CONSENTPriorities Agreement • March 17th, 2021
Contract Type FiledMarch 17th, 2021TO: The Toronto-Dominion Bank ("TD") AND TO: Burlington Hydro Inc. ("BHI") AND TO: Burlington Enterprises Corporation ("BEC") RE: Priorities agreement dated March 30, 2011 between TD, The Corporation of the City of Burlington (the "City") and BHI (as such agreement may be amended, restated, supplemented, renewed, replaced or otherwise modified from time to time, the "Priority Agreement") AND RE: Shareholder direction dated October 15, 2019 executed by the City in respect of BEC and its subsidiaries, including BHI (as such agreement may be amended, restated, supplemented, replaced or otherwise modified from time to time, the "Shareholder Direction") DATE: ►March 23, 2021