TERMS AND CONDITIONS FOR THE SALE OF GOODS AND SERVICES

1. Applicability. These terms and conditions of purchase (these “Terms”) govern the purchase of tangible goods (“Goods”) and services, including software or hosted solutions (collectively, “Services”) by National Money Mart Company, Dollar Financial Group, Inc., any of their affiliates, or any combination of those entities that issues the purchase order (the “Purchase Order”; and those issuing entities collectively, “Buyer”) from the seller identified in the Purchase Order (“Seller”). The Purchase Order and these Terms (collectively, this “Agreement”) constitute the entire agreement between the parties and supersede all prior understandings, agreements, negotiations, representations, warranties, and communications. Fulfillment of each Purchase Order that references these Terms constitutes acceptance of these Terms. If the parties have a signed written contract (excluding transactional documents) that expressly governs the same Goods and/or Services, that contract prevails over any inconsistent provisions in these Terms. These Terms prevail over Seller’s general terms and conditions, however or whenever delivered, including those in any quotation, order form, invoice, or online terms.

2. Fulfillment and Delivery of Goods.

2.1. Delivery Obligations. Seller shall deliver the Goods in the quantities and on the date(s) specified in the Purchase Order (the “Delivery Date”). If Seller fails to deliver the Goods in full on the Delivery Date, Buyer may terminate this Agreement immediately by providing written notice to Seller and Seller shall indemnify Buyer against any losses, claims, damages, and reasonable costs and expenses directly attributable to Seller’s failure to deliver. Time is of the essence in Seller’s timely delivery of the Goods.

2.2. Delivery Location and Packaging. Seller shall deliver all Goods to the address specified in the Purchase Order (the “Delivery Point”) during Buyer’s normal business hours or as otherwise instructed by Buyer. Seller shall pack all Goods for shipment according to Buyer’s instructions or, if there are no instructions, in a manner sufficient to ensure undamaged delivery. Seller shall provide Buyer with prior written notice if it requires Buyer to return any packaging materials. Any such return will be at Seller’s sole risk and expense.

2.3. Quantity. If Seller delivers more or less than the quantity ordered, Buyer may, in its sole discretion: (a) reject all or any excess Goods; (b) reject the entire shipment; or (c) accept the non-conforming quantity and adjust the Price accordingly. Rejected Goods shall be returned at Seller’s sole risk and expense. If Buyer accepts delivery at the varied quantity, the Price shall be adjusted pro-rata.

2.4. Shipping Terms. Delivery of the Goods must be delivered duty paid (DDP) to the Delivery Point, unless otherwise specified in the Purchase Order. The Purchase Order number must appear on all shipping documents, shipping labels, bills of lading, air waybills, invoices, correspondence, and any other documents pertaining to the Purchase Order.

2.5. Title and Risk of Loss. Title and risk of loss passes to Buyer upon delivery of the Goods at the Delivery Point. Seller bears all risk of loss or damage to the Goods until delivery of the Goods to the Delivery Point.

2.6. Inspection and Rejection of Non-Conforming Goods. Buyer may inspect and test the Goods within sixty (60) days after confirmed receipt at the Delivery Point, or within such longer period as is reasonable under the circumstances, and may reject all or any portion if non-conforming or defective Goods. If Buyer rejects one or more Goods, Buyer may, upon written notice to Seller: (a) rescind this Agreement; (b) accept the Goods at a reduced price; or (c) require replacement. If Buyer requires replacement, Seller shall, at its expense, within ten (10) business days, replace the non-conforming Goods and pay all related expenses, including transportation charges for return and delivery of replacement Goods. If Seller fails to timely deliver replacements, Buyer may procure substitute goods from a third party and charge Seller the cost thereof and terminate this Agreement for cause pursuant to Section 12 (Termination). Inspection or other action by Buyer shall not reduce Seller's obligations, and Buyer may conduct further inspections after Seller's remedial actions. Buyer’s rights hereunder are in addition to any other remedies available at law or in equity.

