Subscription Agreement (the “Warrant SharesSubscription Agreement”), dated as of September 29, 2008, entered into by the Company and the Holder. These Warrants are issued subject to As used herein the terms and conditions appended hereto as Schedule “A”.following terms, unless the context otherwise requires, have the following respective meanings:

NOTICE OF CONVERSION. (To be executed by the Registered Holder in order to convert the Note) The undersigned hereby elects to convert $_________ of the principal under and $_________ of the Convertible Debenture Due December 10interest due on the Note issued by Attitude Drinks Inc. on January ___, 2022 2009 into Shares of Western Magnesium Corporation, a Delaware corporation Common Stock of Attitude Drinks Inc. (the “CompanyBorrower”), into shares of common stock (the “Common Stock”), of Borrower ) according to the conditions hereofset forth in such Note, as of the date written below. If shares Date of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: :____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: Conversion Price:______________________________________________________________________ Number of Shares of Common Stock Beneficially Owned on the Conversion Date: Less than 5% of the outstanding Common Stock of Attitude Drinks Inc. ___________________________________________ Shares To Be Delivered:_________________________________________________________________ Signature:____________________________________________________________________________ Print Name:__________________________________________________________________________ Address:_____________________________________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, FORM OF WARRANT NEITHER THE HOLDER ISSUANCE AND SALE OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND NOR THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES INTO WHICH THESE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLELAWS. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR SOLD EXCEPT PURSUANT TO ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROMOF 1933, AS AMENDED, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL (B) AN OPINION OF COUNSEL (WHICH COUNSEL SHALL BE SELECTED BY THE HOLDER), IN A GENERALLY ACCEPTABLE FORM, THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT OR (II) UNLESS SOLD PURSUANT TO RULE 144 OR RULE 144A UNDER SAID ACT. NOTWITHSTANDING THE TRANSFEROR TO SUCH EFFECTFOREGOING, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN OR FINANCING ARRANGEMENT SECURED BY SUCH THE SECURITIES. Right to Purchase _________ shares of Common Stock of Attitude Drinks Inc. (subject to adjustment as provided herein) CLASS [A/B] A COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance No. 2009-A-001 Issue Date: ●January ___, 2021 Warrant No: 2021-[A/B] Termination Date: June 100000 XXXXXXXX DRINKS INC., 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT a corporation organized under the laws of the State of Delaware (the “WarrantCompany”) ), hereby certifies that, for value received [REQUIRES COMPLETION] (the “Holder”)received, with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) ), is entitled, upon the terms and subject to the limitations on exercise and terms set forth below, to purchase from the conditions hereinafter set forth, Company at any time on or after the date hereof Issue Date until 5:00 p.m., E.S.T on the fifth anniversary of the Issue Date (the “Initial Exercise Expiration Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ fully paid and nonassessable shares of Common Stock (at a per share purchase price of $0.05. The aforedescribed purchase price per share, as adjusted from time to time as herein provided, is referred to herein as the "Purchase Price." The number and character of such shares of Common Stock and the Purchase Price are subject to adjustment hereunderas provided herein. The Company may reduce the Purchase Price for some or all of the Warrants, temporarily or permanently. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Subscription Agreement (the “Warrant SharesSubscription Agreement”), dated as of January ___, 2009, entered into by the Company and the Holder. These Warrants are issued subject to As used herein the terms and conditions appended hereto as Schedule “A”.following terms, unless the context otherwise requires, have the following respective meanings:

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10Note due October 14, 2022 2017 of Western Magnesium CorporationHxxxxxxx Xxxxxxx and Wxxxxxxx, Inc., a Delaware Nevada corporation (the “CompanyBorrower”), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ * Interest Amount to be Converted: $_______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form * Interest on Principal Amount of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT$____________ for period of ______________ through ________________. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE CLASS A WARRANT WESTERN MAGNESIUM CORPORATION HXXXXXXX XXXXXXX AND WXXXXXXX INC. Warrant Shares: ● Issuance 62,400,000 Initial Exercise Date: ●October 14, 2021 2015 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 A_ THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”)received, with an address atALPHA CAPITAL ANSTALT, Lxxxxxxxxxx 00, 0000 Xxxxx, Principality of Liechtenstein Fax: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, + 400 000 00 00 or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 the seven (7) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONHXXXXXXX XXXXXXX AND WXXXXXXX INC., a Nevada corporation incorporated under the laws of Delaware (the “Company”), up to _________ 62,400,000 shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”)) of Common Stock. These Warrants are issued subject The purchase price of one share of Common Stock under this Warrant shall be equal to the terms and conditions appended hereto Exercise Price, as Schedule “A”defined in Section 2(b).

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10Note due October 20, 2022 2017 of Western Magnesium CorporationHxxxxxxx Xxxxxxx and Wxxxxxxx, Inc., a Delaware Nevada corporation (the “CompanyBorrower”), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ * Interest Amount to be Converted: $_______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form * Interest on Principal Amount of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT$____________ for period of ______________ through ________________. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE CLASS A WARRANT WESTERN MAGNESIUM CORPORATION HXXXXXXX XXXXXXX AND WXXXXXXX INC. Warrant Shares: ● Issuance 28,000,000 Initial Exercise Date: ●October 20, 2021 2015 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 A_ THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”)received, with an address at: [REQUIRES COMPLETION]Tarpon Bay Partners LLC, email: [REQUIRES COMPLETION],90 Xxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxx, Xxxxxxxxxxx 00000 or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 the seven (7) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONHXXXXXXX XXXXXXX AND WXXXXXXX INC., a Nevada corporation incorporated under the laws of Delaware (the “Company”), up to _________ 62,400,000 shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”)) of Common Stock. These Warrants are issued subject The purchase price of one share of Common Stock under this Warrant shall be equal to the terms and conditions appended hereto Exercise Price, as Schedule “A”defined in Section 2(b).

NOTICE OF CONVERSION. (To be Executed by the Registered Holder in order to Convert the Notes) The undersigned hereby irrevocably elects to convert $__________ principal amount of the Note (defined below) and $___________ in accrued and unpaid interest due under the Convertible Debenture Due December 10, 2022 of Western Magnesium Corporation, a Delaware corporation (the “Company”), Note into shares of common stock stock, par value $.001 per share (the “Common Stock”), of Borrower MAGELLAN GOLD CORPORATION, a Nevada corporation (the “Company”) according to the conditions hereofof the convertible Note of the Company dated as of ___________, 2018 (the “Note”), as of the date written below. If shares of Common Stock securities are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewithcertificates. No fee will be charged to the holder Holder for any conversion, except for such transfer taxes, if any. By The original certificate evidencing the delivery Note is delivered herewith (or evidence of loss, theft or destruction thereof). The Company shall electronically transmit the Common Stock issuable pursuant to this Notice of Conversion to the account of the undersigned represents and warrants to Borrower that or its ownership nominee with DTC through its Deposit Withdrawal Agent Commission system (“DWAC Transfer”). Name of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect ConversionDTC Prime Broker: ____________________________ Principal Amount of Debenture to be ConvertedAccount Number: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable In lieu of receiving shares of Common Stock issuable pursuant to this Notice of Conversion Price by way of a DWAC Transfer, the undersigned hereby requests that the Company issue a certificate or certificates for Accrued Interest: $___________________________ Number the number of shares of Common Stock to be issuedset forth below (which numbers are based on the Holder’s calculation attached hereto) in the name(s) specified immediately below or, if additional space is necessary, on an attachment hereto: ______________ SignatureName: _________________________________________ NameAddress: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable to the undersigned upon conversion of the Note shall be made pursuant to registration of the securities under the Securities Act of 1933, as amended (the “Act”), or pursuant to an exemption from registration under the Act. Date of Conversion:___________________________ Applicable Conversion Price:____________________ Number of Shares of Common Stock to be Issued Pursuant to Conversion of the Notes:___________________ Signature:___________________________________ Name:______________________________________ Address:____________________________________ _____________________________________________________ Or DWAC Instructions: _____SS or Tax I.D. No.____________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms The Company shall issue and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ deliver shares of Common Stock (as subject to adjustment hereunderan overnight courier not later than three business days following receipt of the original Note(s) to be converted, the “Warrant Shares”). These Warrants are issued subject and shall make payments pursuant to the terms Notes for the number of business days such issuance and conditions appended hereto as Schedule “A”delivery is late.

NOTICE OF CONVERSION. (To be executed by the Registered Holder in order to convert the Note) The undersigned hereby elects to convert principal under $_________ of the Convertible Debenture Due December 10Principal Amount and $_________ of the interest due on the Note issued by WIZARD WORLD, 2022 INC. on July __, 2011 into shares of Western Magnesium CorporationCommon Stock of WIZARD WORLD, a Delaware corporation INC. (the “CompanyBorrower”), into shares of common stock (the “Common Stock”), of Borrower ) according to the conditions hereofset forth in such Note, as of the date written below. If Date of Conversion: Conversion Price: Number of Shares of Common Stock Beneficially Owned on the Conversion Date: Less than 5% of the outstanding Common Stock of WIZARD WORLD, INC. Shares To Be Delivered: Signature: Print Name: Address: Exhibit B NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN OPINION OF COUNSEL (WHICH COUNSEL SHALL BE SELECTED BY THE HOLDER), IN A GENERALLY ACCEPTABLE FORM, THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT OR (II) UNLESS SOLD PURSUANT TO RULE 144 OR RULE 144A UNDER SAID ACT. NOTWITHSTANDING THE FOREGOING, THE SECURITIES MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN OR FINANCING ARRANGEMENT SECURED BY THE SECURITIES. Right to Purchase _____ shares of Common Stock are of Wizard World, Inc. (subject to be issued in adjustment as provided herein) SERIES A COMMON STOCK PURCHASE WARRANT No. 2011-A-00_ Issue Date: August ___, 2011 WIZARD WORLD, INC. (formerly GoEnergy, Inc.), a corporation organized under the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership laws of the Common Stock does not exceed State of Delaware (the amounts specified under Section 4 of this Debenture“Company”), as determined in accordance hereby certifies that, for value received [Holder’s name], with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: an address at [Holder’s ____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETIONAddress], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) ), is entitled, upon the terms and subject to the limitations on exercise and terms set forth below, to purchase from the conditions hereinafter set forth, Company at any time on or after the date hereof Issue Date until 5:00 p.m., EDT on the five (5) year anniversary of the Issue Date (the “Initial Exercise Expiration Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _______ (___ _) fully paid and non-assessable shares of Common Stock (at a per share purchase price of $0.60. The aforedescribed purchase price per share, as adjusted from time to time as herein provided, is referred to herein as the “Purchase Price.” The number and character of such shares of Common Stock and the Purchase Price are subject to adjustment hereunderas provided herein. The Company may reduce the Purchase Price for some or all of the Warrants, temporarily or permanently, provided such reduction is made as to all outstanding Warrants for all Holders of such Warrants. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Subscription Agreement (the “Warrant SharesSubscription Agreement”), dated as of August __, 2011, entered into by the Company, Holder and the other signatories thereto. These Warrants are issued subject to As used herein the terms and conditions appended hereto as Schedule “A”.following terms, unless the context otherwise requires, have the following respective meanings:

NOTICE OF CONVERSION. (To be executed by the Registered Holder in order to convert the Note) CHECK ONE ¨ The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10, 2022 of Western Magnesium Corporation, a Delaware corporation (the “Company”), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as $_________ of the date written below. If shares of Common Stock are to be accrued but unpaid interest due on the Note issued in the name of a person other than the undersignedby Eos Petro, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: Inc. on ________________, 20___ into 50,000 shares of __________ Principal Amount Stock of Debenture Cellteck, Inc. according to be Converted: the conditions set forth in Section 2.5 of such Note, as of the date written below. ¨ The undersigned hereby elects to convert $_________ of the principal due on the Note issued by Eos Petro, Inc. on ________________, 20___ Applicable Conversion Price: $________into shares of __________ Interest Amount Stock of Cellteck, Inc. according to be Convertedthe conditions set forth in Section 2.6 such Note, as of the date written below. Date of Conversion: $_________________________ Applicable Conversion Price Price: Shares To Be Delivered: Name on Certificate for Accrued InterestShares: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock CertificatesShare Certificate: __________ _____________________________________________________ _____________________________________________________ Or DWAC InstructionsSignature: _________________________________ Broker No:_____________ Account NoPrint Name: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATIONCERTIFICATE OF DESIGNATIONS, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11POWERS, 2021. “WITHOUT PRIOR WRITTEN APPROVAL PREFERENCES AND RIGHTS OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES SERIES B VOTING CONVERTIBLE PREFERRED STOCK OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021CELLTECK INC. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject Pursuant to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware Nevada Revised Statutes § 78.1955 Cellteck Inc. (the “Company”), up organized and existing under the laws of the State of Nevada, does, by its Secretary and under its corporate seal, hereby certify that pursuant to _________ shares the authority contained in Article 11 of Common its Articles of Incorporation, as amended, and in accordance with the provisions of Section 78.1955 of the Nevada Revised Statutes, its Board of Directors has adopted the following resolution creating the following class and series of the Company’s Preferred Stock and determining the voting powers, designations, powers, preferences and relative, participating, optional or other special rights, and the qualifications, limitations and restrictions thereof, of such classes and series: RESOLVED, that, pursuant to authority conferred upon the Board of Directors by the Articles of Incorporation of the Company, as amended, (as subject to adjustment hereunder, the “Warrant SharesArticles of Incorporation”), there is hereby created the following series of Preferred Stock: · 44,000,000 shares shall be designated Series B Voting Convertible Preferred Stock, par value $.0001 per share (the “Series B Preferred Stock”). These Warrants are issued subject The designations, powers, preferences, and rights and the qualifications, limitations and restrictions of the Series B Preferred Stock in addition to those set forth in the terms and conditions appended hereto Articles of Incorporation shall be as Schedule “A”.follows:

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Senior Secured Convertible Debenture Due December 10Note due March 20, 2022 2018 of Western Magnesium CorporationAuthentidate Holding Corp., a Delaware corporation (the “Company”), into shares of common stock (the “Common Stock”), of Borrower the Company according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower the Company that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion PricePrincipal Amount of Note to be Converted: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ___________________________ Signature: ___________________________________________________________ Name: _____________________________________________________________ Address for Delivery of Common Stock Certificates: __________ __________________________________________________________ ___________________________________________________________________ Or DWAC Instructions: Broker No: _________________________________ Broker No:__________________________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to ___________________________________________ shares Schedule 1 CONVERSION SCHEDULE The Senior Secured Convertible Note due on March 20, 2018 in the original principal amount of Common Stock $__________________ is issued by Authentidate Holding Corp. This Conversion Schedule reflects conversions made under Section 4 of the above referenced Note. Dated: ________________________ Date of Conversion (as subject or for first entry, Original Issue Date) Amount of Conversion Aggregate Principal Amount Remaining Subsequent to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.Conversion (or original Principal Amount) Company Attest

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10Note due November 8, 2022 2016 of Western Magnesium CorporationAccelerated Pharma, Inc., a Delaware corporation (the “Company”), ) into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, ; except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ______________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $____________$ _______________ Number of shares of Common Stock to be issued: ______________ Signature: ___________________________________________ Name: ______________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: ___________________________________ Broker No:: _______________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject see exhibit 4.3 to the limitations Company’s registration statement on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close Form S-1] Exhibit C ESCROW AGREEMENT This Agreement is dated as of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to [_________ shares of Common Stock ___] among Accelerated Pharma, Inc., a Delaware corporation (as subject to adjustment hereunderthe "Company"), the “Warrant Shares”parties identified on Schedule A hereto each a "Purchasers", and collectively "Purchasers"). These Warrants are issued subject to , and Grushko & Mitnan, P.C. (the terms and conditions appended hereto as Schedule “A”."Escrow' Agent'');

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal principal, accrued but unpaid interest and/or any of amounts due under the 7.5% Senior Convertible Debenture Due December 10Promissory Note due September 12, 2022 2019 of Western Magnesium CorporationTerra Tech Corp., a Delaware Nevada corporation (the “Company”), into shares of common stock (the “Common Stock”), of Borrower the Company according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person Person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion Conversion, the undersigned represents and warrants to Borrower the Company that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock, if the resale of any such shares of Common Stock are covered by and are being sold pursuant to an effective Registration Statement. Conversion calculations: Date to Effect Conversion: _______________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: Payment of Interest in Common Stock __ yes __ no If yes, $_______ of Interest Accrued on Account of Conversion at Issue. Other Amounts Owed Under this Note to be Converted including Late Fees: _____________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form Schedule 1 CONVERSION SCHEDULE This 7.5% Senior Convertible Promissory Note due on September 12, 2019 in the principal amount of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) $5,000,000 is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONissued by Terra Tech Corp., a corporation incorporated Nevada corporation. This Conversion Schedule reflects conversions made under Section 4 of the laws above referenced Note. Dated: Date of Delaware Conversion (the “Company”)or for first entry, up Original Issue Date) Amount of Conversion Aggregate Principal Amount Remaining Subsequent to _________ shares of Common Stock Conversion (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.or original Principal Amount) Company Attest

NOTICE OF CONVERSION. (To be Executed by the Registered Holder in order to Convert shares of Preferred Stock) The undersigned hereby elects to convert principal under the number of shares of 4% Series A Convertible Debenture Due December 10, 2022 of Western Magnesium Corporation, a Delaware corporation (the “Company”)Preferred Stock indicated below, into shares of common stock stock, par value $.001 per share (the “"Common Stock”"), of Borrower Pacific Magtron International Corp., a Nevada corporation (the "Corporation"), according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Corporation in accordance therewith. No fee will be charged to the holder Holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the The undersigned represents and warrants to Borrower the Corporation that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debentureit has sold or will promptly sell upon receipt, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid such shares of Common Stock. [REQUIRED TO RECEIVE UNLEGENDED SHARES IMMEDIATELY PURSUANT TO THE REGISTRATION STATEMENT] Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount Conversion ----------------------------------------- Number of Debenture shares of Preferred Stock owned prior to Conversion ----------------------------------------- Number of shares of Preferred Stock to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount Converted ----------------------------------------- Stated Value of shares of Preferred Stock to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Converted ----------------------------------------- Number of shares of Common Stock to be issuedIssued ----------------------------------------- Applicable Conversion Price ----------------------------------------- Number of shares of Preferred Stock subsequent to Conversion ----------------------------------------- [HOLDER] By: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker NoTitle:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under of the Convertible Debenture Due December 10Note pursuant to Section 1(b) therein into shares of common stock, 2022 par value $0.0001 per share, of Western Magnesium CorporationViral Genetics, Inc., a Delaware corporation (the “Company”"Shares"), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock Shares are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address Address: EXHIBIT B VIRAL GENETICS, INC. Option for Delivery the Purchase of Shares of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, Par Value $0.0001 STOCK OPTION AGREEMENT THE HOLDER OF THIS SECURITY MUST NOT TRADE OPTION, BY ACCEPTANCE HEREOF, BOTH WITH RESPECT TO THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OPTION AND COMMON STOCK ISSUABLE UPON EXERCISE OF THE TSX VENTURE EXCHANGE OPTION, AGREES AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, ACKNOWLEDGES THAT THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “"SECURITIES ACT”"), OR UNDER THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATESSTATE. THIS WARRANT THESE SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE EXERCISED BY TRANSFERRED OR ON BEHALF OF A U.S. PERSON OR PERSON SOLD IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE ABSENCE OF THIS WARRANT HAVE BEEN REGISTERED AN EFFECTIVE REGISTRATION STATEMENT OR OTHER COMPLIANCE UNDER THE SECURITIES ACT AND OR THE LAWS OF THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION A "NO ACTION" OR INTERPRETIVE LETTER FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION ISSUER, AND ITS COUNSEL, TO THE EFFECT THAT THE SALE OR TRANSFER IS EXEMPT FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE SUCH STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANYSTATUTES. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies This is to certify that, for value received [REQUIRES COMPLETION] received, M. Xxxxx Xxxxxx Xxxxxx (the “Holder”"Optionee") is entitled to purchase from VIRAL GENETICS, INC. (the "Company" or "Corporation"), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon on the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at all or any time on or after part of 10,000,000 shares ("Option Shares") of the date hereof Company's common stock, par value $0.0001 (the “Initial Exercise Date”) and on or prior "Common Stock"), at an exercise price per share equal to the close volume weighted average price for the twenty (20) trading days immediately following the actual date of business on June 10, 2026 execution of the Agreement to which this Exhibit B is attached (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION"Option Price"). Upon exercise of this option in whole or in part, a corporation incorporated under certificate for the laws Option Shares so purchased shall be issued and delivered to the Optionee. If less than the total option is exercised, a new option of Delaware (similar tenor shall be issued for the “Company”), up to _________ shares unexercised portion of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”)options represented by this Agreement. These Warrants are issued This option is granted subject to the following further terms and conditions appended hereto as Schedule “A”.conditions:

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due Note due December 107, 2022 2017 of Western Magnesium CorporationHarrisox Xxxxxxx xxx Xxtermax, Xxx., a Delaware Nevada corporation (the “CompanyBorrower”), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ * Interest Amount to be Converted: $_______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form * Interest on Principal Amount of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT$____________ for period of ______________ through ________________. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE CLASS A WARRANT WESTERN MAGNESIUM CORPORATION HARRISOX XXXXXXX XXX XXTERMAX XXX. Warrant Shares: ● Issuance 20,000,000 Initial Exercise Date: ●December 7, 2021 2015 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 A13 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] received, TARPON BAY PARTNERS LLC, Executive Pavilion, 90 Grovx Xxxxxx, Xxxxxxxxxx XX 00000 Xxx: (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, 203) 431– 8301 or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 the seven (7) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONHARRISOX XXXXXXX XXX XXTERMAX XXX., a Nevada corporation incorporated under the laws of Delaware (the “Company”), up to _________ 20,000,000 shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”)) of Common Stock. These Warrants are issued subject The purchase price of one share of Common Stock under this Warrant shall be equal to the terms and conditions appended hereto Exercise Price, as Schedule “A”defined in Section 2(b).

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal principal, accrued but unpaid interest and/or any of amounts due under the 7.5% Senior Convertible Debenture Due December 10Promissory Note due April 21, 2022 2021 of Western Magnesium CorporationTerra Tech Corp., a Delaware Nevada corporation (the “Company”), into shares of common stock (the “Common Stock”), of Borrower the Company according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person Person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion Conversion, the undersigned represents and warrants to Borrower the Company that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock, if the resale of any such shares of Common Stock are covered by and are being sold pursuant to an effective Registration Statement. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: Payment of Interest in Common Stock __ yes __ no If yes, $__________________ of Interest Amount Accrued on Account of Conversion at Issue. Other Amounts Owed Under this Note to be ConvertedConverted including Late Fees: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●CONVERSION SCHEDULE This 7.5% Senior Convertible Promissory Note due on April 21, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (in the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) principal amount of $1,500,000 is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONissued by Terra Tech Corp., a corporation incorporated Nevada corporation. This Conversion Schedule reflects conversions made under Section 4 of the laws above referenced Note. Dated: Date of Delaware (the “Company”)Conversion(or for first entry, up Original Issue Date) Amount of Conversion Aggregate Principal Amount Remaining Subsequent to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.Conversion(or original Principal Amount) Company Attest

NOTICE OF CONVERSION. (To be executed by the Registered Holder in order to Convert the Preferred Stock) The undersigned hereby irrevocably elects to convert principal under the Convertible Debenture Due December 10______ shares of Series B Preferred Stock, 2022 of Western Magnesium Corporation, a Delaware corporation represented by stock certificate No(s). ________________ (the “Company”), "Preferred Stock Certificates") into shares of common stock (the “"Common Stock”)") of Hi-Rise Recycling Systems, of Borrower Inc. (the "Company") according to the conditions hereofof the Certificate of Designation of Series B Preferred Stock, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewithcertificates. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the The undersigned represents and warrants to Borrower that its ownership all offers and sales by the undersigned of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common StockStock issuable to the undersigned upon conversion of the Series B Preferred Stock shall be made pursuant to registration of such shares of Common Stock under the Securities Act of 1933, as amended, or pursuant to an exemption from registration under such Act. Conversion calculationsCalculations: ----------------------------------- Date of Conversion ----------------------------------- Applicable Conversion Price ----------------------------------- Signature ----------------------------------- Name Address: ----------------------------------- ----------------------------------- *No shares of Common Stock will be issued until the original preferred Stock Certificate(s) to Effect be converted and the Notice of Conversion are received by the Corporation's Transfer Agent. The original Stock Certificate(s) representing the Series B Preferred Stock to be converted and the Notice of Conversion must be received by the Corporation's Transfer Agent by the second business day following the Date of Conversion: , or the Notice of Conversion, at the Corporation's option, may be declared null and void. EXHIBIT B THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND MAY NOT BE SOLD, OFFERED FOR SALE, ASSIGNED, TRANSFERRED OR OTHERWISE DISPOSED OF, UNLESS REGISTERED PURSUANT TO THE PROVISIONS OF THE SECURITIES ACT OR AN OPINION OF COUNSEL IS OBTAINED STATING THAT SUCH DISPOSITION IS IN COMPLIANCE WITH AN AVAILABLE EXEMPTION FROM SUCH REGISTRATION. _______, 1997 HI-RISE RECYCLING SYSTEMS, INC. (INCORPORATED UNDER THE LAWS OF THE STATE OF FLORIDA) REDEEMABLE WARRANT FOR THE PURCHASE OF SHARES OF COMMON STOCK NO. WR-__ FOR VALUE RECEIVED, HI-RISE RECYCLING SYSTEMS, INC., a Florida corporation (the "Company"), hereby certifies that _________________________ Principal Amount or assigns (the "Holder") is entitled, subject to the provisions of Debenture this Warrant, to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount purchase from the Company, up to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of fully paid and non-assessable shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery at a price of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT $2.25 per share (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”"Exercise Price"), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.

