E-Waste Corp. executed a Termination of Consulting Agreement (the “Termination of Consulting Agreement”), pursuant to which they mutually agreed to terminate the Consulting Agreement, dated December 1, 2020, between the parties (the “Consulting Agreement”), such termination to be effective immediately. The Consulting Agreement was terminated in connection with the appointment of Elliot Mermel, Managing Partner of Benzions, as an officer and director of the company. This termination of consulting agreement (this “Agreement”) is entered into as of May 7, 2021, by and between E-Waste Corp. (the “Company”), and Benzions, LLC (the “Consultant”). Effective as of December 1, 2020, the company entered into that certain consulting agreement with the Consultant (the “Consulting Agreement”) pursuant to which Consultant has been advising and assisting the company; and pursuant to the terms of the Consulting Agreement, either party may terminate the Consulting Agreement upon thirty (30) days’ prior written notice to the other; and in connection with the appointment of Elliot Mermel, Managing Partner of the Consultant, as an officer and director of the Company, the parties mutually determined to terminate the Consulting Agreement, effective immediately, and to enter into this Agreement. In consideration of the mutual covenants contained in this Agreement, and for other good and valuable consideration the receipt and adequacy of which are hereby acknowledged, the parties agree as follows: Termination of the Consulting Agreement. The parties hereby are waiving all notice requirements under the Consulting Agreement and agree that the Consulting Agreement shall be terminated immediately upon the execution of this Agreement. As of the date hereof, each party acknowledges that all responsibilities of the other party under the Consulting Agreement have been fully performed, and that neither party has any outstanding obligations or responsibilities, including payment obligations, to the other party.