3. Performance and Delivery of Services.

3.1. Performance Standard. Seller shall provide the Services to Buyer as described in the Purchase
Order and in accordance with the terms and conditions set forth in these Terms. Time is of the essence in Seller’s performance of the Services.

3.2. Personnel Qualifications. Seller shall ensure that all persons, whether employees, agents,
subcontractors, or anyone acting for or on behalf of the Seller, are properly licensed, certified, or accredited as required by applicable law and are suitably skilled, experienced, and qualified to perform the Services.

3.3. Licenses and Consents. Seller shall, before the date on which the Services are to start, obtain,
and at all times during the term of this Agreement, maintain, all necessary licenses and consents and comply with all relevant laws applicable to the provision of the Services.

3.4. Compliance with Buyer Policies. Seller shall comply with all rules, regulations, and policies of
Buyer, including security procedures concerning systems and data and remote access thereto, building security procedures, and general health and safety practices and procedures.

3.5. Equipment.

(a) Seller Equipment. Seller shall ensure that all of its equipment used in the provision of the Services is in good working order and suitable for the purposes for which it is used, and conforms to all relevant legal standards and standards specified by the Buyer.

(b) Buyer Equipment. Seller shall keep and maintain any Buyer equipment in its possession in good working order and shall not dispose of or use such equipment other than in accordance with the Buyer's written instructions or authorization.

3.6. Subcontracting.

(a) Approval and Revocation. Seller shall obtain Buyer’s prior written consent, in Buyer's sole and absolute discretion, before engaging any person or entity (including subcontractors, affiliates, agents, or independent contractors) other than Seller’s direct employees to provide any Services (each, a “Permitted Subcontractor”). Buyer may revoke such consent at any time upon written notice if the Permitted Subcontractor's performance is unsatisfactory in Buyer's reasonable judgment.

(b) Seller Responsibility. Buyer’s approval shall not relieve Seller of its obligations, and Seller shall remain fully responsible for each Permitted Subcontractor's performance and compliance with this Agreement as if they were Seller’s employees. Nothing in this Agreement creates any contractual relationship between Buyer and any Seller subcontractor or supplier.

(c) Confidentiality Compliance. Seller shall require each Permitted Subcontractor to be bound in writing by the confidentiality provisions of this Agreement.

3.7. Records and Audit Rights. Seller shall maintain complete and accurate records relating to the
provision of the Services under this Agreement, including records of the time spent and materials used by Seller in providing the Services in such form as Buyer shall approve. During the term of this Agreement and for a period of two (2) years thereafter, upon Buyer’s written request, Seller shall allow Buyer to inspect and make copies of such records and interview Seller personnel in connection with the provision of the Services.

4. Price. The price of the Goods and Services is the price stated in the Purchase Order (the “Price”). If no price is included, the Price shall be Seller's published price as of the Purchase Order date. Unless otherwise specified, the Price includes all packaging, transportation to the Delivery Point, insurance, customs duties, fees and applicable taxes, including all sales, goods and services, harmonized sales, provincial sales, value added, use and excise taxes, and customs duties. The Price is firm and fixed for the duration of this Agreement and any renewals thereof. No Price increase is effective under any circumstances without Buyer's prior written consent, which may be withheld in Buyer's sole and absolutediscretion. Any purported price increase without such consent shall be null and void, and Seller shall continue to perform at the original Price.

5. Payment Terms.

5.1. Invoicing Requirements. Seller shall issue invoices after completion of delivery in accordance with these Terms. Buyer shall pay properly invoiced amounts within sixty (60) days of receipt, except amounts disputed in good faith. Buyer reserves the right to set-off any amount owing to it by Seller against any amount payable to Seller. In the event of a dispute, Buyer may deliver a written statement to Seller at any time before or after payment is due, listing disputed items with reasonably detailed descriptions. Buyer's failure to provide such notice within any specific timeframe shall not constitute a waiver of Buyer's right to dispute any invoice or claim any setoff, counterclaim, or defense. Undisputed amounts must be paid within the period set forth in this Section. The parties shall resolve disputes expeditiously and in good faith. Seller shall continue performing notwithstanding any dispute.