NOTICE OF CONVERSION. Dated: The undersigned hereby elects to convert the principal under amount and interest indicated below of the attached Amended and Restated Secured Convertible Debenture Due December 10, 2022 of Western Magnesium Corporation, a Delaware corporation (the “Company”), Promissory Note into shares of common stock stock, $0.0001 par value (the “Common Stock”), of Borrower Eastside Distilling, Inc., according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: __:__________________________________________ Address for Delivery of Common Stock Certificates: __________ ______________Date to Effect Conversion:_______________________________________ ____________________________Principal Amount and Interest of Amended and Restated Secured Convertible Promissory Note to be Converted:_________________________ Or DWAC Instructions: __________Number of shares of Common Stock to be Issued:_______________________ Broker No:_____________ Account NoApplicable Conversion Price: ___________________ Exhibit Signature: Name: Address: EXHIBIT B Form LOAN SCHEDULE Amended and Restated Secured Convertible Promissory Note Issued by Eastside Distilling, Inc. Dated: September 29, 2023 SCHEDULE OF CONVERSIONS AND PAYMENTS OF PRINCIPAL Date of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATIONConversion Amount of Conversion Total Amount Due Subsequent To Conversion N/A N/A $ 199,645 EXHIBIT C A&R Security Agreement (Attached) AMENDED AND RESTATED SECURITY AGREEMENT This AMENDED AND RESTATED SECURITY AGREEMENT, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11dated as of September 29, 2021. 2023 (this “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATIONAgreement”) is entered into by and among Eastside Distilling, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLDInc., TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED a Nevada corporation (THE “SECURITIES ACTObligor”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATESand the holders of the Notes (as defined below) (collectively, the “Secured Parties”) under the Purchase Agreement (defined below). THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●Reference is made to that certain Security Agreement dated as of April 19, 2021 Warrant No: 2021-[A/B] Termination Date: June 10by and among Obligor and the Secured Parties (as amended, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (restated, amended and restated, supplemented or otherwise modified from time to time, the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “HolderExisting Security Agreement”). The Obligor and the Secured Parties have agreed to amend and restate the Existing Security Agreement, with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon on the terms and subject to the limitations on exercise and conditions contained herein, in connection with the conditions hereinafter set forth, at any time on or after restructuring of the date hereof (Obligor’s obligations owing the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”Notes.

NOTICE OF CONVERSION. (To be Executed by the Registered Holder in order to convert shares of Preferred Stock) The undersigned hereby elects to convert principal under the number of shares of Series C Convertible Debenture Due December 10, 2022 of Western Magnesium Corporation, a Delaware corporation (the “Company”)Preferred Stock indicated below, into shares of common stock stock, par value $.00001 per share (the “Common Stock”), of Borrower BioNeutral Group, Inc., a Nevada corporation (the “Company”), according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder Holder for any conversion, except for such transfer taxes, if any. By the delivery of tendering this Notice of Conversion Conversion, the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees hereby covenants to comply with the prospectus delivery requirements under the Applicable Law in connection Securities Act of 1933, as amended, applicable to it with any transfer respect to resales of the aforesaid shares of Common StockStock issuable upon the conversion requested hereby pursuant to a registration statement and, in connection therewith, covenants that, unless otherwise specified below, such shares have been or are intended to be sold in ordinary brokerage transactions. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _Date to Effect Conversion ____________________________________________________ Or DWAC Instructions: Number of shares of Preferred Stock owned prior to Conversion ____________________________________________________ Broker No:Number of shares of Preferred Stock to be Converted _____________ Account No: ________________________________________ Exhibit B Form Stated Value of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject shares of Preferred Stock to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to be Converted ____________________________________________________ Number of shares of Common Stock (as subject to adjustment hereunderbe Issued ____________________________________________________ Applicable Conversion Price ____________________________________________________ Number of shares of Preferred Stock subsequent to Conversion ____________________________________________________ Signature ____________________________________________________ Name ____________________________________________________ Address Accepted and Agreed: BioNeutral Group, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.Inc. By:_____________________________________ Name: Title:

NOTICE OF CONVERSION. (To be Executed by the Registered Holder in order to Convert the 8% Series H Convertible Secured Debenture) The undersigned hereby elects to convert principal under on the aforementioned date that portion of 8% Series H Convertible Secured Debenture Due December 10, 2022 of Western Magnesium Corporation, a Delaware corporation (the “Company”), No. ______ as detailed below into shares of common stock Common Stock, $0.001 par value per share (the “Common Stock”)) of Sibling Entertainment Group, of Borrower Inc. (the “Company”) according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: _of Notice:___________________________ Principal Amount Date of Debenture to be ConvertedConversion: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued InterestPrincipal Amount of Convertible Debentures to be converted: $___________________________ Number of shares of Common Stock to be issued: _____________________ SignatureNumber of Series H-2 Warrants to be issued: _____________________ Number of Series H-3 Warrants to be issued: _____________________ Applicable Conversion Rate Fifty Cents ($0.50) per share. _________________________________________ Signature Name: ____________________________________________ Address for Delivery Address: Subscription Agreement Convertible Debenture Series H Sibling Entertainment Group, Inc. Page 21 of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION56 June 28, 2006 EXHIBIT CD-2 TO THE HOLDER CONVERTIBLE DEBENTURE FORM OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. SERIES H-2 WARRANT NEITHER THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY WARRANT IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OFFERED, SOLD OR SOLD OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT THEREUNDER AND IN ACCORDANCE COMPLIANCE WITH APPLICABLE STATE SECURITIES LAWS IN EACH INSTANCE AS EVIDENCED EVIDENCE BY A LEGAL AN OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIESSIBLING ENTERTAINMENT GROUP, INC. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 SERIES H-2 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to . ___________ shares Dated: ___________________________ Sibling Entertainment Group, Inc., a company organized and existing under the laws of Common the State of New York (the “Company”), hereby certifies that, for value received, [________________], or its registered assigns (the “Warrant Holder”), is entitled, for every one SERIES H-2 Stock (as Purchase Warrant owned, subject to adjustment hereunderthe terms set forth below, to purchase from the Company one (1) share of the Company’s common stock, $0.001 par value (the “Common Stock”) (each such share, a “Warrant Share” and all such shares, the “Warrant Shares”) at an exercise price equal to $0.75 per share (as adjusted from time to time as provided in Section 5 (the “Exercise Price”). These This Warrant certificate represents [__________________] SERIES H-2 Stock Purchase Warrants are (collectively, the “Warrants”). This Warrant is issued pursuant to a Subscription Agreement dated ___________, 2006 for reference purposes between the Company and the original holder of this Warrant. The Warrants may be exercised at any time and from time to time from and after the date thereof and through and including 5:00 p.m. Eastern Standard Time on __________________, 20___ 1(the “Expiration Date”), and subject to the following terms and conditions appended hereto as Schedule “A”.conditions:

NOTICE OF CONVERSION. (To be Executed by the Registered Holder in order to Convert the 7% Preferred Stock) The undersigned hereby irrevocably elects to convert principal under the Convertible Debenture Due December 10, 2022 ________ shares of Western Magnesium Corporation, a Delaware corporation (the “Company”), COES Preferred Stock represented by above Certificate No. ___ into shares of common stock of COMMODORE APPLIED TECHNOLOGIES, INC. (the “Common Stock”), of Borrower "Subsidiary") according to the conditions hereof, as of the date written below. If The undersigned represents and warrants that: All offers and sales by the undersigned of the shares of Common Stock are issuable to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will upon conversion of the COES Preferred Shares shall be charged made pursuant to an exemption from registration under the holder for any conversionAct, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants or pursuant to Borrower that its ownership registration of the Common Stock does not exceed under the amounts specified under Section 4 Securities Act of this Debenture1933, as determined in accordance with Section 13(d) amended. -------------------------------- --------------------------- Date of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ -------------------------------- --------------------------- Number of shares Shares of Common Stock to be issued$ Amount of Conversion upon Conversion -------------------------------- --------------------------- Signature Name Address: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock CertificatesShares to: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER THESE SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER WITH THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT REGULATION D PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"). THIS SUBSCRIPTION AGREEMENT SHALL NOT CONSTITUTE AN OFFER TO SELL NOR A SOLICITATION OF AN OFFER TO BUY THE SECURITIES IN ANY JURISDICTION IN WHICH SUCH OFFER OR SOLICITATION WOULD BE UNLAWFUL. THE SECURITIES ARE "RESTRICTED" AND MAY NOT BE RESOLD OR TRANSFERRED EXCEPT AS PERMITTED UNDER THE ACT PURSUANT TO AN AVAILABLE REGISTRATION OR EXEMPTION FROMTHEREFROM. 7% PREFERRED STOCK SECURITIES PURCHASE AGREEMENT COMMODORE ENVIRONMENTAL SERVICES, OR IN A TRANSACTION NOT SUBJECT TOINC. AND COMMODORE APPLIED TECHNOLOGIES, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANYINC. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●AGREEMENT is made as of the 20th day of May, 2021 Warrant No: 2021-[A/B] Termination Date: June 101997, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT by and between COMMODORE ENVIRONMENTAL SERVICES, INC., traded on the "Pinksheets" under the symbol "COES" (the “Warrant”) certifies that"Parent Company"), for value received [REQUIRES COMPLETION] a corporation, with its principal office at 000 Xxxx 00xx Xxxxxx, Xxx Xxxx, XX 00000, COMMODORE APPLIED TECHNOLOGIES INC., AMEX symbol "CXI" (the “Holder”"Subsidiary Company"), a corporation, with its principal office at 000 Xxxx 00xx Xxxxxx, Xxx Xxxx, XX 00000 and XXXXXX PARTNERS (the "Purchaser"), with an address at: [REQUIRES COMPLETION]its principal office at 000 Xxxxx Xxxxxx, email: [REQUIRES COMPLETION],Greenwich, or its assigns (CT 06830. IN CONSIDERATION of the “Holder”) is entitledmutual covenants contained in this Agreement, upon the terms and subject to the limitations on exercise Parent Company, Subsidiary Company and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock (Purchaser agree as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.follows:

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under of the Convertible Debenture Due December 10Note pursuant to Section 1(b) therein into shares of common stock, 2022 par value $0.0001 per share, of Western Magnesium CorporationVG Energy, Inc., a Delaware corporation (the “Company”"Shares"), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock Shares are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address Address: EXHIBIT B VG ENERGY, INC. Option for Delivery the Purchase of Shares of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, Par Value $0.0001 STOCK OPTION AGREEMENT THE HOLDER OF THIS SECURITY MUST NOT TRADE OPTION, BY ACCEPTANCE HEREOF, BOTH WITH RESPECT TO THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OPTION AND COMMON STOCK ISSUABLE UPON EXERCISE OF THE TSX VENTURE EXCHANGE OPTION, AGREES AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, ACKNOWLEDGES THAT THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “"SECURITIES ACT”"), OR UNDER THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATESSTATE. THIS WARRANT THESE SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE EXERCISED BY TRANSFERRED OR ON BEHALF OF A U.S. PERSON OR PERSON SOLD IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE ABSENCE OF THIS WARRANT HAVE BEEN REGISTERED AN EFFECTIVE REGISTRATION STATEMENT OR OTHER COMPLIANCE UNDER THE SECURITIES ACT AND OR THE LAWS OF THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION A "NO ACTION" OR INTERPRETIVE LETTER FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION ISSUER, AND ITS COUNSEL, TO THE EFFECT THAT THE SALE OR TRANSFER IS EXEMPT FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE SUCH STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANYSTATUTES. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies This is to certify that, for value received [REQUIRES COMPLETION] received, Xxxxxx Xxx (the “Holder”"Optionee") is entitled to purchase from VG ENERGY, INC. (the "Company" or "Corporation"), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon on the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at all or any time on or after part of 800,000 shares ("Option Shares") of the date hereof Company's common stock, par value $0.0001 (the “Initial Exercise Date”) "Common Stock"), at an exercise price of $0.083 per share ("Option Price"). Upon exercise of this option in whole or in part, a certificate for the Option Shares so purchased shall be issued and on or prior delivered to the close of business on June 10, 2026 (Optionee. If less than the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONtotal option is exercised, a corporation incorporated under new option of similar tenor shall be issued for the laws unexercised portion of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”)options represented by this Agreement. These Warrants are issued This option is granted subject to the following further terms and conditions appended hereto as Schedule “A”.conditions:

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Original Issue Discount Convertible Debenture Due December 10due on the Maturity Date of Rapid Therapeutic Science Laboratories, 2022 of Western Magnesium CorporationInc., a Delaware Nevada corporation (the “Company”), into shares of common stock (the “Common Stock”), of Borrower the Company according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower the Company that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture to be Converted: Payment of Interest, if any, in Common Stock __ yes __ no If yes, $__________________ Applicable of Interest Accrued on Account of Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ at Issue. Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ ______________________________________ Signature: ______________________________ Or DWAC InstructionsName: _________________________________ Address for Delivery of Common Stock Certificates: Or DWAC Instructions: Broker No:: _______________________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares Schedule 1 CONVERSION SCHEDULE The Original Issue Discount Convertible Debentures due on the Maturity Date in the aggregate principal amount of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants $411,764 are issued subject by Rapid Therapeutic Science Laboratories, Inc., a Nevada corporation. This Conversion Schedule reflects conversions made under Section 4 of the above referenced Debenture. Dated: Date of Conversion (or for first entry, Original Issue Date) Amount of Conversion Aggregate Principal Amount Remaining Subsequent to the terms and conditions appended hereto as Schedule “A”.Conversion (or original Principal Amount) Company Attest

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal principal, accrued but unpaid interest and/or any of amounts due under the 7.5% Senior Convertible Debenture Due December 10Promissory Note due September 12, 2022 2020 of Western Magnesium CorporationTerra Tech Corp., a Delaware Nevada corporation (the “Company”), into shares of common stock (the “Common Stock”), of Borrower the Company according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person Person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion Conversion, the undersigned represents and warrants to Borrower the Company that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock, if the resale of any such shares of Common Stock are covered by and are being sold pursuant to an effective Registration Statement. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Principal Amount of Note to be Converted: $_________________________ Applicable Payment of Interest in Common Stock __ yes __ no If yes, $_____ of Interest Accrued on Account of Conversion Price for Accrued Interestat Issue. Other Amounts Owed Under this Note to be Converted including Late Fees: $_________________________________________ Number of shares of Common Stock to be issued: ___________________ Signature: _________________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Delivery Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form 26 Schedule 1 CONVERSION SCHEDULE This 7.5% Senior Convertible Promissory Note due on September 12, 2020 in the principal amount of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) $5,000,000 is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONissued by Terra Tech Corp., a corporation incorporated Nevada corporation. This Conversion Schedule reflects conversions made under Section 4 of the laws above referenced Note. Dated: Date of Delaware Conversion (the “Company”)or for first entry, up Original Issue Date) Amount of Conversion Aggregate Principal Amount Remaining Subsequent to _________ shares of Common Stock Conversion (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.or original Principal Amount) Company Attest

NOTICE OF CONVERSION. To:Flexpoint Sensor Systems, Inc. The undersigned registered owner of this Debenture hereby elects exercises the option to convert principal under this Debenture, or the Convertible Debenture Due December 10portion hereof designated below, 2022 of Western Magnesium Corporation, a Delaware corporation (and the “Company”), accrued interest thereon designated below into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) the terms of the Exchange ActDebenture, and directs that the shares issuable and deliverable upon this conversion, together with a new Debenture representing any unconverted principal amount hereof, be issued and delivered to the registered owner hereof, unless a different name has been provided below. The undersigned agrees Principal amount to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ______be converted (if less than all): $______________________ Principal Amount of Debenture Accrued interest to be Converted: converted $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued______________________ Dated: __________________ Signature_______________________ Signature(s) Complete the following for registration of shares of Common Stock if they are to be delivered, or Debentures if they are to be issued, other than to and in the name of the registered owner: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _________________Name ____________________________________ ____________________________________ Address __________________ Or DWAC Instructions: _________________________________ Broker Soc. Sec. or Tax I.D. No:. 38 Exhibit B (Form of Series 2000-A Warrants) 39 THE SECURITIES REPRESENTED BY THIS WARRANT CERTIFICATE WERE ORIGINALLY ISSUED ON MARCH 3, 2000 AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR ANY APPLICABLE STATE SECURITIES LAW. THE TRANSFER OF THE SECURITIES REPRESENTED BY THIS WARRANT CERTIFICATE IS SUBJECT TO THE CONDITIONS SET FORTH IN THE SECURITIES PURCHASE AGREEMENT, DATED AS OF MARCH 3, 2000, BETWEEN THE ISSUER (THE "COMPANY") AND THE PURCHASER NAMED THEREIN. THE COMPANY RESERVES THE RIGHT TO REFUSE ANY TRANSFER OF SUCH SECURITIES UNTIL SUCH CONDITIONS HAVE BEEN FULFILLED WITH RESPECT TO SUCH TRANSFER. A COPY OF SUCH CONDITIONS SHALL BE FURNISHED WITHOUT CHARGE TO THE HOLDER HEREOF UPON WRITTEN REQUEST TO THE COMPANY. _____________ Account No: ______________________________ Exhibit B Form of FLEXPOINT SENSOR SYSTEMS, INC. (a Delaware corporation) Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Sharesfor the Purchase of Common Stock Dated: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to ___________ shares Number of Common Series 2000-A Warrants: _________ This certifies that, for value received, the sufficiency of which is hereby acknowledged, ASPEN CAPITAL RESOURCES, LLC or its assigns (the "Holder"), a Utah limited liability company with an address at 0000 Xxxxx Xxxxxxxxx Xxxxxx, Sandy, Utah 84093, is the owner of the number of Series 2000-A Warrants (the "Warrants") set forth above, each of which represents the right to purchase one fully paid and nonassessable share of the common stock, $.001 par value, (the "Shares") of FLEXPOINT SENSOR SYSTEMS, INC. (the "Company"), a Delaware corporation with an address at 0000 Xxxxx 000 Xxxx, Xxxxxxx, Xxxx 00000, at the initial exercise price which is equal to 105% of the lesser of (i) the average of the three lowest closing bid prices for the Shares quoted on the NASDAQ Stock Market System or reported on the NASD's OTC Bulletin Board during the 15 trading days preceding the date of the Purchase Agreement (as the "Initial Exercise Price"), or (ii) the average of the three lowest closing bid prices for the Shares quoted on the NASDAQ Stock Market System or reported on the NASD's OTC Bulletin Board during the 15 trading days preceding the date of this Warrant (the "Initial Exercise Price"), subject to a maximum Initial Exercise Price of $3.00 per share and a minimum Initial Exercise Price of $1.00 per share The Initial Exercise Price and number of Shares (and the amount and kind of other securities) for which this Warrant is exercisable shall be subject to adjustment hereunderas provided herein. This Warrant Certificate relates to Warrants of the Company issued pursuant to a Securities Purchase Agreement, dated as of March 3, 2000 (as amended and modified from time to time, the “Warrant Shares”"Purchase Agreement"). These , between the Company and the Holder, and the Warrants are issued subject those Warrants referred to in the Purchase Agreement. The Purchase Agreement contains terms governing the rights of the Holder of this Warrant Certificate, and conditions appended hereto as Schedule “A”all provisions of the Purchase Agreement are hereby incorporated herein in full by reference.

