```markdown
Docusign Envelope ID: 95005F6E-BE76-4ED1-B5A2-95C8A0B27CB6

SETTLEMENT AGREEMENT AND CONSENT ORDER

SIGUE CORPORATION

WHEREAS, Sigue Corporation (“Sigue”) is a Delaware corporation with headquarters in Sylmar, California and assigned NMLS identifier number of 915912.

WHEREAS, the States of Alabama, Alaska, Arizona, Arkansas, Colorado, Hawaii, Idaho, Indiana, Iowa, Kentucky, Maryland, Michigan, Minnesota, Mississippi, Missouri, Nebraska, Nevada, New Hampshire, New Mexico, New York, North Carolina, North Dakota, Ohio, Oregon, Rhode Island, South Carolina, South Dakota, Tennessee, Utah, Vermont, Washington, West Virginia, Wisconsin, the Commonwealths of Kentucky, Massachusetts, and the District of Columbia (individually, a “Participating State,” and collectively, the “Participating States”) have each agreed, through their respective state money transmission regulatory agencies, to negotiate and enter into this Settlement Agreement and Consent Order (hereinafter referred to as the “Agreement” or “Order”).

WHEREAS, the state money transmission regulators of the Participating States (hereinafter referred to individually as a “State Money Transmission Regulator,” and collectively as the “State Money Transmission Regulators”) are respective members of the Conference of State Bank Supervisors (“CSBS”) and/or the Money Transmitter Regulators Association (“MTRA”) and intend to address enforcement concerns with Sigue in a collective and coordinated manner. The State Money Transmission Regulators and Sigue are collectively referred to herein as the (“Parties”).

WHEREAS, Sigue is either licensed or has been recently licensed as a money transmitter under the respective laws of each Participating State. Depending on each Participating State’s law, money transmission activity includes, but is not limited to, selling or issuing payment instruments, receiving money or monetary value for transmission, selling or issuing stored value/prepaid access, and/or currency exchange.

WHEREAS, at all times relevant hereto, Guillermo de la Viña has been the majority owner, Chief Executive Officer, and Qualified Individual of Sigue.

WHEREAS, the Participating States and Sigue entered into an Interim Consent Order on March 22, 2024, which cited the company’s deteriorating financial condition, its cessation of operations, its inability to satisfy all of its outstanding transmission liabilities, and failure to maintain adequate net worth or tangible net worth (the “Interim Order”).

WHEREAS, in conjunction with the issuance of the Interim Order, the State Money Transmission Regulators, as coordinated though a multi-state enforcement taskforce, commenced a multi-state money transmission investigation to investigate the facts and circumstances leading up to and surrounding Sigue’s situation, including evaluating consumer impact and investigating other matters associated therewith (the “Multi-State Investigation”). The Multi-State Investigation was conducted by the State Money Transmission Regulators pursuant to their respective statutory authorities, and in accordance with the protocols established by the Protocol for Performing Multi-State Examinations as well as the Nationwide Cooperative Agreement for MSB Supervision (collectively the “CSBS/MTRA Protocol and Agreement”). Sigue fully cooperated with the Multi-State Investigation.

WHEREAS, the Multi-State Investigation determined that Sigue has failed to satisfy certain outstanding transmission liabilities as they became due and payable, a violation of each Participating State’s applicable money transmission law.

WHEREAS, the Multi-State Investigation determined that in such jurisdictions where such requirements are applicable Sigue has failed to maintain adequate net worth or tangible net worth so as to remain qualified to be licensed and has failed to maintain permissible investments sufficient to cover the outstanding transmission liabilities, a violation of each Participating State’s applicable money transmission law.

WHEREAS, Sigue enters into this Agreement solely for the purpose of resolving disputes with the State Money Transmission Regulators, including the Multi-State Investigation, and any and all pending requests to surrender of its money transmission licenses. In entering this Agreement, Sigue and Guillermo de la Viña neither admit nor deny any wrongdoing, allegations or implications of fact, and neither admit nor deny any violations of applicable laws, regulations, or rules governing the conduct and operation of Sigue’s money transmission related business. Sigue acknowledges that the State Money Transmission Regulators have and maintain jurisdiction over the underlying dispute, including all matters referred to in these recitals, and therefore have the authority to fully resolve the matter.

WHEREAS, the State Money Transmission Regulators have legal authority to initiate administrative actions based on the conduct identified through the Multi-State Investigation.

WHEREAS, the intention of the State Money Transmission Regulators in effecting this settlement is to resolve its operational concerns regarding Sigue, the pending requests for surrender of any active money transmission licenses, the Interim Order, and the violations identified by the Multi-State Investigation and in these recitals, and to close the Multi-State Investigation with no further investigation or action needed. To that end, the State Money Transmission Regulators have agreed to the release of certain claims and remedies, as provided for in this Agreement. The State Money Transmission Regulators reserve all of their rights, duties, and authority to enforce all statutes, rules, and regulations under their respective jurisdictions against Sigue regarding any licensable related activities outside the scope of this Agreement. Additionally, a State Money Transmission Regulator may consider this Agreement and the facts set forth herein in connection with, and in deciding upon, any investigation, action, or proceeding ```