5.2. Payment Timing and Method. Seller shall provide Buyer written payment instructions (including banking information, wire transfer details, account numbers, and any other information necessary to direct payment) to apinvoice@mfsg.com. If payment instructions change, Seller shall notify Buyer in writing at least fourteen (14) days prior to the date any invoice subject to such changed instructions becomes due. Buyer shall not be required to pay using any third-party payment system.

5.3. Disputed Invoices. Seller shall issue invoices in PDF format, one invoice per email, within thirty (30) days following the delivery of Goods or completion of Services. Each invoice must include the following information: (a) Seller's name and contact information, including address; (b) unique invoice number and invoice date; (c) Purchase Order number; (d) description of Goods and/or Services provided; (e) quantity and unit price; and (f) total amount due.

6. Change Orders. Buyer may, at any time, issue written instructions or drawings to Seller (each, a
“Change Order”) directing changes to the Services. Seller shall, within five (5) business days of receipt of such Change Order, submit a firm cost proposal to Buyer for review. If Buyer accepts the proposal, Seller shall proceed to implement that Change Order subject to the proposal and the terms of this Agreement.Seller acknowledges that issuance of a Change Order alone does not entitle Seller to adjustment in compensation or performance deadlines unless approved by Buyer in writing.

7. Conditions and Warranties.

7.1. Warranty for Goods. Seller covenants and warrants to Buyer that for a period of twenty-four (24) months from the Delivery Date (or such longer period as may be provided by applicable law or any manufacturer's warranty), all Goods will:

(a) be free from any defects in workmanship, material, and design;

(b) conform to applicable specifications, drawings, designs, samples, and other requirements specified by Buyer;

(d) be merchantable;

(e) be free and clear of all liens, security interests, or other encumbrances; and

(f) not infringe or misappropriate any third party’s patent or other intellectual property rights.

These warranties survive any delivery, inspection, acceptance, or payment of or for the Goods by Buyer.

7.2. Warranty for Services. Seller warrants to Buyer that it shall perform the Services using personnel of required skill, experience, and qualifications and in a professional and workmanlike manner in accordance with the then-prevailing industry standards for similar services and shall devote all necessary resources to meet its obligations under this Agreement.

7.3. Warranty Remedies. The warranties set forth in this Section 7 (Conditions and Warranties) are
cumulative and in addition to any other warranty provided by law or in equity. Any applicable statute of limitations runs from the date of Buyer’s discovery of the noncompliance of the Goods or Services with the foregoing conditions and warranties. If Buyer gives Seller notice of noncompliance pursuant to this Section, Seller shall, at its own cost and expense, promptly (i) replace or repair the defective or non-conforming Goods and pay for all related expenses, including, but not limited to, transportation charges for the return of the defective or non-conforming goods to Seller and the delivery of repaired or replacement Goods to Buyer, and, if applicable, (ii) repair or re-perform the applicable Services.

8. Indemnification.

8.1. General Indemnification. Seller shall defend, indemnify, and hold harmless Buyer and its affiliates, and their respective directors, officers, employees, agents, contractors, consultants and other representatives (collectively, “Buyer Indemnitees”) from and against any and all loss, injury, death, damage, liability, claim, deficiency, action, judgment, interest, award, penalty, fine, cost, or expense, including reasonable legal fees and professional fees and costs, and the cost of enforcing any right to indemnification hereunder and the cost of pursuing any insurance providers (collectively, “Losses”), arising out of or occurring in connection with the Goods and Services purchased from Seller or Seller’s negligence, wilful misconduct, or breach of this Agreement.