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the 9% Secured Convertible Debenture Due December 10of OneTravel, 2022 of Western Magnesium CorporationHoldings, Inc., a Delaware corporation (the “"Company”"), due on January __, 2009 into shares of common stock stock, par value $0.04 per share (the “"Common Stock”"), of Borrower the Company according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower the Company that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act, specified under Section 4 of this Debenture. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: Principal Amount of Debenture to be Converted: Payment of Interest in Common Stock __yes __no If yes, $___ of Interest Accrued on Account of Conversion at Issue. Number of shares of Common Stock to be issued: Signature: Name: Address: Schedule 1 CONVERSION SCHEDULE The 9% Secured Convertible Debentures due on January __________, 2009 in the aggregate principal amount of $____________ issued by OneTravel Holdings, Inc. This Conversion Schedule reflects conversions made under Section 4 of the above referenced Debenture. Dated: ------------------------------------------------------------------------------------------------------------- Aggregate Principal Amount Remaining Date of Debenture Conversion Subsequent to be Converted: $__________________ Applicable (or for first entry, Original Conversion Price: $__________________ Interest Issue Date) Amount to be Converted: $_________________________ Applicable of Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”or original Company Attest Principal Amount) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.------------------------------------------------------------------------------------------------------------- ------------------------------------------------------------------------------------------------------------- ------------------------------------------------------------------------------------------------------------- ------------------------------------------------------------------------------------------------------------- ------------------------------------------------------------------------------------------------------------- ------------------------------------------------------------------------------------------------------------- ------------------------------------------------------------------------------------------------------------- ------------------------------------------------------------------------------------------------------------- -------------------------------------------------------------------------------------------------------------

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under of the Convertible Debenture Due December 10Note pursuant to Section 1(b) therein into shares of common stock, 2022 par value $0.0001 per share, of Western Magnesium CorporationViral Genetics, Inc., a Delaware corporation (the “Company”"Shares"), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock Shares are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address Address: EXHIBIT B VIRAL GENETICS, INC. Option for Delivery the Purchase of Shares of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, Par Value $0.0001 STOCK OPTION AGREEMENT THE HOLDER OF THIS SECURITY MUST NOT TRADE OPTION, BY ACCEPTANCE HEREOF, BOTH WITH RESPECT TO THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OPTION AND COMMON STOCK ISSUABLE UPON EXERCISE OF THE TSX VENTURE EXCHANGE OPTION, AGREES AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, ACKNOWLEDGES THAT THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “"SECURITIES ACT”"), OR UNDER THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATESSTATE. THIS WARRANT THESE SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE EXERCISED BY TRANSFERRED OR ON BEHALF OF A U.S. PERSON OR PERSON SOLD IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE ABSENCE OF THIS WARRANT HAVE BEEN REGISTERED AN EFFECTIVE REGISTRATION STATEMENT OR OTHER COMPLIANCE UNDER THE SECURITIES ACT AND OR THE LAWS OF THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION A "NO ACTION" OR INTERPRETIVE LETTER FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION ISSUER, AND ITS COUNSEL, TO THE EFFECT THAT THE SALE OR TRANSFER IS EXEMPT FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE SUCH STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANYSTATUTES. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies This is to certify that, for value received [REQUIRES COMPLETION] received, Xxxx Xxxxxxxxx (the “Holder”"Optionee") is entitled to purchase from VIRAL GENETICS, INC. (the "Company" or "Corporation"), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon on the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at all or any time on or after part of 12,000,000 shares ("Option Shares") of the date hereof Company's common stock, par value $0.0001 (the “Initial Exercise Date”) and on or prior "Common Stock"), at an exercise price per share equal to the close volume weighted average price for the twenty (20) trading days immediately following the actual date of business on June 10, 2026 execution of the Agreement to which this Exhibit B is attached (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION"Option Price"). Upon exercise of this option in whole or in part, a corporation incorporated under certificate for the laws Option Shares so purchased shall be issued and delivered to the Optionee. If less than the total option is exercised, a new option of Delaware (similar tenor shall be issued for the “Company”), up to _________ shares unexercised portion of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”)options represented by this Agreement. These Warrants are issued This option is granted subject to the following further terms and conditions appended hereto as Schedule “A”.conditions:

NOTICE OF CONVERSION. (To be executed by the Registered Holder in order to convert the Note) The undersigned hereby elects to convert $___of the principal under and $___of the Convertible Debenture Due December 10interest due on the Note issued by VoIP, 2022 Inc. on ___, 2005 into Shares of Western Magnesium CorporationPreferred Stock of VoIP, a Delaware corporation (the “Company”), into shares of common stock (the “Common Stock”), of Borrower Inc. according to the conditions hereofset forth in such Note, as of the date written below. If shares Date of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares Shares of Common Preferred Stock to be issuedBeneficially Owned on the Conversion Date: ______________ Less than 5% of the outstanding Preferred Stock of VoIP, Inc. Shares To Be Delivered: Signature: _________________________________________ Print Name: ____________________________________________ Address for Delivery of Common Stock CertificatesAddress: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B — Pg. 15 EXHIBIT C Parent and Buyer Security Agreement See Exhibit 10.3 to Form of 8-K Exhibit C — Pg.1 EXHIBIT D Stock Purchase Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. Exhibit D — Pg.1 THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE APPLICABLE SECURITIES LEGISLATION COMMON SHARES ISSUABLE UPON EXERCISE OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR SOLD EXCEPT PURSUANT TO HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES SAID ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE TRANSFEROR TO VOIP, INC. THAT SUCH EFFECTREGISTRATION IS NOT REQUIRED. Right to Purchase 5,000,000 shares of Common Stock of VoIP, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] Inc. (subject to adjustment as provided herein) COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance No. Issue Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 102005 VOIP, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT INC., a corporation organized under the laws of the State of Texas (the “WarrantCompany”) ), hereby certifies that, for value received [REQUIRES COMPLETION] (the “Holder”)received, with an address at: [REQUIRES COMPLETION]WQN, email: [REQUIRES COMPLETION],Inc., 10000 Xxxxxx Xxxxx, Xxxxx 000, Xxxxxx, Xxxxx 00000, or its assigns (the “Holder”) ), is entitled, upon the terms and subject to the limitations on exercise and terms set forth below, to purchase from the conditions hereinafter set forth, Company at any time on or after the date hereof Issue Date until August 1, 2010 (the “Initial Exercise Expiration Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ 5,000,000 fully paid and nonassessable shares of Common Stock (at a per share purchase price of $0.001. The aforedescribed purchase price per share, as adjusted from time to time as herein provided, is referred to herein as the “Purchase Price.” The number and character of such shares of Common Stock and the Purchase Price are subject to adjustment hereunder, as provided herein. The Company may reduce the Purchase Price without the consent of the Holder. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain asset purchase agreement (the “Warrant SharesAsset Purchase Agreement”), of even date herewith, entered into by the Company and Holder. These Warrants are issued subject to As used herein the terms and conditions appended hereto as Schedule “A”.following terms, unless the context otherwise requires, have the following respective meanings:

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal and interest under the 10.0% OID Convertible Debenture Due December 10Promissory Notes due January 29, 2022 2021 of Western Magnesium CorporationCell Source, a Delaware corporation Inc. (the “Company”), into shares of its common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower the Company that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: ___:______________________________________ Name: ____________________Principal Amount of Note to be Converted:________________________ Address for Delivery Payment of Interest in Common Stock __ yes __ no If yes, $_____ of Interest Accrued on Account of Conversion at Issue. Number of shares of Common Stock Certificates: to be issued:___________________ __________________________ Signature __________________________ Name Delivery Instructions: __________________________ ____________________________ __________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●Schedule 1 CONVERSION SCHEDULE This 10.0% OID Convertible Promissory Notes due January 29, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (in the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close original principal amount of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _$________ shares of Common Stock is issued by Cell Source, Inc. (as subject to adjustment hereunder, the “Warrant SharesCompany”). These Warrants are issued subject This Conversion Schedule reflects conversions made under Section 4 of the above referenced Note. Dated: Date of Conversion(or for first entry, Original Issue Date) Amount of Conversion Aggregate Principal Amount RemainingSubsequent to the terms and conditions appended hereto as Schedule “A”.Conversion(or original Principal Amount) Company Attest

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10Note due April 1, 2022 2018 of Western Magnesium CorporationHxxxxxxx Xxxxxxx and Wxxxxxxx, Inc., a Delaware Nevada corporation (the “CompanyBorrower”), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ * Interest Amount to be Converted: $_______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form * Interest on Principal Amount of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT$____________ for period of ______________ through ________________. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE CLASS A WARRANT WESTERN MAGNESIUM CORPORATION HXXXXXXX XXXXXXX AND WXXXXXXX INC. Warrant Shares: ● Issuance 170,000,000 Initial Exercise Date: ●April 1, 2021 2016 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 S040116 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] received, SOUTHRIDGE PARTNERS II LP, Executive Pavilion, 90 Xxxxx Xxxxxx, Xxxxxxxxxx XX 00000 Fax: (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, 203) 431– 8301 or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 the seven (7) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONHXXXXXXX XXXXXXX AND WXXXXXXX INC., a Nevada corporation incorporated under the laws of Delaware (the “Company”), up to _________ 170,000,000 shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”)) of Common Stock. These Warrants are issued subject The purchase price of one share of Common Stock under this Warrant shall be equal to the terms and conditions appended hereto Exercise Price, as Schedule “A”defined in Section 2(b).

NOTICE OF CONVERSION. (To be executed by the Registered Holder in order to convert the Note) The undersigned hereby elects to convert principal under $_________ of the Convertible Debenture Due December 10Outstanding Balance due on the Note issued by Bruush Oral Care Inc. on January ___, 2022 of Western Magnesium Corporation, a Delaware corporation (the “Company”), 2024 into shares of common stock of Bruush Oral Care Inc. (the “Common StockBorrower”), of Borrower ) according to the conditions hereofset forth in such Note, as of the date written below. If shares Date of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ Conversion Price: _______________________________________________________________ Or DWAC InstructionsShares to Be Delivered: _________________________________ Broker No:_________________________ Account NoNotwithstanding anything to the contrary contained herein, this Conversion Notice shall constitute a representation by the Holder of the Note submitting this Conversion Notice that, after giving effect to the conversion provided for in this Conversion Notice, such Holder (together with its affiliates) will not have beneficial ownership (together with the beneficial ownership of such person’s affiliates) of a number of shares Common Stock which exceeds the Maximum Percentage (as defined in the Note) of the total outstanding shares Common Stock of the Company as determined pursuant to the provisions of this Note. Signature: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _______________________________________________________ shares Generating Alpha Ltd. PLEASE BE ADVISED, pursuant to the Note, “Upon receipt by the Company of Common Stock (as subject to adjustment hereundera copy of the Conversion Notice, the Company shall as soon as practicable, but in no event later than one (1) Business Day after receipt of such Conversion Notice, SEND, VIA EMAIL, A CONFIRMATION OF RECEIPT OF SUCH CONVERSION NOTICE TO SUCH HOLDER INDICATING THAT THE COMPANY WILL PROCESS SUCH CONVERSION NOTICE in accordance with the terms herein. Within two (2) Business Days after the date of the Conversion Confirmation, the Company shall have issued and electronically transferred the shares to the Broker indicated by the Holder of the Note. Exhibit C Bruush Oral Care Inc. OFFICER’S CERTIFICATE The undersigned, Axxxx Xxxxx Xxxxxx, Chief Executive Officer of Bruush Oral Care Inc., a corporation incorporated in British Columbia, Canada (“Warrant SharesCompany”). These Warrants are , in connection with the issuance of that certain Note issued subject by the Company, dated as of January 1, 2024 (the “Note”) in the original principal amount of $6,000,000.00 in favor of Generating Alpha Ltd. a Saint Kitts and Nevis company (“Investor”), pursuant to that certain Securities Purchase Agreement dated as of January 1, 2024 between Investor and Company (the terms “Purchase Agreement”), personally and conditions appended hereto in his capacity as Schedule “A”.an officer of Company, hereby represents, warrants and certifies that:

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the 8% Convertible Debenture Due December 10, 2022 of Western Magnesium Ramp Corporation, a Delaware corporation (the “"Company”"), into shares of common stock stock, par value $0.001 per share (the “"Common Stock”"), of Borrower the Company according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower the Company that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act, specified under Section 4 of this Debenture. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: Principal Amount of Debentures to be Converted: Payment of Interest in Common Stock __ yes __ no If yes, $_________________ of Interest Accrued on Account of Conversion at Issue. Number of shares of Common Stock to be issued: Signature: Name: Address: Schedule 1 CONVERSION SCHEDULE The 8% Convertible Debentures, in the aggregate principal amount of $____________ issued by Ramp Corporation, a Delaware corporation. This Conversion Schedule reflects conversions made under Section 4 of the above referenced Debenture. Dated: Aggregate Principal Amount Remaining Subsequent to Date of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Conversion (or for first entry, Amount to be Converted: $_________________________ Applicable of (or original Original Issue Date) Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”Principal Amount) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.Company Attest -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- --------------------------------------------------------------------------------

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the 8% Convertible Debenture Due December 10, 2022 of Western Magnesium Ramp Corporation, a Delaware corporation (the “"Company”"), into shares of common stock stock, par value $0.001 per share (the “"Common Stock”"), of Borrower the Company according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower the Company that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act, specified under Section 4 of this Debenture. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: Principal Amount of Debentures to be Converted: Payment of Interest in Common Stock __ yes __ no If yes, $_____ of Interest Accrued on Account of Conversion at Issue. Number of shares of Common Stock to be issued: Signature: Name: Address: Schedule 1 CONVERSION SCHEDULE The 8% Convertible Debentures, in the aggregate principal amount of $____________ issued by Ramp Corporation, a Delaware corporation. This Conversion Schedule reflects conversions made under Section 4 of the above referenced Debenture. Dated: ================================================================================ Aggregate Principal Amount Remaining Subsequent to Date of Conversion Conversion (or for first entry, Amount of (or original Original Issue Date) Conversion Principal Amount) Company Attest -------------------------------------------------------------------------------- ____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ ________________________________________________________________________________ Or DWAC Instructions: ________________________________________________________________________________ Broker No:_____________ Account No: ____________________________________________________________________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to ________________________________________________________________________________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.________________________________________________________________________________ ________________________________________________________________________________ ________________________________________________________________________________ ================================================================================

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10Note due May 26, 2022 2018 of Western Magnesium CorporationHxxxxxxx Xxxxxxx and Wxxxxxxx, Inc., a Delaware Nevada corporation (the “CompanyBorrower”), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ * Interest Amount to be Converted: $_______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form * Interest on Principal Amount of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT$____________ for period of ______________ through ________________. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE CLASS A WARRANT WESTERN MAGNESIUM CORPORATION HXXXXXXX XXXXXXX AND WXXXXXXX INC. Warrant Shares: ● Issuance 20,000,000 Initial Exercise Date: ●May 26, 2021 2016 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 A052616 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”)received, with an address atALPHA CAPITAL ANSTALT, Lxxxxxxxxxx 00, 0000 Xxxxx, Principality of Liechtenstein Fax: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, + 400 000 00 00 or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 the seven (7) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONHXXXXXXX XXXXXXX AND WXXXXXXX INC., a Nevada corporation incorporated under the laws of Delaware (the “Company”), up to _________ 240,000,000 shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”)) of Common Stock. These Warrants are issued subject The purchase price of one share of Common Stock under this Warrant shall be equal to the terms and conditions appended hereto Exercise Price, as Schedule “A”defined in Section 2(b).

NOTICE OF CONVERSION. (To be executed by the Registered Holder in order to convert the Note) The undersigned hereby elects to convert principal under $_________ of the Convertible Debenture Due December 10Outstanding Balance due on the Note issued by Grom Social Enterprises, 2022 of Western Magnesium CorporationInc. on October ___, a Delaware corporation (the “Company”), 2023 into shares of common stock of Grom Social Enterprises, Inc. (the “Common StockBorrower”), of Borrower ) according to the conditions hereofset forth in such Note, as of the date written below. If shares Date of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ Conversion Price: _______________________________________________________________ Or DWAC InstructionsShares to Be Delivered: _________________________________ Broker No:_________________________ Account NoNotwithstanding anything to the contrary contained herein, this Conversion Notice shall constitute a representation by the Holder of the Note submitting this Conversion Notice that, after giving effect to the conversion provided for in this Conversion Notice, such Holder (together with its affiliates) will not have beneficial ownership (together with the beneficial ownership of such person's affiliates) of a number of shares Common Stock which exceeds the Maximum Percentage (as defined in the Note) of the total outstanding shares Common Stock of the Company as determined pursuant to the provisions of this Note. Signature: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _______________________________________________________ shares Generating Alpha Ltd. PLEASE BE ADVISED, pursuant to the Note, “Upon receipt by the Company of Common Stock (as subject to adjustment hereundera copy of the Conversion Notice, the Company shall as soon as practicable, but in no event later than one (1) Business Day after receipt of such Conversion Notice, SEND, VIA EMAIL, A CONFIRMATION OF RECEIPT OF SUCH CONVERSION NOTICE TO SUCH HOLDER INDICATING THAT THE COMPANY WILL PROCESS SUCH CONVERSION NOTICE in accordance with the terms herein. Within two (2) Business Days after the date of the Conversion Confirmation, the Company shall have issued and electronically transferred the shares to the Broker indicated by the Holder of the Note. Exhibit D grom social enterprises, inc. OFFICER’S CERTIFICATE The undersigned, Xxxxxx Xxxxx, Chief Executive Officer of Grom Social Enterprises, Inc., a Florida corporation (“Warrant SharesCompany”). These Warrants are , in connection with the issuance of that certain Note issued subject by the Company, dated as of November , 2023 (the “Note”) in the original principal amount of $4,000,000 in favor of Generating Alpha Ltd. a Saint Kitts and Nevis company (“Investor”), pursuant to that certain Securities Purchase Agreement dated as of October 24, 2023 between Investor and Company (the terms “Purchase Agreement”), personally and conditions appended hereto in his capacity as Schedule “A”.an officer of Company, hereby represents, warrants and certifies that:

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under of the Convertible Debenture Due December 10Note pursuant to Section 1(b) therein into shares of common stock, 2022 par value $0.0001 per share, of Western Magnesium CorporationVG Life Sciences Inc., a Delaware corporation (the “CompanyShares”), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock Shares are to be issued in the name of a person other than the undersignedLender of the Note, the undersigned such person will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by the Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address Xxxx Xxxxxxxx Address: P.O. Box 1020 South Pasadena, CA 91031 EXHIBIT C – WARRANT VG LIFE SCIENCES INC. Warrant for Delivery the Purchase of Shares of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, Par Value $0.0001 WARRANT AGREEMENT THE HOLDER OF THIS SECURITY MUST NOT TRADE WARRANT, BY ACCEPTANCE HEREOF, BOTH WITH RESPECT TO THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL WARRANT AND COMMON STOCK ISSUABLE UPON EXERCISE OF THE TSX VENTURE EXCHANGE WARRANT, AGREES AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, ACKNOWLEDGES THAT THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATESSTATE. THIS WARRANT THESE SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE EXERCISED BY TRANSFERRED OR ON BEHALF OF A U.S. PERSON OR PERSON SOLD IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE ABSENCE OF THIS WARRANT HAVE BEEN REGISTERED AN EFFECTIVE REGISTRATION STATEMENT OR OTHER COMPLIANCE UNDER THE SECURITIES ACT AND OR THE LAWS OF THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION A “NO ACTION” OR INTERPRETIVE LETTER FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION ISSUER, AND ITS COUNSEL, TO THE EFFECT THAT THE SALE OR TRANSFER IS EXEMPT FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE SUCH STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECTSTATUTES. Pursuant to the payment in full of the Restated and Amended Note dated January 1, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT 2011 by and between the Company and Holder (the “WarrantNote”) certifies ), this is to certify that, for value received [REQUIRES COMPLETION] (the “Holder”)received, with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns Xxxx Xxxxxxxx. (the “Holder”) is entitled, upon the terms and subject entitled to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, VG Life Sciences Inc. a Delaware corporation incorporated under the laws of Delaware (the “Company”), up to _________ on the terms and conditions hereinafter set forth, all or any part of two hundred eighty nine thousand and four hundred and thirty four (289,434) shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock, par value $0.0001 (the “Common Stock”), at the purchase price of $.33 per share (“Warrant Price”). These Warrants are Upon exercise of this warrant in whole or in part, a certificate for the Warrant Shares so purchased shall be issued subject and delivered to the Holder. The Warrant include a cashless exercise feature enabling conversion into unregistered shares (“Shares”) of common stock of VGLS based on the spread between the warrant exercise price and the then-trading value of the underlying VGLS Shares If less than the total warrant is exercised, a new warrant of similar tenor shall be issued for the unexercised portion of this warrant. By acceptance hereof, the Holder agrees to be bound by the terms and conditions appended hereto as Schedule “A”.of this warrant. This warrant is granted subject to the following further terms and conditions:

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under of, and/or Interest and Additional Amounts (if any) accrued on, the 3.75% Senior Exchangeable Convertible Debenture Due December 10, 2022 of Western Magnesium Corporation, a Delaware corporation Note (the “Company”), into shares of common stock "Note") issued by CDC CORPORATION (the “"Company") into common shares ("Common Stock”), Shares") of Borrower the Company according to the terms and conditions hereof, as of the date written belowNote. If Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Note. Notwithstanding anything to the contrary contained herein, this Conversion Notice shall constitute a representation by the holder of the Note submitting this Conversion Notice that, after giving effect to the conversion provided for in this Conversion Notice, such holder (together with its affiliates) will not have beneficial ownership (together with the beneficial ownership of such Person's affiliates) of a number of Common Shares which exceeds 9.9% of the total outstanding shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions Shares as reasonably requested by Borrower in accordance therewith. No fee will be charged determined pursuant to the holder for any conversion, except for such transfer taxes, if any. By the delivery provisions of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d9(e) of the Exchange ActNote. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer Date of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: _:___________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $:_________________________ Applicable Conversion Price for Accrued Interest: $Amount of Interest to be Converted:______________________________ Number of shares of Common Stock Additional Amounts to be issuedConverted: ______________ Signature: ________________ Common Shares to be Issued:___________________ Name of Holder:_______________________________ NameAddress: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ __________________________________ __________________________________ Or DWAC InstructionsSignature: __________________________________ Broker No:NOTICE: The name of the Holder must correspond with the name as written upon the face of the within-mentioned instrument in every particular, without alteration or any change whatsoever. Holder Requests Delivery to be made: (check one) - By Delivery of Physical Certificates to the Above Address - Through Depository Trust Corporation (Account_____________ Account __________________) Annex III [FORM OF TRANSFER NOTICE] FOR VALUE RECEIVED the undersigned registered holder hereby sell(s), assign(s) and transfer(s) unto Insert Taxpayer Indemnification No: . _____________________________________________ Exhibit B Form Please print or typewrite name and address including zip code of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to assignee _____________________________________________ shares the within Note (or if less than the entire principal amount of Common Stock the Note, a portion thereof equal to $____________) and all rights thereunder, hereby irrevocably constituting and appointing _____________________________________________ attorney to transfer said Note on the books of the Company with full power of substitution in the premises. In connection with any transfer of this Note occurring prior to the date which is the earlier of (i) the date of an effective registration statement under the U.S. Securities Act of 1933, as subject to adjustment hereunderamended (the "Securities Act") or (ii) two years after the date of the original issuance of this Note or the last date on which the Note was held by an Affiliate of the Company, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.undersigned confirms, that without utilizing any general solicitation or general advertising: [Check One]

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under of the Convertible Debenture Due December 10Note pursuant to Section 1(b) therein into shares of common stock, 2022 par value $0.0001 per share, of Western Magnesium CorporationViral Genetics, Inc., a Delaware corporation (the “Company”"Shares"), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock Shares are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address Address: EXHIBIT B VIRAL GENETICS, INC. Option for Delivery the Purchase of Shares of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, Par Value $0.0001 STOCK OPTION AGREEMENT THE HOLDER OF THIS SECURITY MUST NOT TRADE OPTION, BY ACCEPTANCE HEREOF, BOTH WITH RESPECT TO THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OPTION AND COMMON STOCK ISSUABLE UPON EXERCISE OF THE TSX VENTURE EXCHANGE OPTION, AGREES AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, ACKNOWLEDGES THAT THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “"SECURITIES ACT”"), OR UNDER THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATESSTATE. THIS WARRANT THESE SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE EXERCISED BY TRANSFERRED OR ON BEHALF OF A U.S. PERSON OR PERSON SOLD IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE ABSENCE OF THIS WARRANT HAVE BEEN REGISTERED AN EFFECTIVE REGISTRATION STATEMENT OR OTHER COMPLIANCE UNDER THE SECURITIES ACT AND OR THE LAWS OF THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION A "NO ACTION" OR INTERPRETIVE LETTER FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION ISSUER, AND ITS COUNSEL, TO THE EFFECT THAT THE SALE OR TRANSFER IS EXEMPT FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE SUCH STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANYSTATUTES. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies This is to certify that, for value received [REQUIRES COMPLETION] received, Xxxx Xxxxxx (the “Holder”"Optionee") is entitled to purchase from VIRAL GENETICS, INC. (the "Company" or "Corporation"), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon on the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at all or any time on or after part of 1,000,000 shares ("Option Shares") of the date hereof Company's common stock, par value $0.0001 (the “Initial Exercise Date”) and on or prior "Common Stock"), at an exercise price per share equal to the close volume weighted average price for the twenty (20) trading days immediately following the actual date of business on June 10, 2026 execution of the Agreement to which this Exhibit B is attached (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION"Option Price"). Upon exercise of this option in whole or in part, a corporation incorporated under certificate for the laws Option Shares so purchased shall be issued and delivered to the Optionee. If less than the total option is exercised, a new option of Delaware (similar tenor shall be issued for the “Company”), up to _________ shares unexercised portion of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”)options represented by this Agreement. These Warrants are issued This option is granted subject to the following further terms and conditions appended hereto as Schedule “A”.conditions:

NOTICE OF CONVERSION. (To be Executed by the Registered Holder in order to Convert the Notes) The undersigned hereby irrevocably elects to convert $__________ principal amount of the Note (defined below) and $___________ in accrued and unpaid interest due under the Convertible Debenture Due December 10, 2022 of Western Magnesium Corporation, a Delaware corporation (the “Company”), Note into shares of common stock stock, par value $.001 per share (the “Common Stock”), of Borrower MAGELLAN GOLD CORPORATION, a Nevada corporation (the “Company”) according to the conditions hereofof the convertible Note of the Company dated as of ___________, 2018 (the “Note”), as of the date written below. If shares of Common Stock securities are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewithcertificates. No fee will be charged to the holder Holder for any conversion, except for such transfer taxes, if any. By The original certificate evidencing the delivery Note is delivered herewith (or evidence of loss, theft or destruction thereof). The Company shall electronically transmit the Common Stock issuable pursuant to this Notice of Conversion to the account of the undersigned represents and warrants to Borrower that or its ownership nominee with DTC through its Deposit Withdrawal Agent Commission system (“DWAC Transfer”). Name of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect ConversionDTC Prime Broker: ____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ SignatureAccount Number: ____________________________________________ In lieu of receiving shares of Common Stock issuable pursuant to this Notice of Conversion by way of a DWAC Transfer, the undersigned hereby requests that the Company issue a certificate or certificates for the number of shares of Common Stock set forth below (which numbers are based on the Holder’s calculation attached hereto) in the name(s) specified immediately below or, if additional space is necessary, on an attachment hereto: Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ Address: ___________________________________________________ The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable to the undersigned upon conversion of the Note shall be made pursuant to registration of the securities under the Securities Act of 1933, as amended (the “Act”), or pursuant to an exemption from registration under the Act. Date of Conversion:___________________________ Applicable Conversion Price:____________________ Number of Shares of Common Stock to be Issued Pursuant to Conversion of the Notes:___________________ Signature:___________________________________ Name:______________________________________ Address:____________________________________ _____________________________________________________ Or DWAC Instructions: _____SS or Tax I.D. No.____________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms The Company shall issue and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ deliver shares of Common Stock (as subject to adjustment hereunderan overnight courier not later than three business days following receipt of the original Note(s) to be converted, the “Warrant Shares”). These Warrants are issued subject and shall make payments pursuant to the terms Notes for the number of business days such issuance and conditions appended hereto as Schedule “A”delivery is late.

