Cypher Metaverse Inc.

Form of Proxy - Annual General and Special Meeting to be held on December 1, 2023

Traders Bank Building

702, 67 Yonge Street Toronto, ON M5E 1J8

Appointment of Proxyholder

Print the name of the person you are appointing if this person

I/We being the undersigned holder(s) of Cypher Metaverse Inc. hereby appoint George

OR

is someone other than the Management Nominees listed herein:

Tsafalas or failing this person, Tatiana Kovaleva

as my/our proxyholder with full power of substitution and to attend, act, and to vote for and on behalf of the holder in accordance with the following direction (or if no directions have been given, as the proxyholder sees fit) and all other matters that may properly come before the Annual General and special Meeting of Cypher Metaverse Inc. (the "Company") to be held at Dentons Canada LLP, 15th Floor, Bankers Court, 850 - 2nd Street SW, Calgary, AB, T2P 0R8 on December 1, 2023 at 9:00 a.m. (Calgary Time) or at any adjournment thereof.

For Against

1. Number of Directors. To set the number of directors to be elected at the Meeting to at three (3).

2. Election of Directors.

For

Withhold

For

Withhold

For

Withhold

  1. George Tsafalas

b. Brian Keane

c. Harrison Ross

For

Withhold

3.

Appointment of Auditors. To appoint PKF Antares Professional Corporation, Chartered Accountants, Calgary, Alberta, as auditors of the

Corporation until the close of the next annual general meeting, at such remuneration as may be approved by the Board of Directors of the Corporation.

4.

Proposed Transaction. To consider and, if thought advisable, to pass, with or without variation, an ordinary resolution, the full text of which is set For

Against

forth in the accompanying management information circular ("Circular"), approving the proposed transaction (the "Proposed Transaction"), involving

the Company and Agapi Luxury Brands Inc. ("Agapi"), as more fully described in the Circular.

Signature(s):

Date

Authorized Signature(s) - This section must be completed for your instructions to be executed.

I/we authorize you to act in accordance with my/our instructions set out above. I/We hereby revoke any proxy previously given with respect to the Meeting. If no voting instructions are indicated above, this Proxy will be voted as recommended by Management.

Interim Financial Statements - Check the box to the right if you would like to RECEIVE interim financial statements and accompanying Management's Discussion & Analysis by mail. See reverse for instructions to sign up for delivery by email.

Annual Report - Check the box to the right if you would like to RECEIVE the Annual Report and accompanying Management's Discussion and Analysis by mail. See reverse for instructions to sign up for delivery by email.

/ /

MM / DD / YY

This form of proxy is solicited by and on behalf of Management of Cypher Metaverse Inc.

Proxies must be received by 9:00 a.m., MST, on November 29, 2023.

Notes to Proxy

  1. Each holder has the right to appoint a person, who need not be a holder, to attend and represent him or her at the Annual General and Special Meeting. If you wish to appoint a person other than the persons whose names are printed herein, please insert the name of your chosen proxyholder in the space provided on the reverse.
  2. If the securities are registered in the name of more than one holder (for example, joint ownership, trustees, executors, etc.) then all of the registered owners must sign this proxy in the space provided on the reverse. If you are voting on behalf of a corporation or another individual, you may be required to provide documentation evidencing your power to sign this proxy with signing capacity stated.
  3. This proxy should be signed in the exact manner as the name appears on the proxy.
  4. If this proxy is not dated, it will be deemed to bear the date on which it is mailed by Management to the holder.
  5. The securities represented by this proxy will be voted as directed by the holder; however, if such a direction is not made in respect of any matter, this proxy will be voted as recommended by Management.
  6. The securities represented by this proxy will be voted or withheld from voting, in accordance with the instructions of the holder, on any ballot that may be called for and, if the holder has specified a choice with respect to any matter to be acted on, the securities will be voted accordingly.
  7. This proxy confers discretionary authority in respect of amendments to matters identified in the Notice of Meeting or other matters that may properly come before the meeting.
  8. This proxy should be read in conjunction with the accompanying documentation provided by Management.

INSTEAD OF MAILING THIS PROXY, YOU MAY SUBMIT YOUR PROXY USING SECURE ONLINE VOTING AVAILABLE ANYTIME:

To Vote Your Proxy Online please visit:

https://login.odysseytrust.com/pxlogin

You will require the CONTROL NUMBER printed with

Shareholder Address and Control Number Here

your address to the right.

If you vote by Internet, do not mailthis proxy.

To request the receipt of future documents via email

and/or to sign up for Securityholder Online services,

you may contact Odyssey Trust Company at

www.odysseycontact.com.

Voting by mail may be the only method for securities held in the name of a corporation or securities being voted on behalf of another individual. A return envelope has been enclosed for voting by mail.

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Disclaimer

Cypher Metaverse Inc. published this content on 25 October 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 October 2023 14:52:03 UTC.