8.2. Intellectual Property Indemnification. Seller shall, at its expense, defend, indemnify, and hold
harmless Buyer Indemnitees against any and all Losses arising out of or in connection with any claim that Buyer’s or such party’s use or possession of the Goods or use of the Services infringes or misappropriates the patent, copyright, trademark, trade secret or other intellectual property right of any third party.

8.3. Defence and Settlement. Buyer may participate in the defence or settlement of any claim subject to Seller’s indemnification obligations through counsel of Buyer’s choice, and Seller shall reimburse Buyer for its reasonable costs and expenses of such participation. Seller shall not settle any claim without Buyer’s prior written consent if the settlement imposes any obligation on, or affects the rights or interests of, Buyer.

9. Limitation of Liability. Buyer’s total liability to Seller arising out of or relating to this Agreement will not exceed the total Price payable under the applicable Purchase Order. Buyer will not be liable to Seller for any indirect, incidental, consequential, special, or punitive damages, or for any loss of profits, revenue, or goodwill, whether arising in contract, tort, or otherwise. Nothing in this Agreement limits Seller’s liability.

10. Insurance.

10.1. Insurance Coverage. Seller shall maintain the following minimum insurance coverage throughout the term of this Agreement and for three (3) years following its expiry or termination:

(a) errors and omissions/professional liability insurance with limits of no less than $5,000,000 per
occurrence and $10,000,000 in the aggregate; and cyber risk and computer crime insurance with
limits of no less than $10,000,000 per occurrence and in the aggregate.

(b) All such policies shall: (i) be issued by insurers rated A or better by A.M. Best; (ii) provide that such insurers give Buyer at least thirty (30) days’ prior written notice of cancellation or non-renewal, and Seller shall have replacement policies in place prior to any such cancellation or non-renewal; (iii) waive any right of subrogation against Buyer; (iv) be primary and non-contributory, with any similar insurance maintained by Buyer being excess; and (v) name Buyer and its affiliates as additional insureds. Evidence of Insurance. Upon the written request of Buyer, Seller shall provide Buyer with copies of the certificates of insurance and policy endorsements for all insurance coverage required by this Section and shall not do anything to invalidate such insurance.

11. Compliance with Law. Seller represents, warrants, and covenants that it is, and will remain, in
compliance with all applicable laws, regulations, and ordinances. Seller shall maintain in effect all the licenses, permissions, authorizations, consents, and permits that it needs to carry out its obligations under this Agreement.

12. Termination. In addition to any remedies that may be provided under these Terms, Buyer may
terminate this Agreement with immediate effect upon written notice to Seller, either before or after the acceptance of the Goods or Seller’s delivery of the Services, if Seller has not performed or complied with any of these Terms, in whole or in part. If Seller becomes insolvent, files a petition for bankruptcy or commences or has commenced against it proceedings relating to bankruptcy, receivership, liquidation, reorganization, or assignment for the benefit of creditors, then Buyer may terminate this Agreement upon written notice to Seller. If Buyer terminates the Agreement for any reason, Seller’s sole and exclusive remedy is payment for the Goods and/or Services received and accepted by Buyer prior to the termination.

13. Waiver. No waiver by Buyer of any of the provisions of this Agreement is effective unless explicitly set forth in writing and signed by Buyer. No failure to exercise, or delay in exercising, any right, remedy, power, or privilege arising from this Agreement operates, or may be construed, as a waiver thereof. No single or partial exercise of any right, remedy, power, or privilege hereunder precludes any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.

14. Confidential Information. All non-public, confidential, or proprietary information of Buyer, including but not limited to, specifications, samples, patterns, designs, plans, drawings, documents, data, business operations, customer lists, pricing, discounts, or rebates, disclosed by Buyer to Seller, whether disclosed orally or disclosed or accessed in written, electronic or other form or media, and whether or not marked, designated, or otherwise identified as “confidential” in connection with this Agreement is confidential, solely for the purpose of performing this Agreement and may not be disclosed or copied unless authorized in advance by Buyer in writing. Upon Buyer’s request, Seller shall, at Buyer’s option, promptly return or securely destroy all documents and other materials received from Buyer. Buyer shall be entitled to injunctive
relief for any violation of this Section.