NOTICE OF CONVERSION. The undersigned hereby elects to convert $__________ principal under amount of the Secured Convertible Debenture Due December 10Promissory Note of Growblox Sciences, 2022 of Western Magnesium Corporation, Inc. a Delaware corporation (the “Company”), into shares of common stock Common Stock (the “Common Stock”), ) of Borrower the Company according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion Conversion, the undersigned represents and warrants to Borrower the Company that (check one): ______ its ownership of the Common Stock does not exceed the amounts amount specified under Section 4 5B of this Debenturethe Note, as determined in accordance with Section 13(d) of the Exchange Act. ______ immediately prior to giving effect to this Notice of Conversion, it owns more than 4.99% of the outstanding shares of Common Stock, as determined in accordance with Section 5B of the Note. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common StockStock pursuant to any prospectus. Conversion calculations: Date to Effect Conversion: _____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _________________________________________________________________________________________________________ _____________________________________________________ Or DWAC Instructions: ______________________________________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form EXHIBIT D Security Agreement 20 SCHEDULE 1.4 ADDITIONAL CLOSINGS Date of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject Additional Closing Principal Amount of Note to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “be Advanced Within 30 days following Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.Closing $ 600,000 Within 60 days following Initial Closing $ 700,000 Within 90 days following Initial Closing $ 350,000 Total $ 1,650,000

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10Note due April 1, 2022 2018 of Western Magnesium CorporationHxxxxxxx Xxxxxxx and Wxxxxxxx, Inc., a Delaware Nevada corporation (the “CompanyBorrower”), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ * Interest Amount to be Converted: $_______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form * Interest on Principal Amount of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT$____________ for period of ______________ through ________________. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE CLASS A WARRANT WESTERN MAGNESIUM CORPORATION HXXXXXXX XXXXXXX AND WXXXXXXX INC. Warrant Shares: ● Issuance 240,000,000 Initial Exercise Date: ●April 1, 2021 2016 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 A040116 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”)received, with an address atALPHA CAPITAL ANSTALT, Lxxxxxxxxxx 00, 0000 Xxxxx, Principality of Liechtenstein Fax: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, + 400 000 00 00 or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 the seven (7) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONHXXXXXXX XXXXXXX AND WXXXXXXX INC., a Nevada corporation incorporated under the laws of Delaware (the “Company”), up to _________ 240,000,000 shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”)) of Common Stock. These Warrants are issued subject The purchase price of one share of Common Stock under this Warrant shall be equal to the terms and conditions appended hereto Exercise Price, as Schedule “A”defined in Section 2(b).

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10, 2022 of Western Magnesium Corporation, a Delaware corporation (the “Company”), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: $_________________principal amount of the Note (defined below) together with $________________ Principal Amount of Debenture to be Converted: accrued and unpaid interest thereto, totaling $_____________ into that number of shares of Common Stock to be issued pursuant to the conversion of the Note (“Common Stock”) as set forth below, of SinglePoint, Inc., a Nevada corporation (the “Borrower”), according to the conditions of the 15% original issue discount convertible note of the Borrower dated as of April 21, 2022 (the “Note”), as of the date written below. No fee will be charged to the Holder for any conversion, except for transfer taxes, if any. Box Checked as to applicable instructions: [ ] The Borrower shall electronically transmit the Common Stock issuable pursuant to this Notice of Conversion to the account of the undersigned or its nominee with DTC through its Deposit Withdrawal At Custodian system (“DWAC Transfer”). Name of DTC Prime Broker: Account Number: [ ] The undersigned hereby requests that the Borrower issue a certificate or certificates for the number of shares of Common Stock set forth below (which numbers are based on the Holder’s calculation attached hereto) in the name(s) specified immediately below or, if additional space is necessary, on an attachment hereto: Name: Address: Date of Conversion: _____________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares Shares of Common Stock to be issuedIssued Pursuant to Conversion of the Notes: ______________ SignatureAmount of Principal Balance Due remaining Under the Note after this conversion: ______________ Accrued and unpaid interest remaining: ______________ Cameron Bridge LLC By:_____________________________ Name: ____________________________________________ Address for Delivery of Common Stock CertificatesTitle: __________ _____________________________________________________ _____________________________________________________ Or DWAC InstructionsDate: _________________________________ Broker No:_____________ Account No: _______________ Exhibit Appendix B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR INTO WHICH THIS SECURITY IS EXERCISABLE CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANYLAWS. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE CONVERSION OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant SharesDated as of: ● Issuance DateApril 21, 2022 Purchase Price: ●$ 1,400,000 Maturity Date1: January 21, 2021 Warrant No2023 Original Issue Discount: 2021-[A/B] Termination Date$ 247,059 Interest Rate: June 1015.0% Original Principal Amount: $ 1,647,059 SINGLEPOINT INC. 15% ORIGINAL ISSUE DISCOUNT CONVERTIBLE PROMISSORY NOTE THIS 15% ORIGINAL ISSUE DISCOUNT CONVERTIBLE PROMISSORY NOTE is one of a series of duly authorized and validly issued Notes of SinglePoint Inc., 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT a Nevada corporation (the “WarrantCompany”) certifies that), for value received [REQUIRES COMPLETION] designated as its 15% Convertible Promissory Note due January 21, 20231 (this note, the “Note” and, collectively with the other notes of such series, the “Notes”). FOR VALUE RECEIVED, the Company promises to pay to Target Capital 10 LLC or its registered assigns (the “Holder”), with an address at: [REQUIRES COMPLETION]or shall have paid pursuant to the terms hereunder, email: [REQUIRES COMPLETION],the principal sum of $1,647,059 on the earlier of January 21, 20231 or its assigns upon the occurrence of the Liquidity Event (the “HolderMaturity Date”) or such earlier date as this Note is entitledrequired or permitted to be repaid as provided hereunder, upon and to pay interest to the terms Holder on the aggregate unconverted and then outstanding principal amount of this Note in accordance with the provisions hereof. This Note is subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.following additional provisions:

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10Note due May 9, 2022 2018 of Western Magnesium CorporationXxxxxxxx Xxxxxxx and Xxxxxxxx, Inc., a Delaware Nevada corporation (the “CompanyBorrower”), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ * Interest Amount to be Converted: $_______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form * Interest on Principal Amount of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT$____________ for period of ______________ through ________________. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE CLASS A WARRANT WESTERN MAGNESIUM CORPORATION XXXXXXXX XXXXXXX AND XXXXXXXX INC. Warrant Shares: ● Issuance 240,000,000 Initial Exercise Date: ●May 9, 2021 2016 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 A050916 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”)received, with an address atALPHA CAPITAL ANSTALT, Xxxxxxxxxxx 00, 0000 Xxxxx, Principality of Liechtenstein Fax: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, + 000 000 00 00 or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 the seven (7) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONXXXXXXXX XXXXXXX AND XXXXXXXX INC., a Nevada corporation incorporated under the laws of Delaware (the “Company”), up to _________ 240,000,000 shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”)) of Common Stock. These Warrants are issued subject The purchase price of one share of Common Stock under this Warrant shall be equal to the terms and conditions appended hereto Exercise Price, as Schedule “A”defined in Section 2(b).

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10Note due [*], 2022 2024 of Western Magnesium CorporationStar Alliance International Corp., a Delaware Nevada corporation (the “Company”), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion PriceAccrued Interest to be Converted, if any: $__________________ Interest Amount to be ConvertedConversion Price: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ 38 Exhibit B 1.4(a)(iv) Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Advance Request Advance Request Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to ________________________________________ shares Advance Funding Date: ________________________________________ Advance Funding Amount: ________________________________________ Funding Requested to Date: ________________________________________ Dollar Amount Remaining on Credit Line: ________________________________________ Use of Common Stock (as subject to adjustment hereunderProceeds for current Advance Request: Actual Use of Proceeds from Immediately Previous Advance Funding: REQUESTED BY: Star Alliance International, the “Warrant Shares”)Corp. _______________________________________ By: Title: APPROVED: Keystone Capital Partners, LLC ________________________________________ By: Title: Schedule A Balance Sheet 40 Schedule B Operating Statement 41 Schedule 3.7 Approvals 42 Schedule 3.14 Indebtedness Convertible Notes Keystone Convertible note dated May 10, 2023 outstanding amount $31,095.00 Seven knots Convertible Note dated November 27, 2023 amount $29,411.76 Quick Capital amount $38,888.00 Convertible Note Dated April 11. These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.2024 Total Notes Outstanding $99,394.76

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Zero Coupon Secured Subordinated Convertible Debenture Due December 10Note due August __, 2022 2012 of Western Magnesium ZBB Energy Corporation, a Delaware Wisconsin corporation (the “Company”), ) into shares of common stock (the “Common Stock”), of Borrower the Company according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower the Company that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount Issue Price of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ___________________ SignatureAddress for Delivery of Common Stock Certificates: _______________________ ___________________ NameOr DWAC Instructions: Broker No: _____________ Account No: _____________ [SIGNATURE OF HOLDER] Name of Holder: ____________________________________________________ Address for Delivery Signature of Common Stock CertificatesAuthorized Signatory of Holder: _____________________________ Name of Authorized Signatory: _________________________________________ Title of Authorized Signatory: __________________________________________ Date: _____________________________________________________________ Schedule 1 CONVERSION SCHEDULE The Zero Coupon Secured Subordinated Convertible Notes due on __________________________________________ in the aggregate principal amount of $____________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONare issued by ZBB Energy Corporation, a corporation incorporated Wisconsin corporation. This Conversion Schedule reflects conversions made under Section 4 of the laws above referenced Note. Dated: Date of Delaware Conversion (the “Company”)or for first entry, up Original Issue Date) Amount of Conversion Aggregate Principal Amount Remaining Subsequent to _________ shares of Common Stock Conversion (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.or original Principal Amount) Company Attest

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10Note due June 8, 2022 2018 of Western Magnesium CorporationHxxxxxxx Xxxxxxx and Wxxxxxxx, Inc., a Delaware Nevada corporation (the “CompanyBorrower”), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ * Interest Amount to be Converted: $_______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form * Interest on Principal Amount of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT$____________ for period of ______________ through ________________. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE CLASS A WARRANT WESTERN MAGNESIUM CORPORATION HXXXXXXX XXXXXXX AND WXXXXXXX INC. Warrant Shares: ● Issuance 40,000,000 Initial Exercise Date: ●June 8, 2021 2016 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 S060816 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] received, SOUTHRIDGE PARTNERS II LP, Executive Pavilion, 90 Xxxxx Xxxxxx, Xxxxxxxxxx XX 00000 Fax: (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, 203) 431– 8301 or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 the seven (7) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ 80,000,000 shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”)) of Common Stock. These Warrants are issued subject The purchase price of one share of Common Stock under this Warrant shall be equal to the terms and conditions appended hereto Exercise Price, as Schedule “A”defined in Section 2(b).

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal and, if applicable, interest due under the Convertible Debenture Due December 10, 2022 of Western Magnesium CorporationARGENTEX MINING CORPORATION, a Delaware corporation (the “Company”), due on ____________-, 200__, into shares of common stock Common Stock (the each a “Common StockConversion Share”), par value $0.001 per share, of Borrower the Company and _______________non-transferable share purchase warrants (each a “Warrant”) according to the conditions hereof, as of the date written below. If shares of Common Stock Conversion Shares and Warrants are to be issued in the name of a person Person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common StockShares. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Debentures to be Converted: $__________________ Applicable Conversion Price: $__________________ If Applicable, the Amount of Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock Conversion Shares to be issued: ______________ Number of Warrants to be issued: Signature: _________________________________________ Print Name: ____________________________________________ Address for Delivery of Common Stock CertificatesPrint Address: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit Schedule B Form ACCREDITED INVESTOR QUESTIONNAIRE The undersigned Subscriber hereby represents, warrants and certifies to Argentex Mining Corporation, as an integral part of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATIONthe Subscription Agreement to which this Questionnaire is attached, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11that he, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATIONshe or it is and at Closing will be, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (correctly and in all respects described by the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (category or categories set forth directly next to which the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”Subscriber has marked below.

NOTICE OF CONVERSION. (To be executed by the registered holder in order to convert shares of Preferred Stock) The undersigned hereby elects to convert principal under the number of shares of Series [ ] Convertible Debenture Due December 10, 2022 of Western Magnesium Corporation, a Delaware corporation (the “Company”)Preferred Stock indicated below, into shares of common stock Common Stock, par value $.0001 per share (the “"Common Stock”"), of Borrower fonix corporation (the "Company") according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: __________________________________________________ Address for Delivery of Common Stock Certificates: Date to effect conversion __________________________________________________ Number of shares of Preferred Stock to be converted _________________________________________________ Number of shares of Common Stock to be issued __________________________________________________ Applicable conversion price __________________________________________________ Name of Holder ____________________________________________________ ___________________Address of Holder __________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Authorized Signature Exhibit B Form AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this "Agreement") is made and entered into as of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATIONOctober 24, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 111997, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATIONbetween fonix corporation, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED a Delaware corporation (THE “SECURITIES ACT”the "Company"), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACTand Southbrook International Investments, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONLtd., a corporation incorporated existing under the laws of Delaware the British Virgin Islands (the “Company”)"Purchaser") and amends and restates in its entirety all of the terms of the Registration Rights Agreement between the parties dated June 18, up 1997 with respect to _________ shares the certain Series B 5% Convertible Debentures. This Agreement is made pursuant to the Amended and Restated Purchase Agreement, dated as of Common Stock the date hereof between the Company and the Purchaser (as subject to adjustment hereunder, the “Warrant Shares”"Purchase Agreement"). These Warrants are issued subject to The Company and the terms and conditions appended hereto Purchaser hereby agree as Schedule “A”.follows:

NOTICE OF CONVERSION. (To be executed by the Registered Holder in order to convert the Note) The undersigned hereby elects to convert $ of the principal under and $ of the Convertible Debenture Due December 10interest due on the Note issued by Viryanet Ltd. on September , 2022 2005 into Ordinary Shares of Western Magnesium Corporation, a Delaware corporation Viryanet Ltd. (the “CompanyBorrower”), into shares of common stock (the “Common Stock”), of Borrower ) according to the conditions hereofset forth in such Note, as of the date written below. If shares Date of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be ConvertedShares To Be Delivered: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Print Name: ____________________________________________ Address for Delivery of Common Stock CertificatesAddress: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE HEREBY MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE TRANSFERRED UNLESS (I) SUCH SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER FOR SALE PURSUANT TO THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED AMENDED, (THE “II) SUCH SECURITIES ACT”MAY BE SOLD PURSUANT TO RULE 144(K), OR (III) THE SECURITIES LAWS COMPANY HAS RECEIVED AN OPINION OF ANY STATE OF THE UNITED STATES. THIS WARRANT COUNSEL REASONABLY SATISFACTORY TO IT THAT SUCH TRANSFER MAY NOT LAWFULLY BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED MADE WITHOUT REGISTRATION UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE 1933 OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S QUALIFICATION UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL LAWS. SUBJECT TO THE TRANSFEROR TO SUCH EFFECTPROVISIONS OF SECTION 10 HEREOF, THE SUBSTANCE OF WHICH THIS WARRANT SHALL BE REASONABLY ACCEPTABLE VOID AFTER 5:00 P.M. EASTERN TIME ON SEPTEMBER [__], 2010 (THE “EXPIRATION DATE”). No. 1 VIRYANET LTD. WARRANT TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●65,079 ORDINARY SHARES, 2021 Warrant No: 2021-[A/B] Termination Date: June 10PAR VALUE 1.0 NIS PER SHARE For VALUE RECEIVED, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT ALPHA CAPITAL AKTIENGESELLSCHAFT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “HolderWarrantholder”), with an address at: [REQUIRES COMPLETION]is entitled to purchase, email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forthprovisions of this Warrant, at any time on or after the date hereof from ViryaNet Ltd., an Israeli corporation (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock at any time not later than 5:00 P.M., Eastern time, on the Expiration Date (as subject defined above), at an exercise price per share equal to adjustment hereunderUS$2.10 (the exercise price in effect being herein called the “Warrant Price”), the 65,079 Ordinary Shares (“Warrant Shares”) of the Company’s Ordinary Shares, par value 1.0 NIS per share (“Ordinary Shares”). These Warrants are issued The number of Warrant Shares purchasable upon exercise of this Warrant and the Warrant Price shall be subject to the terms and conditions appended hereto adjustment from time to time as Schedule “A”described herein.

NOTICE OF CONVERSION. The undersigned hereby elects to convert $ principal under amount of the Convertible Debenture Due December 10Note (defined below) into that number of shares of Common Stock to be issued pursuant to the conversion of the Note (“Common Stock”) as set forth below, 2022 of Western Magnesium CorporationCANNABIS GLOBAL, INC., a Delaware Nevada corporation (the “CompanyBorrower”), into shares of common stock (the “Common Stock”), of Borrower ) according to the conditions hereofof the convertible note of the Borrower dated as of June 16, 2021 (the “Note”), as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder Holder for any conversion, except for such transfer taxes, if any. By Box Checked as to applicable instructions: [ ] The Borrower shall electronically transmit the delivery of Common Stock issuable pursuant to this Notice of Conversion to the account of the undersigned represents and warrants to Borrower that or its ownership nominee with DTC through its Deposit Withdrawal Agent At Custodian (“DWAC Transfer”). Name of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculationsDTC Prime Broker: Date to Effect Conversion________________ Account Number: ____________________________ Principal Amount [ ] The undersigned hereby requests that the Borrower issue a certificate or certificates for the number of Debenture to be Convertedshares of Common Stock set forth below (which numbers are based on the Holder’s calculation attached hereto) in the name(s) specified immediately below or, if additional space is necessary, on an attachment hereto: $______DUTCHESS CAPITAL GROWTH FUND LP C/O DUTCHESS CAPITAL ADVISORS LLC 75 Xxxx Xxxx Xxxxxxx, Xxxxx 000 Xxxxx Xxxxxxxx, XX 00000 Attn: Xxxxxxx Xxxxxxxx Email: xxxxxxxxx@xxxxxxxxxxxxxxx.xxx Date of conversion: ____________ Applicable Conversion Price: $_____________ Number of shares of common stock to be issued pursuant to conversion of the Notes ___________ Interest Amount to be Convertedof Principal Balance due remaining under the Note after this conversion: $_________________________ Applicable Conversion Price for Accrued InterestDUTCHESS CAPITAL GROWTH FUND LP By: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock CertificatesXxxxxxx Xxxxxxxx Title: __________ _____________________________________________________ _____________________________________________________ Or DWAC InstructionsManaging Partner, Duchess Capital Advisors LLC General Partner to: Dutchess Capital Growth Fund LP Date: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.

NOTICE OF CONVERSION. To: e-automate Corporation The undersigned registered owner of this share of Series 2000-A Preferred Stock hereby elects exercises the option to convert principal under this share of Series 2000-A Preferred Stock, or the Convertible Debenture Due December 10portion hereof designated below, 2022 of Western Magnesium Corporation, a Delaware corporation (and the “Company”), accrued dividends thereon designated below into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) the terms of the Exchange ActSeries 2000-A Preferred Stock, and directs that the shares issuable and deliverable upon this conversion be issued and delivered to the registered owner hereof, unless a different name has been provided below. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect ConversionDated: ____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC InstructionsSignature(s) Complete the following for registration of shares of Common Stock if they are to be delivered other than to and in the name of the registered owner: ____________________________________ Broker No:Name _____________ Account No: ________________________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to ____________________________________ shares Address ____________________________________ Soc. Sec. or Tax I.D. No. THE SECURITIES REPRESENTED BY THIS WARRANT CERTIFICATE WERE ORIGINALLY ISSUED ON JUNE 19, 2000 AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR ANY APPLICABLE STATE SECURITIES LAW. THE TRANSFER OF THE SECURITIES REPRESENTED BY THIS WARRANT CERTIFICATE IS SUBJECT TO THE CONDITIONS SET FORTH IN THE SECURITIES PURCHASE AGREEMENT, DATED AS OF JUNE 19, 2000, BETWEEN THE ISSUER (THE "COMPANY") AND THE PURCHASER NAMED THEREIN. THE COMPANY RESERVES THE RIGHT TO REFUSE ANY TRANSFER OF SUCH SECURITIES UNTIL SUCH CONDITIONS HAVE BEEN FULFILLED WITH RESPECT TO SUCH TRANSFER. A COPY OF SUCH CONDITIONS SHALL BE FURNISHED WITHOUT CHARGE TO THE HOLDER HEREOF UPON WRITTEN REQUEST TO THE COMPANY. __________________________________________ e-automate Corporation (a Delaware corporation) Warrant Certificate for the Purchase of Common Stock Dated: June 19, 2000 Number of Series 2000-A Warrants: 100,000 This certifies that, for value received, the sufficiency of which is hereby acknowledged, ASPEN CAPITAL RESOURCES, LLC or its assigns (as the "Holder"), a Utah limited liability company with an address at 0000 Xxxxx Xxxxxxxxx Xxxxxx, Sandy, Utah 84093, is the owner of the number of Series 2000-A Warrants (the "Warrants") set forth above, each of which represents the right to purchase one fully paid and nonassessable share of the common stock, $.001 par value, (the "Shares") of e-automate Corporation (the "Company"), a Delaware corporation with an address at 00 Xxxxx 000 Xxxx, Xxxxxxxx Xxxx, Xxxx 00000, at the initial exercise price (the "Initial Exercise Price") of $5.00 per share, provided that if the fair market value of the Shares is less than $5.00 per Share at any time during the first six months for which the Shares are quoted on the NASDAQ Stock Market System or reported on the NASD's OTC Bulletin Board the initial exercise price shall be $4.00 per share. The Initial Exercise Price and number of Shares (and the amount and kind of other securities) for which this Warrant is exercisable shall be subject to adjustment hereunderas provided herein. This Warrant Certificate relates to Warrants of the Company issued pursuant to a Securities Purchase Agreement, dated as of June 19, 2000 (as amended and modified from time to time, the “Warrant Shares”"Purchase Agreement"). These , between the Company and the Holder, and the Warrants are issued subject those Warrants referred to in the Purchase Agreement. The Purchase Agreement contains terms governing the rights of the Holder of this Warrant Certificate, and conditions appended hereto as Schedule “A”all provisions of the Purchase Agreement are hereby incorporated herein in full by reference.

