As previously disclosed, pursuant to the amended and restated merger agreement dated as of April 7, 2022 (Merger Agreement), by and among S-CC Merger Sub Inc. (S-CC Merger Sub), a previously a wholly owned subsidiary of Sollensys Corp. (Sollensys); SSolutions Merger Sub Inc., a previously a wholly owned subsidiary of Sollensys (S-Solutions Merger Sub); SCARE Holdings, LLC, a wholly owned subsidiary of Sollensys (“SCARE”); (iii) Celerit Corporation, a wholly owned subsidiary of Sollensys (“Celerit”); (iv) Celerit Solutions Corporation, a wholly owned subsidiary of Sollensys (“Celerit Solutions”); (v) Terry Rothwell; and (vi) CRE Holdings, LLC (“CRE”), the parties to the Merger Agreement undertook certain transactions, including the merger of Celerit with and into S-CC Merger Sub, with Celerit surviving, and the merger of Celerit Solutions with and into S-Solutions Merger Sub, with Celerit Solutions surviving. Accordingly, on August 22, 2022, the Sollensys Corp.

entered into the Rescission, Termination and Release Agreement (the “Rescission Agreement”) by and among (i) the Company, (ii) SCARE; (iii) Celerit; (iv) Celerit Solutions; (v) Ms. Rothwell; (vi) Ron Harmon; and (vii) CRE. Pursuant to the terms of the Rescission Agreement, effective August 22, 2022, Ms. Rothwell resigned as a member of Sollensys' board of Directors. Effective August 23, 2022, Anthony Nolte resigned as a member of Sollensys' board of directors.