15. Force Majeure. Neither party shall be liable for any failure or delay in performing its obligations
(except payment obligations) caused by any event or circumstance beyond that party’s reasonable control, including natural disasters, epidemics, war, terrorism, government actions, or embargoes (each, a “Force Majeure Event”). The impacted party shall notify the other party within two (2) business days and use reasonable efforts to minimize impact. If the Force Majeure Event continues for more than fifteen (15) days, the non-impacted party may terminate this Agreement immediately upon written notice.

16. Assignment. Seller shall not assign, transfer, delegate, or subcontract any of its rights or obligations under this Agreement without the prior written consent of Buyer. Any purported assignment or delegation in violation of this Section shall be null and void. No assignment or delegation shall relieve Seller of any of its obligations hereunder. Buyer may, at any time, assign or transfer any or all of its rights or obligations under this Agreement without Seller’s prior written consent.

17. Relationship of the Parties. The relationship between the parties is that of independent contractors. Nothing contained in this Agreement shall be construed as creating any agency, partnership, joint venture, or other form of joint enterprise, employment, or fiduciary relationship between the parties, and neither party shall have authority to contract for or bind the other party in any manner whatsoever. No relationship of exclusivity shall be construed from this Agreement.

18. No Third-Party Beneficiaries. This Agreement is for the sole benefit of the parties hereto and their respective successors and permitted assigns and nothing herein, express or implied, is intended to or shall confer upon any other person or entity any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of this Agreement.

19. Governing Law. All matters arising out of or relating to this Agreement are governed by and
construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein without giving effect to any choice or conflict of law provision or rule that would cause the application of the laws of any other jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.

20. Choice of Forum. Any legal suit, action, litigation or proceeding of any kind whatsoever (each, a “Claim”) in any way arising out of, from or relating to this Agreement, including all amendments, addenda, or riders that modify it, shall be instituted in the courts of the Province of Ontario, Canada and each party irrevocably submits to the exclusive jurisdiction of such courts in any such Claim. Service of process, summons, notice, or other document by mail to such party’s address set forth on the Purchase Order shall be effective service of process for Claim brought in any such court. Each party agrees that a final judgment in any such Claim is conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law. The parties irrevocably and unconditionally waive any objection to the venue of any Claim in such courts and irrevocably waive and agree not to plead or claim in any such court that any such Claim brought in any such court has been brought in an inconvenient forum.

21. Notices. Each party shall deliver all notices, requests, consents, claims, demands, waivers and
other communications under this Agreement (each, a “Notice”) in writing and addressed to the parties at the addresses set forth on the Purchase Order (or to such other address that may be designated by the receiving party from time to time in accordance with this Section). All email Notices to Buyer must also be sent to legal@mfsg.com. Notices sent in accordance with this Section will be conclusively deemed validly and effectively given: (a) on the date of receipt, if delivered by personal delivery or by a nationally recognized same day or overnight courier (with all fees prepaid); (b) on the date of delivery if delivered by email; or (c) on the fifth (5th) day after the date mailed by certified or registered mail.

22. Severability. If any term or provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.

23. Survival. The provisions of these Terms that by their nature are intended to survive termination or expiration of this Agreement, including but not limited to, Section 7 (Conditions and Warranties), Section 8 (Indemnification), Section 10 (Insurance), Section 11 (Compliance with Laws), Section 14 (Confidential Information), Section 19 (Governing Law), Section 20 (Choice of Forum), and this Section 23 (Survival), will remain in full force and effect.

24. Amendments and Modifications. These Terms may only be amended or modified in a writing stating specifically that it amends these Terms and is signed by an authorized representative of each party.

Revised January 2026