NOTICE OF CONVERSION. (To be executed by the Registered Holder in order to convert the Note) The undersigned hereby elects to convert $_________ of the principal under and $_________ of the Convertible Debenture Due December 10interest due on the Note issued by Valcent Products Inc. on July 29, 2022 2005 into Shares of Western Magnesium Corporation, a Delaware corporation Common Stock of Valcent Products Inc. (the “Company”), into shares of common stock (the “Common Stock”), of Borrower "Borrower") according to the conditions hereofset forth in such Note, as of the date written below. If shares Date of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: :____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: Conversion Price:______________________________________________________________________ Shares To Be Delivered:_________________________________________________________________ Signature:____________________________________________________________________________ Print Name:__________________________________________________________________________ Address:_____________________________________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit EXHIBIT B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE APPLICABLE SECURITIES LEGISLATION COMMON SHARES ISSUABLE UPON EXERCISE OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR SOLD EXCEPT PURSUANT TO HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES SAID ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE TRANSFEROR TO VALCENT PRODUCTS INC. THAT SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANYREGISTRATION IS NOT REQUIRED. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH Right to Purchase 266,666 shares of Common Stock of Valcent Products Inc. (subject to adjustment as provided herein) CLASS A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance No. 2005-A-001 Issue Date: ●July 29, 2021 Warrant No: 2021-[A/B] Termination Date: June 102005 VALCENT PRODUCTS INC., 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT a corporation organized under the laws of the province of Alberta, Canada (the “WarrantCompany”) ), hereby certifies that, for value received [REQUIRES COMPLETION] (the “Holder”)received, with an address atALPHA CAPITAL AKTIENGESELLSCHAFT, Pxxxxxxxx 0, 0000 Xxxxxxxxxxx, Vaduz, Lichtenstein, Fax: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],000-00-00000000, or its assigns (the “Holder”) ), is entitled, upon the terms and subject to the limitations on exercise and terms set forth below, to purchase from the conditions hereinafter set forth, Company at any time on or after the date hereof Issue Date until 5:00 p.m., E.S.T on the third (3rd) anniversary of the Issue Date (the “Initial Exercise Expiration Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ 266,666 fully paid and nonassessable shares of Common Stock (at a per share purchase price of $0.50. The aforedescribed purchase price per share, as adjusted from time to time as herein provided, is referred to herein as the "Purchase Price." The number and character of such shares of Common Stock and the Purchase Price are subject to adjustment hereunder, as provided herein. The Company may reduce the Purchase Price without the consent of the Holder. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Subscription Agreement (the “Warrant SharesSubscription Agreement”), dated July 29, 2005, entered into by the Company and Holders of the Class A Warrants. These Warrants are issued subject to As used herein the terms and conditions appended hereto as Schedule “A”.following terms, unless the context otherwise requires, have the following respective meanings:

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10Note due Novemaber 19, 2022 2017 of Western Magnesium CorporationHarrisxx Xxxxxxx xxx Xatermxx, Xxx., a Delaware Nevada corporation (the “CompanyBorrower”), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ * Interest Amount to be Converted: $_______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form * Interest on Principal Amount of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT$____________ for period of ______________ through ________________. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE CLASS A WARRANT WESTERN MAGNESIUM CORPORATION HARRISXX XXXXXXX XXX XATERMXX XXX. Warrant Shares: ● Issuance 260,000,000 Initial Exercise Date: ●November 19, 2021 2015 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 A6 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”)received, with an address atALPHA CAPITAL ANSTALT, Lettstxxxxx 00, 0000 Xxxxx, Xxxxcipality of Liechtenstein Fax: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its + 423 230 00 00 xx xxs assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 the seven (7) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONHARRISXX XXXXXXX XXX XATERMXX XXX., a Nevada corporation incorporated under the laws of Delaware (the “Company”), up to _________ 260,000,000 shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”)) of Common Stock. These Warrants are issued subject The purchase price of one share of Common Stock under this Warrant shall be equal to the terms and conditions appended hereto Exercise Price, as Schedule “A”defined in Section 2(b).

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10Note due May 25, 2022 2018 of Western Magnesium CorporationHxxxxxxx Xxxxxxx and Wxxxxxxx, Inc., a Delaware Nevada corporation (the “CompanyBorrower”), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ * Interest Amount to be Converted: $_______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form * Interest on Principal Amount of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT$____________ for period of ______________ through ________________. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE CLASS A WARRANT WESTERN MAGNESIUM CORPORATION HXXXXXXX XXXXXXX AND WXXXXXXX INC. Warrant Shares: ● Issuance 240,000,000 Initial Exercise Date: ●May 25, 2021 2016 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 A052516 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”)received, with an address atALPHA CAPITAL ANSTALT, Lxxxxxxxxxx 00, 0000 Xxxxx, Principality of Liechtenstein Fax: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, + 400 000 00 00 or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 the seven (7) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONHXXXXXXX XXXXXXX AND WXXXXXXX INC., a Nevada corporation incorporated under the laws of Delaware (the “Company”), up to _________ 240,000,000 shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”)) of Common Stock. These Warrants are issued subject The purchase price of one share of Common Stock under this Warrant shall be equal to the terms and conditions appended hereto Exercise Price, as Schedule “A”defined in Section 2(b).

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10Promissory Note due ________,2017 of Avant Diagnostics, 2022 of Western Magnesium Corporation, a Delaware corporation Inc. (the “Company”), into shares of common stock (the “Common Stock”), of Borrower the Company according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersignedundersigned , the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower the Company that its ownership of the Common Stock does docs not exceed the amounts specified under w1dcr Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: ____________________________ Date to Effect Conversion: ____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Principal Amount of Note to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________ Signature: _________________________________ Name: ____________________________________________ Address for Delivery of Common Stock CertificatesDWAC Instructions: __________ _____________________________________________________ _____________________________________________________ Or DWAC InstructionsBroker No: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________________ shares Schedule 1 CONVERSION SCHEDULE This Convertible Promissory Note due on __________, 2017 in the original principal amount of Common Stock $_____ is issued by Avant Diagnostics, Inc. This Conversion Schedule reflects conversions made under Section 4 of the above referenced Note. Dated: ______________ Date of Conversion (as subject or for first entry, Original Issue Date) Amount of Conversion Aggregate Principal Amount Remaining Subsequent to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.Conversion (or original Principal Amount) Company Attest

NOTICE OF CONVERSION. The undersigned hereby THE UNDERSIGNED HEREBY elects to convert the principal amount specified hereinbelow outstanding under the 8% Convertible Debenture Due December 10Promissory Note of Grom Social Enterprises, 2022 of Western Magnesium CorporationInc., a Delaware Florida corporation (the “Company”), held by the undersigned (the “Note”), or if less is outstanding, then such lesser amount, including all accrued and unpaid interest on such principal amount being converted, into shares of common stock (Common Stock of the “Common Stock”), of Borrower Company according to the terms and conditions hereofof said Note, as of the date written below. Capitalized terms used and defined in this Notice of Conversions have the respective meanings ascribed to such terms in the Note. If the entire balance or entire remaining balance of this Note is being converted pursuant hereto, Xxxxxx is surrendering herewith to the Company for cancellation the original physical Note instrument payable to the Holder. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower the Company that its ownership of the Common Stock does not exceed the amounts specified under Section 4 2(j) of this Debenturethe Note, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect ConversionDate: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number (plus all accrued and unpaid interest thereon) Remaining Principal Balance of shares of Common Stock to be issued: ___Note (if any): $ ___________ Signature: _________________________________________ Name: ____________________________________________ Name: Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _______________________________________________________ Or _______________________________________________________ OR DWAC Instructions: :______________________________________ Broker No:: __________________________________________ ANNEX B Holder’s Wire Instructions Name of Bank: ___________________________________ ABA No. _______________________________________ Account No: . ____________________________________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [AF/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT O (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to Account holder): _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.___________________

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10Note due November 13, 2022 2017 of Western Magnesium CorporationHarrxxxx Xxxxxxx xxx Watexxxx, Xxc., a Delaware Nevada corporation (the “CompanyBorrower”), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ * Interest Amount to be Converted: $_______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form * Interest on Principal Amount of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT$____________ for period of ______________ through ________________. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE CLASS A WARRANT WESTERN MAGNESIUM CORPORATION HARRXXXX XXXXXXX XXX WATEXXXX XXX. Warrant Shares: ● Issuance 82,000,000 Initial Exercise Date: ●January 26, 2021 2016 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 2016-1 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] received, TARPON BAY PARTNERS LLC, Executive Pavilion, 90 Gxxxx Xxxxxx, Xxxxxxxxxx XX 00000 Xxx: (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, 203) 431– 8301 or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 the seven (7) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONHARRXXXX XXXXXXX XXX WATEXXXX XXX., a Nevada corporation incorporated under the laws of Delaware (the “Company”), up to _________ 82,000,000 shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”)) of Common Stock. These Warrants are issued subject The purchase price of one share of Common Stock under this Warrant shall be equal to the terms and conditions appended hereto Exercise Price, as Schedule “A”defined in Section 2(b).

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10, 2022 of Western Magnesium Corporation, a Delaware corporation (the “Company”), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________$________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number the principal amount of shares the Note (defined below) into Shares of Common Stock of Inergetics, Inc., a Delaware Corporation (the “Borrower”) according to the conditions of the Secured Subordinated Convertible Promissory Note of the Borrower dated as of July 24, 2014 (the “Note”). No fee will be issuedcharged to the Holder or Hxxxxx’s Custodian for any conversion, except for transfer taxes, if any. Box Checked as to applicable instructions: ______________ Signature: _________________________________________ Name¨ The Borrower shall electronically transmit the Common Stock issuable pursuant to this Notice of Conversion to the account of the undersigned or its nominee with DTC through its Deposit Withdrawal Agent Commission system (“DWAC Transfer”). Name of DTC Prime Broker: ____________________________________________ Address for Delivery of Common Stock CertificatesAccount Number: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions¨ The undersigned hereby requests that the Borrower issue a certificate or certificates for the number of shares of Common Stock set forth below (which numbers are based on the Holder’s calculation attached hereto) in the name(s) specified immediately below: _________________________________ Broker No:_____________ Account NoDate of Conversion: _______________ Conversion Price: Shares to Be Delivered: Remaining Principal Balance Due After This Conversion: Signature Print Name: Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, NEITHER THE HOLDER ISSUANCE NOR SALE OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND NOR THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES INTO WHICH THESE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLELAWS. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR SOLD EXCEPT PURSUANT TO ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROMOF 1933, AS AMENDED, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL (B) AN OPINION OF COUNSEL (WHICH COUNSEL SHALL BE SELECTED BY THE HOLDER), IN A GENERALLY ACCEPTABLE FORM, THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT OR (II) UNLESS SOLD PURSUANT TO RULE 144 OR RULE 144A UNDER SAID ACT. NOTWITHSTANDING THE TRANSFEROR TO SUCH EFFECTFOREGOING, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN OR FINANCING ARRANGEMENT SECURED BY SUCH THE SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant SharesIN ACCORDANCE WITH A CERTAIN SUBORDINATION AGREEMENT BY AND AMONG THE HOLDER, THE BORROWER AND THE EXISTING LENDERS, THE HOLDER HAS SUBORDINATED THE INDEBTEDNESS OWED TO HOLDER UNDER THIS NOTE AND ANY SECURITY INTEREST OR LIEN THAT HOLDER MAY HAVE IN ANY PROPERTY OF THE BORROWER TO THE INDEBTEDNESS OF BORROWER OWED TO THE EXISTING LENDERS, AND TO THE SECURITY INTEREST OF THE EXISTING LENDERS IN ALL ASSETS OF THE BORROWER, NOTWITHSTANDING THE RESPECTIVE DATES OF ATTACHMENT OR PERFECTION OF THE SECURITY INTEREST OF THE HOLDER AND THE EXISTING LENDERS. THE HOLDER AND ANY ASSIGNEE, BY ACCEPTANCE OF THIS NOTE, ACKNOWLEDGE AND AGREE THAT, BY REASON OF THE PROVISIONS OF SECTION 1.4(b) OF THIS NOTE, FOLLOWING CONVERSION OF A PORTION OF THIS NOTE, THE UNPAID AND UNCONVERTED PRINCIPAL AMOUNT OF THIS NOTE REPRESENTED BY THIS NOTE MAY BE LESS THAN THE AMOUNT STATED ON THE FACE HEREOF. Principal Amount: ● Issuance $1,000,000 Original Issue Date: ●July 14, 2021 Warrant No2014 Purchase Price: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.$1,000,000 AMENDED AND RESTATED

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10, 2022 of Western Magnesium Corporation, a Delaware corporation (the “Company”), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________$________________ Principal Amount principal amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares the Note (defined below) into Shares of Common Stock of XXXXXX HOLDINGS, INC., a DELAWARE Corporation (the “Borrower”) according to the conditions of the convertible Notes of the Borrower dated as of March 6, 2012 (the “Notes”), as of the date written below. No fee will be issuedcharged to the Holder for any conversion, except for transfer taxes, if any. Box Checked as to applicable instructions: ______________ Signature: _________________________________________ Name[ ] The Borrower shall electronically transmit the Common Stock issuable pursuant to this Notice of Conversion to the account of the undersigned or its nominee with DTC through its Deposit Withdrawal Agent Commission system (“DWAC Transfer”). Name of DTC Prime Broker: ____________________________________________ Address for Delivery of Common Stock CertificatesAccount Number: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions[ ] The undersigned hereby requests that the Borrower issue a certificate or certificates for the number of shares of Common Stock set forth below (which numbers are based on the Holder’s calculation attached hereto) in the name(s) specified immediately below: _________________________________ Broker No:_____________ Account NoName: _______________ Exhibit B Form TAX #: Date of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, Conversion: Conversion Price: Shares to Be Delivered: Remaining Principal Balance Due After This Conversion: Signature Print Name: Annex D THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF OFFERED HEREBY HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER WITH THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS PROVIDED BY SECTION 3(b) OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS OF 1933, AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECTAMENDED, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF RULES AND REGULATIONS PROMULGATED THEREUNDER (THE "1933 ACT XXXXXX HOLDINGS INC. $50,000 SEVEN PERCENT (7%) CONVERTIBLE NOTE DATED MARCH 31, 2012 THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT NOTE (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “HolderNote”) is entitleda duly authorized Convertible Note of XXXXXX HOLDINGS, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONINC.., a DELAWARE corporation incorporated under the laws of Delaware (the “Company”). FOR VALUE RECEIVED, up the Company promises to _________ shares pay the attached holders of Common Reinsurance Technology Ltd Series B Preferred Stock (as subject to adjustment hereunderthe “Holder(s)”), the principal sum of $50,000 (the “Warrant SharesPrincipal Amount”) or such lesser principal amount following the conversion or conversions of this Note in accordance with Paragraph 2 (the “Outstanding Principal Amount”) on March 31, 2013 (the “Maturity Date”), and to pay interest on the Outstanding Principal Amount (“Interest”) in a lump sum on the Maturity Date, at the rate of seven percent (7%) per Annum (the “Rate”) from the date of issuance. These Warrants are issued Accrual of Interest shall commence on the date of this Note and continue until the Company repays or provides for repayment in full the Outstanding Principal Amount and all accrued but unpaid Interest. Accrued and unpaid Interest shall bear Interest at the Rate until paid, compounded monthly. The Outstanding Principal Amount of this Note is payable on the Maturity Date in such coin or currency of the United States as at the time of payment is legal tender for payment of public and private debts, at the address last appearing on the Note Register of the Company as designated in writing by the Holder from time to time. The Company may prepay principal and interest on this Note at any time before the Maturity Date. The Company will pay the Outstanding Principal Amount of this Note on the Maturity Date, free of any withholding or deduction of any kind (subject to the terms provision of paragraph 2 below), to the Holder as of the Maturity Date and conditions appended hereto as Schedule “A”.addressed to the Holder at the address appearing on the Note Register. This Note is subject to the following additional provisions:

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the 6% Secured Convertible Debenture Due December 10of CDKNet.Com, 2022 of Western Magnesium CorporationInc., a Delaware corporation (the “"Company”"), due on Decexxxx 00 , 2008 into shares of common stock stock, par value $.0001 per share (the “"Common Stock”"), of Borrower the Company according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower the Company that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act, specified under Section 4 of this Debenture. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture to be Converted: Payment of Interest in Common Stock __ yes __ no If yes, $__________________ Applicable of Interest Accrued on Account of Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ at Issue. Number of shares of Common Stock to be issued: ______Signature: Name: Address: SCHEDULE 1 CONVERSION SCHEDULE The 6% Secured Convertible Debentures due on December 28, 2008 in the aggregate principal amount of $________ Signatureissued by CDKNet.com, Inc. This Conversion Schedule reflects conversions made uxxxx Xxxxxon 4 of the above referenced Debenture. Dated: _________________________________________ Name: ____________________________________________ Address Aggregate Principal Amount Remaining Subsequent to Date of Conversion Conversion (or for Delivery first entry, Amount of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance or original Original Issue Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”Conversion Principal Amount) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.Company Attest -------------------- ------------------ --------------------- ------------------ -------------------- ------------------ --------------------- ------------------ -------------------- ------------------ --------------------- ------------------ -------------------- ------------------ --------------------- ------------------ -------------------- ------------------ --------------------- ------------------ -------------------- ------------------ --------------------- ------------------ -------------------- ------------------ --------------------- ------------------ -------------------- ------------------ --------------------- ------------------

NOTICE OF CONVERSION. (To be executed by the Registered Holder in order to convert the Note) The undersigned hereby elects to convert principal under $_________ of the Convertible Debenture Due December 10Outstanding Balance due on the Note issued by Etao International Co. Ltd. on November 29, 2022 of Western Magnesium Corporation, a Delaware corporation (the “Company”), 2023 into shares of common stock of Etao International Co. Ltd. (the “Common StockBorrower”), of Borrower ) according to the conditions hereofset forth in such Note, as of the date written below. If shares Date of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ Conversion Price: _______________________________________________________________ Or DWAC InstructionsShares to Be Delivered: _________________________________ Broker No:_________________________ Account NoNotwithstanding anything to the contrary contained herein, this Conversion Notice shall constitute a representation by the Holder of the Note submitting this Conversion Notice that, after giving effect to the conversion provided for in this Conversion Notice, such Holder (together with its affiliates) will not have beneficial ownership (together with the beneficial ownership of such person’s affiliates) of a number of shares Common Stock which exceeds the Maximum Percentage (as defined in the Note) of the total outstanding shares Common Stock of the Company as determined pursuant to the provisions of this Note. Signature: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to ________________________________________________ shares Generating Alpha Ltd. PLEASE BE ADVISED, pursuant to the Note, “Upon receipt by the Company of Common Stock (as subject to adjustment hereundera copy of the Conversion Notice, the Company shall as soon as practicable, but in no event later than one (1) Business Day after receipt of such Conversion Notice, SEND, VIA EMAIL, A CONFIRMATION OF RECEIPT OF SUCH CONVERSION NOTICE TO SUCH HOLDER INDICATING THAT THE COMPANY WILL PROCESS SUCH CONVERSION NOTICE in accordance with the terms herein. Within two (2) Business Days after the date of the Conversion Confirmation, the Company shall have issued and electronically transferred the shares to the Broker indicated by the Holder of the Note. Exhibit C Etao International Co. Ltd. OFFICER’S CERTIFICATE The undersigned, Xxxxxxxx Xxx, Chief Executive Officer of Etao International Co. Ltd., a BVI corporation (“Warrant SharesCompany”). These Warrants are , in connection with the issuance of that certain Note issued subject by the Company, dated as of November 29, 2023 (the “Note”) in the original principal amount of $3,200,000.00 in favor of Generating Alpha Ltd. a Saint Kitts and Nevis company (“Investor”), pursuant to that certain Securities Purchase Agreement dated as of November 29, 2023 between Investor and Company (the terms “Purchase Agreement”), personally and conditions appended hereto in his capacity as Schedule “A”.an officer of Company, hereby represents, warrants and certifies that:

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10, 2022 (To Be Signed Only Upon Conversion of Western Magnesium Corporation, a Delaware corporation (the “Company”), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: TO ___________________________: The undersigned, the holder of the foregoing Debenture, hereby surrenders such Debenture for conversion into shares of ________ Principal Amount [Preferred Stock] or [Common Stock] of Debenture Biosite Diagnostics Incorporated to be Converted: the extent of $__________________ Applicable Conversion Price: unpaid principal amount of, and $__________________ Interest Amount to of accrued but unpaid interest on, such Debenture, and requests that the certificates for such shares be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: ______issued in the name of, and delivered to,___________________________________ Name: _, whose address is ___________________________________________ Address for Delivery of Common Stock Certificates: __________ ______________________________________. Dated:_______________ _____________________________________________________ Or DWAC Instructions: _(Signature must conform in all respects to name of holder as specified on the face of the Debenture) ________________________________ Broker No:(Address) THIS DEBENTURE AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"). THIS DEBENTURE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF MAY NOT BE PLEDGED, HYPOTHECATED, SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THE DEBENTURE OR THE SECURITIES UNDER THE SECURITIES ACT, OR AN OPINION OF COUNSEL, WHICH OPINION IS SATISFACTORY IN FORM AND SUBSTANCE TO THE CORPORATION, TO THE EFFECT THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT OR SUCH TRANSACTION COMPLIES WITH RULES PROMULGATED BY THE SECURITIES AND EXCHANGE COMMISSION UNDER THE SECURITIES ACT OR UNLESS SOLD PURSUANT TO RULE 144 OF SUCH ACT. BIOSITE DIAGNOSTICS INCORPORATED CONVERTIBLE DEBENTURE San Diego, California $500,000 ____________, 199_ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATIONBIOSITE DIAGNOSTICS INCORPORATED, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED a Delaware corporation (THE “SECURITIES ACT”the "Company"), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACTthe principal office of which is located at 11030 Xxxxxxx Xxxxxx, ANDXxx Xxxxx, ACCORDINGLYXxxxxxxxxx, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for xxr value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],hereby promises to pay to SANDOZ PHARMA LTD., or its assigns (registered assigns, the “Holder”) is entitledsum of $500,000, upon or such lesser amount as shall then equal the outstanding principal amount hereof on the terms and subject to conditions set forth hereinafter. The principal hereof and any unpaid accrued interest hereon, as set forth below, shall be due and payable on the limitations on exercise and the conditions hereinafter set forth, at any time on or after fifth anniversary of the date hereof (the “Initial Exercise "Maturity Date”") unless the Debenture shall be earlier redeemed or converted in accordance with its terms. The following is a statement of the rights of the Holder of this Debenture and on or prior the conditions to which this Debenture is subject, and to which the close Holder hereof, by the acceptance of business on June 10this Debenture, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.agrees:

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the 5% Convertible Debenture Due December 10due October 18, 2022 2013 of Western Magnesium CorporationTitan Iron Ore Corp., a Delaware Nevada corporation (the “"Company”"), into shares of common stock (the “"Common Stock”"), of Borrower the Company according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower the Company that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common StockStock pursuant to any prospectus. The representations of the Purchaser as set out in the Securities Purchase Agreement executed by the Purchaser are true as of the date hereof. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture to be Converted: $Interest Accrued on Account of Conversion at Issue: __________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ ______________Signature: _______________________________________ Or DWAC InstructionsName: Xxxx X. Xxxxx Address for Delivery of Common Stock Certificates: _________________________________ 0 X. 00xx Xx. Xxx Xxxx, XX 00000 Or DWAC Instructions: Broker No:_____________ : Account No: ________________ Exhibit EXHIBIT B Form WIRE INSTRUCTIONS FOR SELLER PLEASE WIRE YOUR FUNDS TO THE FOLLOWING Bank: Xxxxx Fargo Bank Routing No.: 122 000 247 Account No.: 000 000 0000 Credit: The Xxxxx Xxxxx Foundation, Inc NON-AFFILIATION LETTER November 4, 2013 Counsel to Titan Iron Ore Corp. Counsel to GEL Properties, LLC Gentlemen: Please let this letter serve as confirmation that the Xxxxx Xxxxx Foundation is not now, and has not been during the preceding 90 days, an officer, director, 10% or more shareholder of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF Titan Iron Ore Corp. or in any other way an "affiliate" (as that term is defined in Rule 144(a)(1) adopted pursuant to the Securities Act of 1933, AS AMENDED (THE “SECURITIES ACT”)as amended) of said issuer. Very Truly yours, OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACTThe Xxxxx Xxxxx Foundation /s/ Xxxx X. Xxxxx Xxxx X. Xxxxx, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.President

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Senior Convertible Debenture Due December 10due November 21, 2022 2023 of Western Magnesium Corporation, a Delaware corporation SIGYN THERAPEUTICS INC. (the “Company”), into shares of common stock (the “Common Stock”), of Borrower the Company according to the conditions hereof, as of the date dxxx written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower the Company that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date Dxxx to Effect Conversion: ____Principal Amount of Debenture to be Converted: $145,200 Number of shares of Common Stock to be issued: 968,000 Signature: Name: Address for Delivery of Common Stock Certificates: Or DWAC Instructions: Broker No:________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: ________Account No:_________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933. AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANYLAWS. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION SIGYN THERAPEUTICS INC. Warrant Shares: ● Issuance 968.000 Initial Exercise Date: ●November 21, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 2022 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”)received, with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, Cxxxx XxXxxxx or its his assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business 5:00 p.m. (New York City time) on June 10November 21, 2026 2027 (the “Termination Date’”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware SIGYN THERAPEUTICS INC. (the “Company”), up to _________ 968,000 shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”)) of Common Stock. These Warrants are issued subject The purchase price of one share of Common Stock under this Warrant shall be equal to the terms and conditions appended hereto Exercise Price, as Schedule “A”defined in Section 2(b).

