Amendment to the Exchange Agreement, dated September 9, 2020

AMENDMENT OF EXCHANGE AGREEMENT

This Amendment of Exchange Agreement, dated as of September 9, 2020, is entered into by and among ADVANCED CONTAINER TECHNOLOGIES, INC., a Florida corporation under its former name, Medtainer, Inc., ADVANCED CONTAINER TECHNOLOGIES, INC., a California corporation, and the Shareholders, as defined in said Exchange Agreement.

RECITALS:

A.           The Parties have entered into an Exchange Agreement, dated as of August 14, 2020 (the “Exchange Agreement”), whereunder, among other things, the Shareholders would exchange their shares of ACT Common Stock for shares of MDTR Common Stock, such that ACT would become the wholly owned subsidiary of MDTR;

B.            The Parties desire to amend the Exchange Agreement as set forth herein; and

C.            In the Exchange Agreement, the Shareholders’ Representative has been nominated, constituted and appointed the agent and attorney in fact for the other Shareholders for purposes of signing this instrument.

NOW THEREFORE, in consideration of covenants and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties hereto agree each with the other as follows:

2.      General Provisions.

IN WITNESS WHEREOF, the parties hereto have executed this Amendment of Exchange Agreement as of the day and year first above written.