0001062993-26-001770 Sample Contracts

NAQI LOGIX INC. PRIVATE PLACEMENT SUBSCRIPTION AND JOINDER AGREEMENT
Private Placement Subscription Agreement • April 1st, 2026 • Naqi Logix Inc. • Services-computer programming, data processing, etc. • British Columbia

The undersigned (the "Subscriber") hereby irrevocably subscribes for and agrees to purchase from Naqi Logix Inc. (the "Issuer" or "Naqi") that number of Voting Common Shares of the Issuer (the "Base Shares") set out below at a base price of $2.61 per Base Share (as such may be deemed to be adjusted in accordance with the terms hereunder) (the "Base Purchase Price per Share") and, if applicable, such number of additional Voting Common Shares of the Issuer to be issued as bonus shares (the "Bonus Shares" and together with the Base Shares, the "Shares") to the Subscriber, as prescribed by Schedule "A" to this Subscription Agreement, such that the price per Share so subscribed for shall be determined by dividing the aggregate purchase price for the Shares (excluding any fees) by the number of Shares subscribed for hereunder (collectively, the "Offering"). For greater certainty, any Bonus Shares to which the Subscriber is entitled as set out in Schedule "A" to this Subscription Agreement an

TRI-PARTY ESCROW AGREEMENT
Tri-Party Escrow Agreement • April 1st, 2026 • Naqi Logix Inc. • Services-computer programming, data processing, etc. • Missouri

This ESCROW AGREEMENT ("Agreement") is made and entered into as of March 31, 2026, by and among Naqi Logix, Inc, a British Columbia Corporation (the "Company"), and ENTERPRISE BANK & TRUST, a Missouri chartered trust company with banking powers (in its capacity as escrow holder, the "Escrow Agent").