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10Note due January 26, 2022 2018 of Western Magnesium CorporationXxxxxxxx Xxxxxxx and Xxxxxxxx, Inc., a Delaware Nevada corporation (the “CompanyBorrower”), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ * Interest Amount to be Converted: $_______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form * Interest on Principal Amount of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT$____________ for period of ______________ through ________________. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE CLASS A WARRANT WESTERN MAGNESIUM CORPORATION XXXXXXXX XXXXXXX AND XXXXXXXX INC. Warrant Shares: ● Issuance 274,996,000 Initial Exercise Date: ●January 26, 2021 2016 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 A012616 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”)received, with an address atALPHA CAPITAL ANSTALT, Xxxxxxxxxxx 00, 0000 Xxxxx, Principality of Liechtenstein Fax: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, + 000 000 00 00 or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 the seven (7) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONXXXXXXXX XXXXXXX AND XXXXXXXX INC., a Nevada corporation incorporated under the laws of Delaware (the “Company”), up to _________ 274,996,000 shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”)) of Common Stock. These Warrants are issued subject The purchase price of one share of Common Stock under this Warrant shall be equal to the terms and conditions appended hereto Exercise Price, as Schedule “A”defined in Section 2(b).

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal principal, accrued but unpaid interest and/or any of amounts due under the 12% Senior Convertible Debenture Due December 10Promissory Note due March 31, 2022 2018 of Western Magnesium CorporationTerra Tech Corp., a Delaware Nevada corporation (the “Company”), into shares of common stock (the “Common Stock”), of Borrower the Company according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion Conversion, the undersigned represents and warrants to Borrower the Company that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock, if the resale of any such shares of Common Stock are covered by and are being sold pursuant to an effective Registration Statement. Conversion calculations: Date to Effect Conversion: _______________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: Payment of Interest in Common Stock __ yes __ no If yes, $______________________ of Interest Accrued on Account of Conversion at Issue. Other Amounts Owed Under this Note to be Converted including Late Fees: ______ Number of shares of Common Stock to be issued: __________________________ Signature: ___________________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: ___________ _________________________________________Delivery Instructions: Schedule 1 CONVERSION SCHEDULE This 12% Senior Convertible Promissory Note due on March 31, 2018 in the principal amount of $3,377,500 is issued by Terra Tech Corp., a Nevada corporation. This Conversion Schedule reflects conversions made under Section 4 of the above referenced Note. Dated: ____________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form Date of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATIONConversion(or for first entry, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Original Issue Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”Amount of Conversion Aggregate Principal Amount Remaining Subsequent to Conversion(or original Principal Amount) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.CompanyAttest

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under of the Convertible Debenture Due December 10Note pursuant to Section 1(b) therein into shares of common stock, 2022 par value $0.0001 per share, of Western Magnesium CorporationVG Energy, Inc., a Delaware corporation (the “Company”"Shares"), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock Shares are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address Address: EXHIBIT B VG ENERGY, INC. Option for Delivery the Purchase of Shares of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, Par Value $0.0001 STOCK OPTION AGREEMENT THE HOLDER OF THIS SECURITY MUST NOT TRADE OPTION, BY ACCEPTANCE HEREOF, BOTH WITH RESPECT TO THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OPTION AND COMMON STOCK ISSUABLE UPON EXERCISE OF THE TSX VENTURE EXCHANGE OPTION, AGREES AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, ACKNOWLEDGES THAT THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “"SECURITIES ACT”"), OR UNDER THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATESSTATE. THIS WARRANT THESE SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE EXERCISED BY TRANSFERRED OR ON BEHALF OF A U.S. PERSON OR PERSON SOLD IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE ABSENCE OF THIS WARRANT HAVE BEEN REGISTERED AN EFFECTIVE REGISTRATION STATEMENT OR OTHER COMPLIANCE UNDER THE SECURITIES ACT AND OR THE LAWS OF THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION A "NO ACTION" OR INTERPRETIVE LETTER FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION ISSUER, AND ITS COUNSEL, TO THE EFFECT THAT THE SALE OR TRANSFER IS EXEMPT FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE SUCH STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANYSTATUTES. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies This is to certify that, for value received [REQUIRES COMPLETION] received, M. Xxxxx Xxxxxx Xxxxxx (the “Holder”"Optionee") is entitled to purchase from VG ENERGY, INC. (the "Company" or "Corporation"), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon on the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at all or any time on or after part of 1,000,000 shares ("Option Shares") of the date hereof Company's common stock, par value $0.0001 (the “Initial Exercise Date”) "Common Stock"), at an exercise price of $0.083 per share ("Option Price"). Upon exercise of this option in whole or in part, a certificate for the Option Shares so purchased shall be issued and on or prior delivered to the close of business on June 10, 2026 (Optionee. If less than the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONtotal option is exercised, a corporation incorporated under new option of similar tenor shall be issued for the laws unexercised portion of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”)options represented by this Agreement. These Warrants are issued This option is granted subject to the following further terms and conditions appended hereto as Schedule “A”.conditions:

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal principal, accrued but unpaid interest and/or any of amounts due under the 3.0% Senior Convertible Debenture Due December 10Promissory Note due July [__], 2022 of Western Magnesium CorporationTerra Tech Corp., a Delaware Nevada corporation (the “Company”), into shares of common stock (the “Common Stock”), of Borrower the Company according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person Person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion Conversion, the undersigned represents and warrants to Borrower the Company that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock, if the resale of any such shares of Common Stock are covered by and are being sold pursuant to an effective Registration Statement. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued InterestPrincipal Amount of Note to be Converted: $________________________________________ Payment of Interest in Common Stock __ yes __ no If yes, $_____ of Interest Accrued on Account of Conversion at Issue. Other Amounts Owed Under this Note to be Converted including Late Fees: _________________ Number of shares of Common Stock to be issued: ______________________________________ Signature: ____________________________________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ Delivery Instructions: Schedule 1 CONVERSION SCHEDULE This 3.0% Senior Convertible Promissory Note due on July [__], 2022 in the principal amount of $[_____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONissued by Terra Tech Corp., a corporation incorporated Nevada corporation. This Conversion Schedule reflects conversions made under Section 4 of the laws above referenced Note. Dated: Date of Delaware Conversion (the “Company”)or for first entry, up Original Issue Date) Amount of Conversion Aggregate Principal Amount Remaining Subsequent to _________ shares of Common Stock Conversion (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.or original Principal Amount) Company Attest

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under of the Convertible Debenture Due December 10Note pursuant to Section 1(b) therein into shares of common stock, 2022 par value $0.0001 per share, of Western Magnesium CorporationViral Genetics, Inc., a Delaware corporation (the “Company”"Shares"), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock Shares are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address Address: EXHIBIT B VIRAL GENETICS, INC. Option for Delivery the Purchase of Shares of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, Par Value $0.0001 STOCK OPTION AGREEMENT THE HOLDER OF THIS SECURITY MUST NOT TRADE OPTION, BY ACCEPTANCE HEREOF, BOTH WITH RESPECT TO THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OPTION AND COMMON STOCK ISSUABLE UPON EXERCISE OF THE TSX VENTURE EXCHANGE OPTION, AGREES AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, ACKNOWLEDGES THAT THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “"SECURITIES ACT”"), OR UNDER THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATESSTATE. THIS WARRANT THESE SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE EXERCISED BY TRANSFERRED OR ON BEHALF OF A U.S. PERSON OR PERSON SOLD IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE ABSENCE OF THIS WARRANT HAVE BEEN REGISTERED AN EFFECTIVE REGISTRATION STATEMENT OR OTHER COMPLIANCE UNDER THE SECURITIES ACT AND OR THE LAWS OF THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION A "NO ACTION" OR INTERPRETIVE LETTER FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION ISSUER, AND ITS COUNSEL, TO THE EFFECT THAT THE SALE OR TRANSFER IS EXEMPT FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE SUCH STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANYSTATUTES. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies This is to certify that, for value received [REQUIRES COMPLETION] received, Xxxxxxx Xxxxxxxxx on behalf of a corporation to be incorporated (the “Holder”"Optionee") is entitled to purchase from VIRAL GENETICS, INC. (the "Company" or "Corporation"), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon on the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at all or any time on or after part of 8,000,000 shares ("Option Shares") of the date hereof Company's common stock, par value $0.0001 (the “Initial Exercise Date”) and on or prior "Common Stock"), at an exercise price per share equal to the close volume weighted average price for the twenty (20) trading days immediately following the actual date of business on June 10, 2026 execution of the Agreement to which this Exhibit B is attached (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION"Option Price"). Upon exercise of this option in whole or in part, a corporation incorporated under certificate for the laws Option Shares so purchased shall be issued and delivered to the Optionee. If less than the total option is exercised, a new option of Delaware (similar tenor shall be issued for the “Company”), up to _________ shares unexercised portion of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”)options represented by this Agreement. These Warrants are issued This option is granted subject to the following further terms and conditions appended hereto as Schedule “A”.conditions:

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10Note due May 9, 2022 2018, 2017 of Western Magnesium CorporationXxxxxxxx Xxxxxxx and Xxxxxxxx, Inc., a Delaware Nevada corporation (the “CompanyBorrower”), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ * Interest Amount to be Converted: $_______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form * Interest on Principal Amount of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT$____________ for period of ______________ through ________________. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE CLASS A WARRANT WESTERN MAGNESIUM CORPORATION XXXXXXXX XXXXXXX AND XXXXXXXX INC. Warrant Shares: ● Issuance 80,000,000 Initial Exercise Date: ●May 9, 2021 2016 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 S050916 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] received, SOUTHRIDGE PARTNERS II LP, Executive Pavilion, 00 Xxxxx Xxxxxx, Xxxxxxxxxx XX 00000 Fax: (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, 203) 431– 8301 or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 the seven (7) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONXXXXXXXX XXXXXXX AND XXXXXXXX INC., a Nevada corporation incorporated under the laws of Delaware (the “Company”), up to _________ 80,000,000 shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”)) of Common Stock. These Warrants are issued subject The purchase price of one share of Common Stock under this Warrant shall be equal to the terms and conditions appended hereto Exercise Price, as Schedule “A”defined in Section 2(b).

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal principal, accrued but unpaid interest and/or any of amounts due under the 7.5% Senior Convertible Debenture Due Promissory Note due December 1011, 2022 2020 of Western Magnesium CorporationTerra Tech Corp., a Delaware Nevada corporation (the “Company”), into shares of common stock (the “Common Stock”), of Borrower the Company according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person Person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion Conversion, the undersigned represents and warrants to Borrower the Company that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock, if the resale of any such shares of Common Stock are covered by and are being sold pursuant to an effective Registration Statement. Conversion calculations: Date to Effect Conversion: Principal Amount of Note to be Converted: Payment of Interest in Common Stock __ yes _______________________ no If yes, $_____ Principal Amount of Debenture Interest Accrued on Account of Conversion at Issue. Other Amounts Owed Under this Note to be ConvertedConverted including Late Fees: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ___________________________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ ________________________Instructions:_____________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER Schedule 1 CONVERSION SCHEDULE This 7.5% Senior Convertible Promissory Note due on December 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (2020 in the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) principal amount of $4,000,000 is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONissued by Terra Tech Corp., a corporation incorporated Nevada corporation. This Conversion Schedule reflects conversions made under Section 4 of the laws above referenced Note. Dated: Date of Delaware (the “Company”)Conversion(or for first entry, up Original Issue Date) Amount of Conversion Aggregate Principal Amount Remaining Subsequent to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.Conversion(or original Principal Amount) Company Attest

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Variable Rate Secured Convertible Debenture Due December 10, 2022 of Western Magnesium CorporationPower & Equipment Corp., a Delaware corporation (the “"Company”"), due on June 7, 2010, into shares of common stock stock, par value $0.001 per share (the “"Common Stock”"), of Borrower the Company according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower the Company that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act, specified under Section 4 of this Debenture. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture to be Converted: Payment of Interest in Common Stock __ yes __ no If yes, $__________________ Applicable of Interest Accrued on Account of Conversion at Issue. Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: __Signature: Name: Address: SCHEDULE 1 CONVERSION SCHEDULE The Variable Rate Secured Convertible Debenture due on June 7, 2010, in the aggregate principal amount of $____________ Signatureissued by Western Power & Equipment Corp. This Conversion Schedule reflects conversions made under Section 4 of the above referenced Debenture. Dated: _________________________________________ Name: ____________________________________________ Address =================== =================== =================== ------------------- Aggregate Principal Amount Remaining Subsequent to Date of Conversion Conversion (or for Delivery first entry, Amount of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance or original Company Original Issue Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”Conversion Principal Amount) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.Attest ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- ------------------- =================== =================== =================== -------------------

NOTICE OF CONVERSION. The undersigned hereby elects to convert the amount specified below of principal and default interest accrued thereon under the Convertible Debenture Due December 10, 2022 of Western Magnesium Corporation, a Delaware corporation Promissory Note Number _____ (the “CompanyNote”) of HEALTHTECH ONCOLOGY, INC. (the “Issuer”), into shares of common stock (Common Stock of the “Common Stock”), of Borrower Issuer according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Issuer in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By Capitalized terms used but not defined herein shall have the delivery of this Notice of Conversion meaning ascribed to such term in the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common StockNote. Conversion calculations: Date to Effect ConversionPrice: ___________________________ Conversion Date: ___________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued InterestDefault Interest to be Converted: $___________________________ Number of shares of Common Stock to be issued: ___________________________ SignatureCash to be paid to Holder: ___________________________ Signature: ___________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates, if any: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form SCHEDULE A Payment Amount Payment Date $1,000,000 (“First Disbursement”) At Closing of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATIONthe Merger Agreement $1,000,000 (“Second Disbursement”) Two Weeks From Closing of the Merger Agreement $1,000,000 (“Third Disbursement”) May 31, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 112021 $1,000,000 (“Fourth Disbursement”) June 30, 2021 $1,000,000 (“Fifth Disbursement”) July 31, 2021 $1,000,000 (“Sixth Disbursement”) August, 31, 2021 $1,000,000 (“Seventh Disbursement”) September 30, 2021 $1,000,000 (“Eighth Disbursement”) October 31, 2021 $1,000,000 (“Ninth Disbursement”) November 30, 2021 $1,000,000 (“Tenth Disbursement”) December 31, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Original Issue Discount Convertible Debenture Due December 10Note due ___ ___, 2022 2021 of Western Magnesium CorporationADHERA THERAPEUTICS, INC., a Delaware corporation (the “Company”), into shares of common stock (the “Common Stock”), of Borrower the Company according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower the Company that its ownership of the Common Stock does not exceed the amounts specified under Section 4 4(e) of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: Principal Amount of Note to be Converted: Number of shares of Common Stock to be issued: Signature: Name: DWAC Instructions: Broker No:_______________ Account No:______________ ANNEX B Use of Proceeds ANNEX C Reservation Letter ____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ __________________________ __________________________ __________________________ April 8, 2021 Ladies and Gentlemen: Adhera Therapeutics, Inc. (“Issuer” or the “Company”) a Delaware corporation has issued to Cavalry Fund I LP (“Investor”) Original Issue Discount Senior Secured Convertible Promissory Notes (the “Notes”) and warrants (the “Warrants:”) to purchase the common stock (“Common Stock”). In accordance with this Irrevocable Transfer Instruction Agreement, American Stock Transfer (“You” or the “Transfer Agent”) is hereby irrevocably authorized and instructed to reserve __________ shares of common stock (“Common Stock”) of the Company for issuance upon conversion of the Notes and exercise of the Warrants. The amount of Common Stock so reserved may be increased, from time to time, by written instructions of the Company or the Investor so long as there are sufficient authorized and unissued shares of the Company not otherwise reserved available to do so. In addition, you are hereby directed, upon being notified by the Investor, to increase the share reserve in accordance with the Company’s obligations under the Agreements (including the Note and Warrants) as necessary in the event a reduction in the conversion price of the Notes causes additional shares to become issuable. Notwithstanding anything to the contrary in this Agreement, the Transfer Agent has no obligation to confirm the accuracy of the Conversion Notices. The Transfer Agent is hereby irrevocably authorized and instructed to issue shares of Common Stock of the Company to the Investor, and remove all stop-transfer instructions relating to such shares, upon your receipt from the Investor of a Conversion Notice or Warrant exercise notice or notice by Investor’s counsel that the shares have been registered under the Securities Act of 1933 (“1933 Act”) or otherwise may be sold pursuant to Rule 144 without any restriction, and the Company or its counsel or Investor’s counsel provides an opinion of counsel to that effect in form, substance and scope customary for opinions of counsel in comparable transactions (and satisfactory to you), together with other documentation that may reasonably be requested, and the number of shares to be issued are less than 4.99% of the total issued and outstanding common stock of the Company (unless this requirement has been waived by the Company and the Investor in accordance with the Note and Warrant), such shares shall be issued to the account of the Investor either (i) electronically by crediting the account of a Prime Broker with the Depository Trust Company through its Deposit/Withdrawal Agent Commission system, provided that the Company has been made FAST/DRS eligible by DTCC (DWAC), or (ii) in certificated form without any legend which would restrict the transfer of the shares, and you should remove all stop-transfer instructions relating to such shares (such shares shall be issued from the reserve, but in the event there are insufficient reserve shares of Common Stock to accommodate a Conversion Notice, the Transfer Agent and the Company agree that the Conversion Notice should be completed using authorized but unissued shares of Common Stock that the Company has in its treasury that are not otherwise reserved). If the shares of Common Stock are eligible to be electronically delivered via DWAC ((i) above), the shares of Common Stock shall be delivered in that manner. The Transfer Agent is not responsible for the accuracy set forth in the Conversion Notice. Until such time as you are advised by the Investor or Company counsel as above that the shares have been registered under the 1933 Act or otherwise may be sold pursuant to Rule 144 without any restriction, you are hereby instructed to place the following legend on the certificates: THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. THE SECURITIES MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER SAID ACT, OR AN OPINION OF COUNSEL IN FORM, SUBSTANCE AND SCOPE CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED OR UNLESS SOLD PURSUANT TO RULE 144 UNDER SAID ACT. The ability to convert the Notes and exercise the Warrants in a timely manner is a material obligation of the Company pursuant to the Notes and Warrants. The Company hereby requests that the Transfer Agent act promptly, without unreasonable delay and without the need for any action or confirmation by the Company with respect to the issuance of Common Stock pursuant to any Conversion Notices received from the Investor. The Transfer Agent will not delay in processing any Conversion Notices owing to the fact that the Company is in arrears of its fees and other monies owed to the Transfer Agent, provided that each time a Conversion Notice is delivered to the Transfer Agent, the Investor agrees to pay the cost of processing each Conversion Notice at a sum not to exceed $300.00 (the “Investor Conversion Payment”) and the Investor shall seek Company reimbursement and the Company hereby acknowledges that they are responsible for such reimbursement. The Company shall indemnify you and your officers, directors, principals, partners, agents and representatives, and hold each of them harmless from and against any and all loss, liability, damage, claim or expense (including the reasonable fees and disbursements of its attorneys) incurred by or asserted against you or any of them arising out of or in connection with the instructions set forth herein, the performance of your duties hereunder and otherwise in respect hereof, including the costs and expenses of defending yourself or themselves against any claim or liability hereunder, including claims that may be asserted by the Company, except that the Company shall not be liable hereunder as to matters in respect of which it is determined that you have acted with gross negligence or in bad faith. You shall have no liability to the Company in respect to any action taken or any failure to act in respect of this if such action was taken or omitted to be taken in good faith, and you shall be entitled to rely in this regard on the advice of counsel. The Board of Directors of the Company has approved this Irrevocable Transfer Instruction Agreement including the irrevocable instructions and does hereby extend the Company’s irrevocable agreement to indemnify the Transfer Agent for all loss, liability or expense in carrying out the authority and direction herein contained on the terms herein set forth. All processing fees will be expected and payable upon receipt of the request from the presenter of such request. The Company and Investor understand and agree that the Transfer Agent’s fee schedule is subject to change and the Company agrees to pay the full amount of any such conversion according to the Transfer Agent fee schedule then in force. The Transfer Agent agrees not to increase the Investor Conversion Payment. The Company agrees that the Transfer Agent may resign as the Company’s transfer agent. In that event, or if the Company terminates you, you reserve the right to and may complete any issuance or transfer requests then pending. The Company shall engage a suitable replacement transfer agent that will agree to serve as transfer agent for the Company and be bound by the terms and conditions of these Irrevocable Instructions within five business days. If the Company decides to terminate the Transfer Agent, 30 days’ notice of termination must be given to the Transfer Agent prior to termination. The Transfer Agent agrees to notify the Investor within five days of receiving such notice of termination. The Transfer Agent shall abide by the obligations under this Agreement during the 30-day termination period. The Company hereby authorizes the issuance of such number of shares under the terms of the Note and Warrants and any such shares shall be considered fully paid and non-assessable at the time of their issuance. The Company and the Investor agree that you will be notified in writing by the Company and the Investor when the Note has been fully converted and if there are any remaining shares in the reservation that are to be released and returned to the Company’s authorized shares. The Investor and Company expressly understand and agree that nothing in this Irrevocable Transfer Instruction Agreement shall require or be construed in any way to require the Transfer Agent, in its sole discretion, to do, take or not do or take any action that would be contrary to any court order, any Federal or State law, rule, or regulation including but expressly not limited to both the 1933 Act and the Securities Exchange Act of 1934, the rules and regulations promulgated thereunder by the Securities and Exchange Commission, or the transfer agent agreement with the Company. The Company hereby directs you, upon request by the Investor to immediately provide any capitalization structure information pertaining to the number of common shares of the Company that are issued and outstanding and the amount reserved for the Investor without any further action or confirmation by the Company. Adhera Therapeutics, Inc. _________________________________ _________________________________ __________________________ Or DWAC Instructions: [Transfer Agent] _________________________________ Broker No:_____________ Account No: _____________________ Exhibit B Form of Warrant Certificate [attach] UNLESS Pinz Capital Special Opportunities Fund LP By: Mxxxxxx Xxxx, Managing Member SCHEDULE 1 PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.INDEBTEDNESS

NOTICE OF CONVERSION. The undersigned Holder hereby elects to convert require conversion of principal under of and/or interest accrued on the 0% Unsecured Convertible Debenture Due December 10, 2022 of Western Magnesium Corporation, a Delaware corporation (the “Company”), "Debenture") into shares of common stock ("Shares") of the “Common Stock”), of Borrower Company according to the terms and conditions hereof, as of the date written belowDebenture. If shares of Common Stock are to be issued Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the name Debenture. Date of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ___:_________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $____:_____________________ Applicable Conversion Price for Accrued Interest: $Amount of Interest to be Converted:______________________________ Number of shares Shares of Common Stock to be issued: Issued:_____________________ Signature: __________Name of Holder:_______________________________ NameAddress: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ ______________________________________ Signature: ________________ Or DWAC InstructionsName: _________________________________ Broker No:_____________ Account NoTitle: _______________ Exhibit B Form VIRAL GENETICS, INC. Warrant for the Purchase of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, Shares of Common Stock Par Value $0.0001 WARRANT AGREEMENT THE HOLDER OF THIS SECURITY MUST NOT TRADE WARRANT, BY ACCEPTANCE HEREOF, BOTH WITH RESPECT TO THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL WARRANT AND COMMON STOCK ISSUABLE UPON EXERCISE OF THE TSX VENTURE EXCHANGE WARRANT, AGREES AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, ACKNOWLEDGES THAT THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “"SECURITIES ACT”"), OR UNDER THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATESSTATE. THIS WARRANT THESE SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE EXERCISED BY TRANSFERRED OR ON BEHALF OF A U.S. PERSON OR PERSON SOLD IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE ABSENCE OF THIS WARRANT HAVE BEEN REGISTERED AN EFFECTIVE REGISTRATION STATEMENT OR OTHER COMPLIANCE UNDER THE SECURITIES ACT AND OR THE LAWS OF THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION A "NO ACTION" OR INTERPRETIVE LETTER FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION ISSUER, AND ITS COUNSEL, TO THE EFFECT THAT THE SALE OR TRANSFER IS EXEMPT FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE SUCH STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANYSTATUTES. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies This is to certify that, for value received [REQUIRES COMPLETION] received, _____ (the “"Holder”") is entitled to purchase from VIRAL GENETICS, INC., a Delaware corporation (the "Company"), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon on the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at all or any time on or after part of_____shares ("Warrant Shares") of the date hereof Company's common stock, par value $0.0001 (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”"Common Stock"), up to at the purchase price of _________ shares per share Warrant Shares ("Warrant Price"). Upon exercise of Common Stock (as subject this warrant in whole or in part, a certificate for the Warrant Shares so purchased shall be issued and delivered to adjustment hereunderthe Holder. If less than the total warrant is exercised, a new warrant of similar tenor shall be issued for the unexercised portion of this warrant. By acceptance hereof, the “Warrant Shares”). These Warrants are issued subject Holder agrees to be bound by the terms and conditions appended hereto as Schedule “A”.of this warrant. This warrant is granted subject to the following further terms and conditions:

NOTICE OF CONVERSION. To: The undersigned owner of this Convertible Debenture hereby elects irrevocably exercises the option to convert principal under this Convertible Debenture, or the Convertible Debenture Due December 10portion below designated, 2022 into common stock of Western Magnesium CorporationSun Healthcare Group, Inc., a Delaware corporation (the “"Company”), into shares of common stock ") (the “"Sun Common Stock”)") in accordance with the terms of the Indenture, between the Company and The Bank of Borrower according New York as Trustee, and directs that the shares issuable and deliverable upon conversion, together with any check in payment for fractional shares, be issued in the name of and delivered to the conditions hereofundersigned, as of unless a different name has been indicated in the date written assignment below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewiththereto. No fee will be charged to Any Holder, upon the holder for any conversion, except for such transfer taxes, if any. By the delivery exercise of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined conversion rights in accordance with Section 13(d) the terms of the Exchange Act. The undersigned Indenture and the Convertible Debenture, agrees to comply be bound by the terms of the Registration Rights Agreement relating to the Sun Common Stock issuable upon conversion of the Convertible Debenture. Date: ________________________ Number of Convertible Debentures to be converted ($25 or integral multiples thereof): ______________ If a name or names other than the undersigned, please indicate in the spaces below the name or names in which the shares of Sun Common Stock are to be issued, along with the prospectus delivery requirements under the Applicable Law in connection with any transfer address or addresses of the aforesaid shares of Common Stocksuch person or persons. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ ________________________________________________________________________________ Or DWAC Instructions: ________________________________________________________________________________ Broker No:_____________ Account No: ____________________________________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION(Sign exactly as your name appears on the the Convertible Debenture) (for conversion only) Please Print or Typewrite Name and Address, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11Including Zip Code, 2021and Social Security or Other Identifying Number. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to ________________________________________________ shares ________________________________________________ ________________________________________________ ________________________________________________ Signature Guarantee:*___________________________ ______________ * Signature must be guaranteed by an "eligible guarantor institution" that is, a bank, stockbroker, savings and loan association or credit union meeting the requirements of Common Stock the Registrar, which requirements include membership or participation in the Securities Transfer Agents Medallion Program ("STAMP") or such other "signature guarantee program" as subject to adjustment hereundermay be determined by the Registrar in addition to, or in substitution for, STAMP, all in accordance with the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto Securities Exchange Act of 1934, as Schedule “A”amended.*

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the 8% Convertible Debenture Due December 10of Genio Group, 2022 of Western Magnesium CorporationInc., a Delaware corporation (the “"Company”"), due on July 14, 2005, into shares of common stock stock, par value $0.0001 per share (the “"Common Stock”"), of Borrower the Company according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower the Company that its ownership of the Company's Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act, specified under Section 4 of this Debenture. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: Principal Amount of Debentures to be Converted: Payment of Interest in Common Stock __ yes __ no If yes, $_________________ of Interest Accrued on Account of Conversion at Issue. Number of shares of Common Stock to be issued: Signature: Name: Address: Schedule 1 CONVERSION SCHEDULE The 8% Convertible Debentures due on July 14, 2005, in the aggregate principal amount of $____________ issued by Genio Group, Inc.This Conversion Schedule reflects conversions made under Section 4 of the above referenced Debenture. Dated: =============================== ------------------------- ======================= ------------------------------ Aggregate Principal Amount Remaining Date of Debenture Conversion Subsequent to be Converted: $__________________ Applicable (or for first entry, Original Conversion Price: $__________________ Interest Issue Date) Amount to be Converted: $_________________________ Applicable of Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”or original Company Attest Principal Amount) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.------------------------------- ------------------------- ----------------------- ------------------------------ ------------------------------- ------------------------- ----------------------- ------------------------------ ------------------------------- ------------------------- ----------------------- ------------------------------ ------------------------------- ------------------------- ----------------------- ------------------------------ ------------------------------- ------------------------- ----------------------- ------------------------------ ------------------------------- ------------------------- ----------------------- ------------------------------ ------------------------------- ------------------------- ----------------------- ------------------------------ ------------------------------- ------------------------- ----------------------- ------------------------------ ------------------------------- ------------------------- ----------------------- ------------------------------ ------------------------------- ------------------------- ----------------------- ------------------------------ ------------------------------- ------------------------- ----------------------- ------------------------------ ------------------------------- ------------------------- ----------------------- ------------------------------ ------------------------------- ------------------------- ----------------------- ------------------------------ ------------------------------- ------------------------- ----------------------- ------------------------------ ------------------------------- ------------------------- ----------------------- ------------------------------ ------------------------------- ------------------------- ----------------------- ------------------------------ ------------------------------- ------------------------- ----------------------- ------------------------------ ------------------------------- ------------------------- ----------------------- ------------------------------ =============================== ========================= ======================= ------------------------------

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10To: [Holder] In connection with Section 1.03 of that certain Preferred Stock Exchange Agreement, 2022 of Western Magnesium Corporationdated May 4, 2011, by and among XxxxXxxx.xxx, Inc., a Delaware corporation Corporation (the “Company”)) and the holders of the Company’s Series B Convertible Preferred Stock, into shares of common stock par value $0.0001 per share, Series C Convertible Preferred Stock, par value $0.0001 per share and Series E Convertible Redeemable Preferred Stock, par value $0.0001 per share (the “Common Series E Preferred Stock”)) listed on the signature pages thereto, of Borrower according to the conditions hereof, this letter serves as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower notice that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: on ____________________________ Principal Amount , a Securities Placement occurred, pursuant to which your shares of Debenture to be Converted: $__________________ Applicable Series E Preferred Stock of the Company automatically converted, at the Temporary Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to ____into _____ shares of Common Stock (as subject to adjustment hereunderof the Company. All capitalized terms not otherwise defined herein shall have the respective meanings set forth in the Agreement. XXXXXXXX.XXX, the “Warrant Shares”)INC. These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.By: Name: Title: Date: AGREED TO AND ACKNOWLEDGED By: Name: Title: Date: Exhibit A — Notice of Conversion EXHIBIT B LIST OF PREFERRED STOCK HOLDERS Stk No. of Certif Shares Series B Convertible Preferred Stockholders X.X. Xxxxxxxx Xx. 0000 XxxxXxxxxx Xx. Xxxxxxxxxx, XX 00000 #5 400,000 Xxxxxx Family Partnership, Ltd. c/o Gardere Xxxxx Xxxxxx LLP 0000 Xxx Xxxxxx Xxxxx 0000 Xxxxxx, Xxxxx 00000 #3 200,000 RDB Limited pka Xxxxx Family Partnership, Ltd. c/o Gardere Xxxxx Xxxxxx LLP 0000 Xxx Xxxxxx Xxxxx 0000 Xxxxxx, Xxxxx 00000 #4 200,000 Total Series B Convertible Preferred Shares 800,000 Series C Convertible Preferred Stockholder X.X. Xxxxxxxx Xx. 0000 XxxxXxxxxx Xx. Xxxxxxxxxx, XX 00000 200,000 Series E Convertible Preferred Stockholder Xxxxxxxx Family Partnership, Ltd. a Texas limited partnership 0000 XxxxXxxxxx Xx. Xxxxxxxxxx, XX 00000 80,000 Exhibit B — List of Preferred Stock Holders

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the 5% Secured Convertible Debenture Due December 10, 2022 Note of Western Magnesium iMine Corporation, a Delaware Nevada corporation (the “Company”), and iMine Corporation, an Indiana corporation, into shares of common stock (the “Common Stock”), of Borrower the Company according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower the Company that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The If the Conversion Shares are subject to an effective registration statement, the undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued InterestPrice: $___________0.02 (subject to adjustment as provided in this Note) Number of shares of Common Stock to be issued (The sum of the principal amount and interest to be converted divided by the Conversion Price): ________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _______________________________________________________ Or DWAC Instructions: Broker No: _________________________________ Broker No:_____________ Account No: ________________ Exhibit B Form Schedule 1 CONVERSION SCHEDULE The 5% Secured Convertible Notes in the aggregate principal amount of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to $____________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject by iMine Corporation, a Nevada corporation, and iMine Corporation, an Indiana corporation. This Conversion Schedule reflects conversions made under Section 4 of the above referenced Note. Date of Conversion Amount of Conversion (principal/interest) Principal Amount Remaining Subsequent to the terms and conditions appended hereto as Schedule “A”.Conversion Company Attest

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10Note due October __, 2022 2018 of Western Magnesium CorporationP.V. Nano Cell Ltd., a Delaware corporation company formed under the laws of the State of Israel (the “Company”), into shares of common stock Ordinary Shares (the “Common StockOrdinary Shares”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock Ordinary Shares are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock Ordinary Shares does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common StockOrdinary Shares. Conversion calculations: Date to Effect Conversion: :_____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $_:_________________ Interest Amount to be Converted: $:_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock Ordinary Shares to be issued: :___________________ Signature: :__________________________________________ Name: :_____________________________________________ Address for Delivery of Common Stock Ordinary Shares Certificates: :__________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: :__________________________________ Broker No:_____________ Account No: ____:___________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. EXHIBIT NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK ORDINARY SHARE PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION P.V. NANO CELL LTD. Warrant Shares: ● 333,333 Issuance Date: ●August_ , 2021 2017 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 001 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”)received, Alpha Capital Anstalt, with an address at: [REQUIRES COMPLETION]Xxxxxxxxxxx 00, email0000 Xxxxx, Xxxxxxxxxxxxx, Fax: [REQUIRES COMPLETIONRC],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONP.V. NANO CELL LTD., a corporation incorporated company formed under the laws of Delaware the State of Israel (the “Company”), up to _________ 333,333 shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”)) of Ordinary Shares. These Warrants are issued subject The purchase price of one Ordinary Share under this Warrant shall be equal to the terms and conditions appended hereto Exercise Price, as Schedule “A”defined in Section 2(b).

NOTICE OF CONVERSION. (To be executed by the Registered Holder in order to convert the Note) The undersigned hereby elects to convert $_________ of the principal under and $_________ of the Convertible Debenture Due December 10interest due on the Note issued by SWISSINSO HOLDING INC. on ______________ ___, 2022 2009 into shares of Western Magnesium Corporation, a Delaware corporation Common Stock of SWISSINSO HOLDING INC. (the “CompanyBorrower”), into shares of common stock (the “Common Stock”), of Borrower ) according to the conditions hereofset forth in such Note, as of the date written below. If shares Date of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: :____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: Conversion Price:_________________________________________________________________________ Shares To Be Delivered:_____________________________________________________________________ Signature:_____________________________________________________________________ Print Name:________________________________________________________________________ Address:______________________________________________________________________ _____________________________________________________________________________ Or DWAC Instructions: Social Security/Employer Identification Number:_________________________________________________________ Broker Exhibit B WARRANT NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN OPINION OF COUNSEL (WHICH COUNSEL SHALL BE SELECTED BY THE HOLDER), IN A GENERALLY ACCEPTABLE FORM, THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT OR (II) UNLESS SOLD PURSUANT TO RULE 144 OR RULE 144A UNDER SAID ACT. " Right to Purchase ______ shares of Common Stock of SwissINSO Holding Inc. (subject to adjustment as provided herein) COMMON STOCK PURCHASE WARRANT No:. ____ Issue Date: ____________ Account No: __, 2000 XXXXXXXXX HOLDING INC., a corporation organized under the laws of the State of Delaware (the “Company”), hereby certifies that, for value received, _____________________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and terms set forth below, to purchase from the conditions hereinafter set forth, Company at any time after the date hereof until 5:00 p.m., E.S.T. on or after the fifth (5th) anniversary of the date hereof (the “Initial Exercise Expiration Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ fully paid and non-assessable shares of Common Stock of the Company at a per share exercise price of $1.00 (as adjusted from time to time as herein provided, is referred to herein as the “Exercise Price"). The number and character of such shares of Common Stock and the Exercise Price are subject to adjustment hereunderas provided herein. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Subscription Agreement (the “Subscription Agreement”), dated as of the date hereof, entered into by the Company, the “Warrant Shares”). These Warrants are issued subject to Holder and the terms and conditions appended hereto as Schedule “A”other signatories thereto.

NOTICE OF CONVERSION. To: Walbro Corporation The undersigned owner of this Security hereby elects irrevocably exercises the option to convert principal under this Security, or the Convertible Debenture Due December 10portion below designated, 2022 of Western Magnesium Corporation, a Delaware corporation into Common Stock (the “Company”), into shares "Common Stock") of common stock WALBRO CORPORATION (the “Common Stock”)"Company") in accordance with the terms of the Indenture, between the Company and [ ], as Trustee, and directs that the shares issuable and deliverable upon conversion, together with any check in payment for fractional shares, be issued in the name of Borrower according and delivered to the conditions hereofundersigned, as of unless a different name has been indicated in the date written assignment below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower thereto. Date: ______________ Number of Securities to be converted ($25 or integral multiples thereof): _____________________ If a name or names other than the undersigned, please indicate in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By spaces below the delivery of this Notice of Conversion name or names in which the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common StockStock are to be issued, along with the address or addresses of such person or persons. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ ________________________________________________________________________________ Or DWAC Instructions: ________________________________________________________________________________ Broker No:_____________ Account No: ____________________________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION(Sign exactly as your name appears on the Security) (for conversion only) Please Print or Typewrite Name and Address, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11Including Zip Code, 2021and Social Security or Other Identifying Number. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to ________________________________________ shares ________________________________________ ________________________________________ ________________________________________ Signature Guarantee:* ____________________ __________________________________ * (Signature must be guaranteed by an "eligible guarantor institution" that is, a bank, stockbroker, savings and loan association or credit union meeting the requirements Footnote continued on next page. __________________________________ Footnote continued from previous page. of Common Stock the Registrar, which requirements include membership or participation in the Securities Transfer Agents Medallion Program ("STAMP") or such other "signature guarantee program" as subject to adjustment hereundermay be determined by the Registrar in addition to, or in substitution for, STAMP, all in accordance with the “Warrant Shares”Securities Exchange Act of 1934, as amended.). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the 8% Senior Convertible Debenture Due December 10due _______ ___, 2022 2015 of Western Magnesium CorporationARNO THERAPEUTICS, INC., a Delaware corporation (the “Company”), into shares of common stock (the “Common Stock”), of Borrower the Company according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower the Company that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture to be Converted: Payment of Interest in Common Stock __ yes __ no If yes, $__________________ Applicable of Interest Accrued on Account of Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ at Issue. Number of shares of Common Stock to be issued: Signature: Name: Address for Delivery of Common Stock Certificates: Or DWAC Instructions: Broker No: Account No: ANNEX B ASSIGNMENT FORM (To assign the foregoing Debenture, execute this form and supply required information. Do not use this form to convert the Debenture.) FOR VALUE RECEIVED, ______ all of or $_________ Signature: in principal amount of the foregoing Debenture and all rights evidenced thereby are hereby assigned to _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ whose address is _______________________________________________________________. _______________________________________________________________ Dated: ______________, _______ Holder’s Signature: _____________________________ Holder’s Address: _____________________________ _____________________________________________________ Or DWAC InstructionsSignature Guaranteed: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Original Issue Discount Convertible Debenture Due December 10, 2022 of Western Magnesium Tidelands Oil & Gas Corporation, a Delaware Nevada corporation (the “"Company”"), due on January __, 2008, into shares of common stock stock, par value $.001 per share (the “"Common Stock”"), of Borrower the Company according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower the Company that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act, specified under Section 4 of this Debenture. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: Principal Amount of Debenture to be Converted: Number of shares of Common Stock to be issued: Signature: Name: Address: Schedule 1 CONVERSION SCHEDULE The Original Issue Discount Convertible Debentures due on January ________________, 2008 in the aggregate principal amount of $____________ issued by Tidelands Oil & Gas Corporation. This Conversion Schedule reflects conversions made under Section 4 of the above referenced Debenture. Dated: ======================== ================== =================== ================ Aggregate Principal Amount Remaining Subsequent to Date of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Conversion (or for first entry, (or original Original Issue Date) Amount to be Converted: $_________________________ Applicable of Principal Company Attest Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”Amount) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.------------------------ ------------------ ------------------- ---------------- ------------------------ ------------------ ------------------- ---------------- ------------------------ ------------------ ------------------- ---------------- ------------------------ ------------------ ------------------- ---------------- ------------------------ ------------------ ------------------- ---------------- ------------------------ ------------------ ------------------- ---------------- ------------------------ ------------------ ------------------- ---------------- ------------------------ ------------------ ------------------- ---------------- ------------------------ ------------------ ------------------- ---------------- ======================== ================== =================== ================

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due Note due December 107, 2022 2017 of Western Magnesium CorporationHarrison Xxxxxxx xxx Xxxerman, Xxx., a Delaware Nevada corporation (the “CompanyBorrower”), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ * Interest Amount to be Converted: $_______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form * Interest on Principal Amount of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT$____________ for period of ______________ through ________________. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE CLASS A WARRANT WESTERN MAGNESIUM CORPORATION HARRISON XXXXXXX XXX XXXERMAN XXX. Warrant Shares: ● Issuance 60,000,000 Initial Exercise Date: ●December 7, 2021 2015 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 A12 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”)received, with an address atALPHA CAPITAL ANSTALT, Lettstraxxx 00, 0000 Xxxxx, Xxxxxxpality of Liechtenstein Fax: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its + 423 232 00 00 xx xxx assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 the seven (7) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONHARRISON XXXXXXX XXX XXXERMAN XXX., a x Nevada corporation incorporated under the laws of Delaware (the “Company”), up to _________ 60,000,000 shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”)) of Common Stock. These Warrants are issued subject The purchase price of one share of Common Stock under this Warrant shall be equal to the terms and conditions appended hereto Exercise Price, as Schedule “A”defined in Section 2(b).

NOTICE OF CONVERSION. (To be executed by the Holder in order to convert the Preferred Stock or portion thereof) The undersigned hereby irrevocably elects to convert principal under the Convertible Debenture Due December 10, 2022 __________ shares of Western Magnesium Corporation, a Delaware corporation (the “Company”), Preferred Stock represented by Certificate No. _________ into shares of common stock Common Stock, Par Value $0.001 per share (the “"Common Stock”"), of Borrower according to Dogs International (the conditions hereof, "Company") as of the Date of Conversion (which shall be the date written belowof receipt by facsimile by the Company of this Notice of Conversion). If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewiththe Company or its Transfer Agent. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the The undersigned represents and warrants to Borrower that its ownership all offers and sales by the undersigned of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common StockStock issuable to the undersigned upon conversion of the Series A Preferred Stock shall be made pursuant to registration under the Securities Act or in compliance with an exemption from registration under the Securities Act. Conversion calculations: Date If the stock certificate is to Effect Conversionbe made out in another person's name, fill in the form below: ____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________________________________ Or DWAC Instructions: _____________________________________________________________________________ Broker No:___ (Print or type other person's name, address and zip code) _____________ Account No: _________________________________________________________________ Exhibit B Form _ (Insert assignee's U.S. social security or tax identification number, if any) Conversion calculations: Date of Warrant Certificate Conversion Applicable Conversion Price Total number of shares $ (assuming interest payable Accrued Interest in shares) [attachName of Holder] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER By: Name: Title: EXHIBIT "E" LIST OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT ENCUMBRANCES (TO BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF ATTACHED AT A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”LATER DATE), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.

NOTICE OF CONVERSION. (To be executed by the Registered Holder in order to convert the Note) The undersigned hereby elects to convert principal under $_________ of the Convertible Debenture Due December 10Outstanding Balance due on the Note issued by Grom Social Enterprises, 2022 of Western Magnesium CorporationInc. on April ___, a Delaware corporation (the “Company”), 2024 into shares of common stock of Grom Social Enterprises, Inc. (the “Common StockBorrower”), of Borrower ) according to the conditions hereofset forth in such Note, as of the date written below. If shares Date of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ Conversion Price: _______________________________________________________________ Or DWAC InstructionsShares to Be Delivered: _________________________________ Broker No:_________________________ Account NoNotwithstanding anything to the contrary contained herein, this Conversion Notice shall constitute a representation by the Holder of the Note submitting this Conversion Notice that, after giving effect to the conversion provided for in this Conversion Notice, such Holder (together with its affiliates) will not have beneficial ownership (together with the beneficial ownership of such person's affiliates) of a number of shares Common Stock which exceeds the Maximum Percentage (as defined in the Note) of the total outstanding shares Common Stock of the Company as determined pursuant to the provisions of this Note. Signature: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _______________________________________________________ shares Generating Alpha Ltd. PLEASE BE ADVISED, pursuant to the Note, “Upon receipt by the Company of Common Stock (as subject to adjustment hereundera copy of the Conversion Notice, the Company shall as soon as practicable, but in no event later than one (1) Business Day after receipt of such Conversion Notice, SEND, VIA EMAIL, A CONFIRMATION OF RECEIPT OF SUCH CONVERSION NOTICE TO SUCH HOLDER INDICATING THAT THE COMPANY WILL PROCESS SUCH CONVERSION NOTICE in accordance with the terms herein. Within two (2) Business Days after the date of the Conversion Confirmation, the Company shall have issued and electronically transferred the shares to the Broker indicated by the Holder of the Note. Exhibit D grom social enterprises, inc. OFFICER’S CERTIFICATE The undersigned, Xxxxxx Xxxxx, Chief Executive Officer of Grom Social Enterprises, Inc., a Florida corporation (“Warrant SharesCompany”). These Warrants are , in connection with the issuance of that certain Note issued subject by the Company, dated as of April 1, 2024 (the “Note”) in the original principal amount of $650,000 in favor of Generating Alpha Ltd. a Saint Kitts and Nevis company (“Investor”), pursuant to that certain Securities Purchase Agreement dated as of April 1, 2024 between Investor and Company (the terms “Purchase Agreement”), personally and conditions appended hereto in his capacity as Schedule “A”.an officer of Company, hereby represents, warrants and certifies that:

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Original Issue Discount Convertible Debenture Due December 10Note due ___ ___, 2022 2021 of Western Magnesium CorporationADHERA THERAPEUTICS, INC., a Delaware corporation (the “Company”), into shares of common stock (the “Common Stock”), of Borrower the Company according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower the Company that its ownership of the Common Stock does not exceed the amounts specified under Section 4 4(e) of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery DWAC Instructions: Broker No: Account No: ANNEX B Use of Common Stock Certificates: __________ ___________________________Proceeds Square Mxxxxx $ 23,000.00 Axxxxx Xxxxxxxxxx $ 10,000.00 M2 Compliance $ 2,500 Rxxxxx Xxxxxxx $ 5,000.00 reimbursenments $ 5,000 Nxxxx Xxxxxx $ 2,000 ANNEX C Reservation Letter __________________________ ____________________________ __________________________ Or DWAC Instructions: _________________________________ Broker No:January _____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant NoLadies and Gentlemen: 2021-[A/B] Termination Date: June 10Adhera Therapeutics, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT Inc. (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, Issuer” or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”) a Delaware corporation has issued to Cavalry Fund I LP (“Investor”) Original Issue Discount Senior Secured Convertible Promissory Notes (the “Notes”) and warrants (the “Warrants:”) to purchase the common stock (“Common Stock”). In accordance with this Irrevocable Transfer Instruction Agreement, up American Stock Transfer (“You” or the “Transfer Agent”) is hereby irrevocably authorized and instructed to reserve __________ shares of common stock (“Common Stock”) of the Company for issuance upon conversion of the Notes and exercise of the Warrants. The amount of Common Stock so reserved may be increased, from time to time, by written instructions of the Company or the Investor so long as there are sufficient authorized and unissued shares of the Company not otherwise reserved available to do so. In addition, you are hereby directed, upon being notified by the Investor, to increase the share reserve in accordance with the Company’s obligations under the Agreements (including the Note and Warrants) as necessary in the event a reduction in the conversion price of the Notes causes additional shares to become issuable. Notwithstanding anything to the contrary in this Agreement, the Transfer Agent has no obligation to confirm the accuracy of the Conversion Notices. The Transfer Agent is hereby irrevocably authorized and instructed to issue shares of Common Stock of the Company to the Investor, and remove all stop-transfer instructions relating to such shares, upon your receipt from the Investor of a Conversion Notice or Warrant exercise notice or notice by Investor’s counsel that the shares have been registered under the Securities Act of 1933 (“1933 Act”) or otherwise may be sold pursuant to Rule 144 without any restriction, and the Company or its counsel or Investor’s counsel provides an opinion of counsel to that effect in form, substance and scope customary for opinions of counsel in comparable transactions (and satisfactory to you), together with other documentation that may reasonably be requested, and the number of shares to be issued are less than 4.99% of the total issued and outstanding common stock of the Company (unless this requirement has been waived by the Company and the Investor in accordance with the Note and Warrant), such shares shall be issued to the account of the Investor either (i) electronically by crediting the account of a Prime Broker with the Depository Trust Company through its Deposit/Withdrawal Agent Commission system, provided that the Company has been made FAST/DRS eligible by DTCC (DWAC), or (ii) in certificated form without any legend which would restrict the transfer of the shares, and you should remove all stop-transfer instructions relating to such shares (such shares shall be issued from the reserve, but in the event there are insufficient reserve shares of Common Stock to accommodate a Conversion Notice, the Transfer Agent and the Company agree that the Conversion Notice should be completed using authorized but unissued shares of Common Stock that the Company has in its treasury that are not otherwise reserved). If the shares of Common Stock are eligible to be electronically delivered via DWAC ((i) above), the shares of Common Stock shall be delivered in that manner. The Transfer Agent is not responsible for the accuracy set forth in the Conversion Notice. Until such time as you are advised by the Investor or Company counsel as above that the shares have been registered under the 1933 Act or otherwise may be sold pursuant to Rule 144 without any restriction, you are hereby instructed to place the following legend on the certificates: THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. THE SECURITIES MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER SAID ACT, OR AN OPINION OF COUNSEL IN FORM, SUBSTANCE AND SCOPE CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED OR UNLESS SOLD PURSUANT TO RULE 144 UNDER SAID ACT. The ability to convert the Notes and exercise the Warrants in a timely manner is a material obligation of the Company pursuant to the Notes and Warrants. The Company hereby requests that the Transfer Agent act promptly, without unreasonable delay and without the need for any action or confirmation by the Company with respect to the issuance of Common Stock pursuant to any Conversion Notices received from the Investor. The Transfer Agent will not delay in processing any Conversion Notices owing to the fact that the Company is in arrears of its fees and other monies owed to the Transfer Agent, provided that each time a Conversion Notice is delivered to the Transfer Agent, the Investor agrees to pay the cost of processing each Conversion Notice at a sum not to exceed $300.00 (the “Investor Conversion Payment”) and the Investor shall seek Company reimbursement and the Company hereby acknowledges that they are responsible for such reimbursement. The Company shall indemnify you and your officers, directors, principals, partners, agents and representatives, and hold each of them harmless from and against any and all loss, liability, damage, claim or expense (including the reasonable fees and disbursements of its attorneys) incurred by or asserted against you or any of them arising out of or in connection with the instructions set forth herein, the performance of your duties hereunder and otherwise in respect hereof, including the costs and expenses of defending yourself or themselves against any claim or liability hereunder, including claims that may be asserted by the Company, except that the Company shall not be liable hereunder as to matters in respect of which it is determined that you have acted with gross negligence or in bad faith. You shall have no liability to the Company in respect to any action taken or any failure to act in respect of this if such action was taken or omitted to be taken in good faith, and you shall be entitled to rely in this regard on the advice of counsel. The Board of Directors of the Company has approved this Irrevocable Transfer Instruction Agreement including the irrevocable instructions and does hereby extend the Company’s irrevocable agreement to indemnify the Transfer Agent for all loss, liability or expense in carrying out the authority and direction herein contained on the terms herein set forth. All processing fees will be expected and payable upon receipt of the request from the presenter of such request. The Company and Investor understand and agree that the Transfer Agent’s fee schedule is subject to adjustment hereunderchange and the Company agrees to pay the full amount of any such conversion according to the Transfer Agent fee schedule then in force. The Transfer Agent agrees not to increase the Investor Conversion Payment. The Company agrees that the Transfer Agent may resign as the Company’s transfer agent. In that event, or if the “Warrant Shares”)Company terminates you, you reserve the right to and may complete any issuance or transfer requests then pending. These Warrants are issued subject The Company shall engage a suitable replacement transfer agent that will agree to serve as transfer agent for the Company and be bound by the terms and conditions appended hereto as Schedule “A”.of these Irrevocable Instructions within five business days. If the Company decides to terminate the Transfer Agent, 30 days’ notice of termination must be given to the Transfer Agent prior to termination. The Transfer Agent agrees to notify the Investor within five days of receiving such notice of termination. The Transfer Agent shall abide by the obligations under this Agreement during the 30-day termination period. The Company hereby authorizes the issuance of such number of shares under the terms of the Note and Warrants and any such shares shall be considered fully paid and non-assessable at the time of their issuance. The Company and the Investor agree that you will be notified in writing by the Company and the Investor when the Note has been fully converted and if there are any remaining shares in the reservation that are to be released and returned to the Company’s authorized shares. The Investor and Company expressly understand and agree that nothing in this Irrevocable Transfer Instruction Agreement shall require or be construed in any way to require the Transfer Agent, in its sole discretion, to do, take or not do or take any action that would be contrary to any court order, any Federal or State law, rule, or regulation including but expressly not limited to both the 1933 Act and the Securities Exchange Act of 1934, the rules and regulations promulgated thereunder by the Securities and Exchange Commission, or the transfer agent agreement with the Company. The Company hereby directs you, upon request by the Investor to immediately provide any capitalization structure information pertaining to the number of common shares of the Company that are issued and outstanding and the amount reserved for the Investor without any further action or confirmation by the Company. Adhera Therapeutics, Inc. [Transfer Agent] Cavalry Fund I LP By: Txxxxx Xxxxx, Manager SCHEDULE 1 PERMITTED INDEBTEDNESS

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under of the Convertible Debenture Due December 10Note pursuant to Section 1(b) therein into shares of common stock, 2022 par value $0.0001 per share, of Western Magnesium CorporationVG Energy, Inc., a Delaware corporation (the “Company”"Shares"), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock Shares are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address Address: EXHIBIT B VG ENERGY, INC. Option for Delivery the Purchase of Shares of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, Par Value $0.0001 STOCK OPTION AGREEMENT THE HOLDER OF THIS SECURITY MUST NOT TRADE OPTION, BY ACCEPTANCE HEREOF, BOTH WITH RESPECT TO THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OPTION AND COMMON STOCK ISSUABLE UPON EXERCISE OF THE TSX VENTURE EXCHANGE OPTION, AGREES AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, ACKNOWLEDGES THAT THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “"SECURITIES ACT”"), OR UNDER THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATESSTATE. THIS WARRANT THESE SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE EXERCISED BY TRANSFERRED OR ON BEHALF OF A U.S. PERSON OR PERSON SOLD IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE ABSENCE OF THIS WARRANT HAVE BEEN REGISTERED AN EFFECTIVE REGISTRATION STATEMENT OR OTHER COMPLIANCE UNDER THE SECURITIES ACT AND OR THE LAWS OF THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION A "NO ACTION" OR INTERPRETIVE LETTER FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION ISSUER, AND ITS COUNSEL, TO THE EFFECT THAT THE SALE OR TRANSFER IS EXEMPT FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE SUCH STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANYSTATUTES. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies This is to certify that, for value received [REQUIRES COMPLETION] received, Xxxxxxx Xxxxxxxxx on behalf of a corporation to be incorporated (the “Holder”"Optionee") is entitled to purchase from VG ENERGY, INC. (the "Company" or "Corporation"), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, upon on the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at all or any time on or after part of 800,000 shares ("Option Shares") of the date hereof Company's common stock, par value $0.0001 (the “Initial Exercise Date”) "Common Stock"), at an exercise price of $0.083 per share ("Option Price"). Upon exercise of this option in whole or in part, a certificate for the Option Shares so purchased shall be issued and on or prior delivered to the close of business on June 10, 2026 (Optionee. If less than the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONtotal option is exercised, a corporation incorporated under new option of similar tenor shall be issued for the laws unexercised portion of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”)options represented by this Agreement. These Warrants are issued This option is granted subject to the following further terms and conditions appended hereto as Schedule “A”.conditions:

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10Note due April 25, 2022 2018 of Western Magnesium CorporationHxxxxxxx Xxxxxxx and Wxxxxxxx, Inc., a Delaware Nevada corporation (the “CompanyBorrower”), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ * Interest Amount to be Converted: $_______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form * Interest on Principal Amount of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT$____________ for period of ______________ through ________________. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION HXXXXXXX XXXXXXX AND WXXXXXXX INC. Warrant Shares: ● Issuance 80,000,000 Initial Exercise Date: ●April 25, 2021 2016 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 ________________ THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”)received, with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, EMA Financial LLC or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 the seven (7) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONHXXXXXXX XXXXXXX AND WXXXXXXX INC., a Nevada corporation incorporated under the laws of Delaware (the “Company”), up to _________ Eighty Million shares of Common Stock (80,000,000) (as subject to adjustment hereunder, the “Warrant Shares”)) of Common Stock. These Warrants are issued subject The purchase price of one share of Common Stock under this Warrant shall be equal to the terms and conditions appended hereto Exercise Price, as Schedule “A”defined in Section 2(b).

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the 8% Senior Secured Convertible Debenture Due December 10Note due September 1, 2022 2010 of Western Magnesium CorporationBlue Holdings, Inc., a Delaware Nevada corporation (the “Company”), into shares of common stock (the “Common Stock”), of Borrower the Company according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower the Company that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common StockStock pursuant to any prospectus. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Principal Amount of Note to be Converted: $___________________________ Applicable Interest Accrued on Account of Conversion Price for Accrued Interestat Issue: $__________________________________________ Number of shares of Common Stock to be issued: ______________________ ____________________________________________________________ Signature: ____________________________________________________ Name: _______________________________________________________ Address for Delivery of Common Stock Certificates: ____________________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:: ______________ Account No: _______________ Exhibit B Form Schedule 7(a) The Company is party to that certain Revolving Promissory Note dated August 7, 2006 with Xxxx Xxxx pursuant to which Xx. Xxxx advances and may continue to advance funds to the Company from time to time under the terms currently in effect. The Company repays these funds from time to time in the ordinary course. The Company and Xx. Xxxx are operating under a one-year extension of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATIONthe term of the Revolving Promissory Note under the same terms as reflected in the Revolving Promissory Note. There are no amounts outstanding under the Revolving Promissory Note as of July 30, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 112007. The Company intends to enter into an 8% Senior Convertible Note with Xxxx Xxxx in the principal amount of $1,618,093.15 on terms substantially similar to those set forth in this Note except that the note to be issued to Xxxx Xxxx shall be unsecured and shall be subordinate in payment to the Notes. Schedule 7(d) The Company intends to rescind the conversion on March 5, 20212008 of $1,400,000 of indebtedness under the Revolving Promissory Note dated August 7, 2006 with Xxxx Xxxx into 1,750,000 shares of the Company’s common stock. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021Xx. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED Xxxx will cancel $700,000 of outstanding indebtedness under the Revolving Promissory Note and the Company will issue to Xx. Xxxx an 8% Senior Convertible Note in the principal amount of $1,618,093.15 (THE “SECURITIES ACT”which will include $700,000 of remaining indebtedness under the Revolving Promissory Note), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “Holder”) is entitled, such that upon the terms issuance of the 8% Senior Convertible Note, no amounts shall be outstanding under the Revolving Promissory Note other that new amounts advanced under the Note after July 30, 2008. Schedule 7(e) The Company is party to that certain Revolving Promissory Note dated August 7, 2006 with Xxxx Xxxx pursuant to which Xx. Xxxx advances and subject may continue to advance funds to the limitations Company from time to time under the terms currently in effect. The Company repays these funds from time to time in the ordinary course. The Company and Xx. Xxxx are operating under a one-year extension of the term of the Revolving Promissory Note under the same terms as reflected in the Revolving Promissory Note. There are no amounts outstanding under the Revolving Promissory Note as of July 30, 2007. The Company intends to enter into an 8% Senior Convertible Note with Xxxx Xxxx in the principal amount of $1,618,093.15 on exercise terms substantially similar to those set forth in this Note except that the note to be issued to Xxxx Xxxx shall be unsecured and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior shall be subordinate in payment to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”Notes.

NOTICE OF CONVERSION. (To be executed by the Registered Holder in order to convert the Note) The undersigned hereby elects to convert $_________ of the principal under and $_________ of the Convertible Debenture Due interest due on the Note issued by BioElectronics Corporation on December 10____, 2022 2005 into Shares of Western Magnesium Corporation, a Delaware corporation Common Stock of BioElectronics Corporation (the “Company”), into shares of common stock (the “Common Stock”), of Borrower "Borrower") according to the conditions hereofset forth in such Note, as of the date written below. If shares Date of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: :____________________________ Principal Amount of Debenture to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: Conversion Price:______________________________________________________________________ Number of Shares of Common Stock Beneficially Owned on the Conversion Date: Less than 5% of the outstanding Common Stock of BioElectronics Corporation Shares To Be Delivered:_________________________________________________________________ Signature:____________________________________________________________________________ Print Name:__________________________________________________________________________ Address:_____________________________________________________________________________ ____________________________________________________________________________ Or DWAC InstructionsEXHIBIT B FORM OF WARRANT THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO BIOELECTRONICS CORPORATION THAT SUCH REGISTRATION IS NOT REQUIRED. Right to Purchase ________ shares of Common Stock of BioElectronics Corporation (subject to adjustment as provided herein) COMMON STOCK PURCHASE WARRANT No. 2005-A-001 Issue Date: December , 2005 BIOELECTRONICS CORPORATION, a corporation organized under the laws of the State of Maryland (the "Company"), hereby certifies that, for value received, _________________________________ Broker No:__, _____________ Account No_______________, Fax: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”), with an address at: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, or its assigns (the “"Holder”) "), is entitled, upon the terms and subject to the limitations on exercise and terms set forth below, to purchase from the conditions hereinafter set forth, Company at any time on or after the date hereof Issue Date until 5:00 p.m., E.S.T on the fifth (5th) anniversary of the Issue Date (the “Initial Exercise "Expiration Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”"), up to _________ fully paid and nonassessable shares of Common Stock (at a per share purchase price of $_____ [120% of the closing bid price on the Closing Date as reported by Bloomberg L.P. for the last trading day preceding the Closing Date, which price shall not exceed $0.50]. The aforedescribed purchase price per share, as adjusted from time to time as herein provided, is referred to herein as the "Purchase Price." The number and character of such shares of Common Stock and the Purchase Price are subject to adjustment hereunderas provided herein. The Company may reduce the Purchase Price without the consent of the Holder. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Subscription Agreement (the "Subscription Agreement"), dated December ____, 2005, entered into by the “Warrant Shares”)Company and Holders of the Warrants. These Warrants are issued subject to As used herein the terms and conditions appended hereto as Schedule “A”.following terms, unless the context otherwise requires, have the following respective meanings:

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due Note due December 1024, 2022 2014 of Western Magnesium CorporationAttitude Beer Holding Co., a Delaware corporation (the “Company”), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ____________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares of Common Stock to be issued: ______________ Signature: _________________________________________ Name: ____________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER FORM OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF CLASS A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS COMMON STOCK PURCHASE WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. FORM OF CLASS [A/B] A COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant Shares: ● Issuance Date: ●, 2021 ATTITUDE BEER HOLDING CO. Warrant No: 2021-[A/B] Termination 1 Issue Date: June 10January 22, 2026 2015 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [REQUIRES COMPLETION] (the “Holder”)received, with an address atALPHA CAPITAL ANSTALT, Lxxxxxxxxxx 00, 0000 Vaduz, Principality of Liechtenstein Fax: [REQUIRES COMPLETION], email: [REQUIRES COMPLETION],, + 400 000 00 00 or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 the seven (7) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONATTITUDE BEER HOLDING CO., a Delaware corporation incorporated under the laws of Delaware (the “Company”), up a number shares equal to _________ shares the number of Common Stock share the Holder could acquire upon the complete conversion of the Note issued to it by the Company on or about the Issue Date (as subject to adjustment hereunder, the “Warrant Shares”)) of Common Stock. These Warrants are issued subject The purchase price of one share of Common Stock under this Warrant shall be equal to the terms and conditions appended hereto Exercise Price, as Schedule “A”defined in Section 2(b).

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10Note due November 8, 2022 2016 of Western Magnesium CorporationAccelerated Pharma, Inc., a Delaware corporation (the “Company”), ) into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, ; except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this DebentureNote, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law applicable securities laws in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: ______________________________ Principal Amount of Debenture Note to be Converted: $__________________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $____________$ _______________ Number of shares of Common Stock to be issued: ______________ Signature: ___________________________________________ Name: ______________________________________________ Address for Delivery of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: ___________________________________ Broker No:: _______________ Account No: _______________ Exhibit B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR INTO WHICH THIS SECURITY IS EXERCISABLE HAVE HAS BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE ‘ME REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND .AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL SI MU, BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT WITH A REGISTERED BROKER-DEALER OR OTHER LOAN WITH A FINANCIAL INSTITUTION THAT IS AN “ACCREDITED INVESTOR” AS DEFINED IN RULE 501(a) UNDER THE SECURITIES ACE OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION ACCELERATED PHARMA, INC. Warrant Shares: ● Issuance [______] Initial Exercise Date: ●May 8, 2021 Warrant No: 2021-[A/B] Termination Date: June 10, 2026 2015 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received received, [REQUIRES COMPLETION] ______], or its registered assigns (the “Holder”), with an address at: [REQUIRES COMPLETION]10 Xxxxxxx Xxxx, email: [REQUIRES COMPLETION],Xxxxxxxx, or its assigns (the “Holder”) Xxx York 11559, is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof hereof- (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 the three (3) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATIONACCELERATED PHARMA, INC., a Delaware corporation incorporated under the laws of Delaware (the “Company”), up to [_________ ] shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject ) of Common Stock; provided, however, in the event that the number of shares of Common Stock reserved co, the issuance of the Warrant Shares is less than the maximum number of Warrant Shares issuable upon exercise of this Warrant, the Termination Date shall be tolled and extended until and to the terms and conditions appended hereto extent that the Company has reserved such aggregate number of shares of Common Stock issuable upon the exercise in full of this Warrant. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as Schedule “A”defined in Section 2(b), as same may be adjusted as described herein.

NOTICE OF CONVERSION. The undersigned hereby elects to convert principal under the Convertible Debenture Due December 10, 2022 of Western Magnesium Corporation, a Delaware corporation (the “Company”), into shares of common stock (the “Common Stock”), of Borrower according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by Borrower in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion the undersigned represents and warrants to Borrower that its ownership of the Common Stock does not exceed the amounts specified under Section 4 of this Debenture, as determined in accordance with Section 13(d) of the Exchange Act. The undersigned agrees to comply with the prospectus delivery requirements under the Applicable Law in connection with any transfer of the aforesaid shares of Common Stock. Conversion calculations: Date to Effect Conversion: $_________________principal amount of the Note (defined below) together with $________________ Principal Amount of Debenture to be Converted: accrued and unpaid interest thereto, totaling $_____________ into that number of shares of Common Stock to be issued pursuant to the conversion of the Note (“Common Stock”) as set forth below, of SinglePoint, Inc., a Nevada corporation (the “Borrower”), according to the conditions of the 15% original issue discount convertible note of the Borrower dated as of April 21, 2022 (the “Note”), as of the date written below. No fee will be charged to the Holder for any conversion, except for transfer taxes, if any. Box Checked as to applicable instructions: [ ] The Borrower shall electronically transmit the Common Stock issuable pursuant to this Notice of Conversion to the account of the undersigned or its nominee with DTC through its Deposit Withdrawal At Custodian system (“DWAC Transfer”). Name of DTC Prime Broker: Account Number: [ ] The undersigned hereby requests that the Borrower issue a certificate or certificates for the number of shares of Common Stock set forth below (which numbers are based on the Holder’s calculation attached hereto) in the name(s) specified immediately below or, if additional space is necessary, on an attachment hereto: Name: Address: Date of Conversion: _____________ Applicable Conversion Price: $__________________ Interest Amount to be Converted: $_________________________ Applicable Conversion Price for Accrued Interest: $___________________________ Number of shares Shares of Common Stock to be issuedIssued Pursuant to Conversion of the Notes: ______________ SignatureAmount of Principal Balance Due remaining Under the Note after this conversion: ______________ Accrued and unpaid interest remaining: ______________ Target Capital 10 LLC By:_____________________________ Name: ____________________________________________ Address for Delivery Title: Date: 1 The earlier of Common Stock Certificates: __________ _____________________________________________________ _____________________________________________________ Or DWAC Instructions: _________________________________ Broker No:_____________ Account No: _______________ Exhibit nine (9) months from the date of issue or upon the occurrence of the Liquidity Event Appendix B Form of Warrant Certificate [attach] UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE OCTOBER 11, 2021. “WITHOUT PRIOR WRITTEN APPROVAL OF THE TSX VENTURE EXCHANGE AND COMPLIANCE WITH ALL APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY OR UNDERLYING THIS CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR THROUGH THE FACILITIES OF THE TSX VENTURE EXCHANGE OR OTHERWISE IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT UNTIL OCTOBER 11, 2021. THIS WARRANT AND THE SECURITIES DELIVERABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS WARRANT MAY NOT BE EXERCISED BY OR ON BEHALF OF A U.S. PERSON OR PERSON IN THE UNITED STATES UNLESS THIS WARRANT AND SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND THE APPLICABLE SECURITIES LEGISLATION OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS AVAILABLE. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT. NEITHER THIS SECURITY NOR THE SECURITIES FOR INTO WHICH THIS SECURITY IS EXERCISABLE CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANYLAWS. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE CONVERSION OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. CLASS [A/B] COMMON STOCK PURCHASE WARRANT WESTERN MAGNESIUM CORPORATION Warrant SharesDated as of: ● Issuance DateApril 21, 2022 Purchase Price: ●$ 1,500,000 Maturity Date1: January 21, 2021 Warrant No2023 Original Issue Discount: 2021-[A/B] Termination Date$ 264,706 Interest Rate: June 1015.0% Original Principal Amount: $ 1,764,706 SINGLEPOINT INC. 15% ORIGINAL ISSUE DISCOUNT CONVERTIBLE PROMISSORY NOTE THIS 15% ORIGINAL ISSUE DISCOUNT CONVERTIBLE PROMISSORY NOTE is one of a series of duly authorized and validly issued Notes of SinglePoint Inc., 2026 THIS CLASS [A/B] COMMON STOCK PURCHASE WARRANT a Nevada corporation (the “WarrantCompany”) certifies that), for value received [REQUIRES COMPLETION] designated as its 15% Convertible Promissory Note due January 21, 20231 (this note, the “Note” and, collectively with the other notes of such series, the “Notes”). FOR VALUE RECEIVED, the Company promises to pay to Walleye Opportunities Master Fund Ltd Cameron Bridge LLC or its registered assigns (the “Holder”), with an address at: [REQUIRES COMPLETION]or shall have paid pursuant to the terms hereunder, email: [REQUIRES COMPLETION],the principal sum of $1,470,589 on the earlier of January 21, 20231 or its assigns upon the occurrence of the Liquidity Event (the “HolderMaturity Date”) or such earlier date as this Note is entitledrequired or permitted to be repaid as provided hereunder, upon and to pay interest to the terms Holder on the aggregate unconverted and then outstanding principal amount of this Note in accordance with the provisions hereof. This Note is subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on June 10, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from WESTERN MAGNESIUM CORPORATION, a corporation incorporated under the laws of Delaware (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). These Warrants are issued subject to the terms and conditions appended hereto as Schedule “A”.following additional provisions: