ZoomAway Technologies : 2021 MD&A

MANAGEMENT DISCUSSION AND ANALYSIS

(Dated April 22, 2022)

Description of Business

ZoomAway Technologies Inc. (formerly Zoomaway Travel Inc.) ("ZoomAway" or "ZMA" or the "Company" or "We" or "Our") leads the way in providing technology and marketing platforms for: hotels, golf courses, ski resorts and other lodging and activity providers that increase revenue, reduce cost, and improve their ability to accommodate today's active traveler.

ZMA has roots in travel technology beginning in 1999 in the Reno/Lake Tahoe tourism industry. In late 2016 and early 2017, the Company expanded its marketing footprint to Las Vegas, with 9 major hotel-casinos and several golf courses, and into Northern California, including the Monterey Peninsula luxury hotel and golf market. In 2018, the Company began the process of gamification of the travel industry with its revolutionary new product, ZoomedOut.

The Company also reported that beginning with Q2 of 2020 its business operations and revenues were drastically affected by the COVID-19 Global Pandemic. The Company relies heavily on tourism and its main vendors (hotels and casinos in Nevada) have also suffered during this time. Most of the Company's 2020 smaller group business was postponed to mid to late 2021 and beyond. While an abundance of caution surrounding the Covid-19 pandemic led the Company's contracted large group business to best postponed off into 2022 and 2023 it is nonetheless pleased to report that business is coming back in its principal markets of Reno/Tahoe & Las Vegas. Management is cautiously optimistic that sales will continue to increase in 2022 despite newly imposed Covid-19 mandates by State authorities.

The Company is reporting that as of Q2 2021, its tourism business is slowly returning. The Company has seen an uptick in bookings during Q2 and Q3 of 2021 and beyond. Additionally, the Company is reporting that its three large corporate group customers which account for a substantial amount of the Company's gross sales each year have re-contracted our services for 2022. The Company is cautiously optimistic that consumers will continue to visit its casino client base but is mindful that factors such as a rise in Delta variant cases and wildfires in Northern California continue to pose a risk to future business.

Effective April 14, 2021, the Company consolidated its issued and outstanding shares on a 9 to 1 basis. All share and per share amounts in the Company consolidated financial statements and, in this report, have been retroactively restated to reflect the consolidation.

At the annual shareholder meeting held in December 2020, the shareholders voted to expand the number of board members to six while accepting the resignations of Ms. Christa Jones and Mr. Mark Riden and adding new members, Messrs. Jay Bala, Alex Kanayev, Mason Shan and Josh Almario. Mr. Almario did not stand for re-election as a director at the Company's most recent annual shareholder meeting held on December 20, 2021. On January 6, 2022, the Company's Board of Directors appointed Jeremy Green as a director of the Company.

In August 2018, the Company completed a private placement of 555,556 Units at a price of CAD $0.45 per Unit, for total gross proceeds of CAD $250,000. Each Unit consisted of one (1) common share and one-half (1/2) of a warrant, each full warrant entitling the holder to purchase an additional common share at a price of CAD $0.585 per share for two years following closing. No fees were paid on this placement. Mr. Mark Riden, then a director purchased 22,222 of these Units. Of the 277,778 warrant shares issuable as part of these units, warrants were exercised in Q3 2019 for a total of 211,111 common shares while the remaining warrants expired.

In Q3 2018, the Company received a commitment letter from AIP Asset Management Inc. ("AIP"), an Ontario based investment management firm to undertake a previously announced proposed financing which would involve the issuance by the Company of senior secured, collateralized convertible notes ("Notes"). After a period of negotiations, an issuance of Notes in the amount of USD $750,000 (approx. CAD $1,000,000) were agreed upon with AIP which was paid a due diligence fee of CAD $200,000 and a facility fee of USD $75,000 at the completion of due diligence. An AIP affiliate purchased 422,222 Units in the private placement which closed in August 2018 mentioned previously.

After receiving conditional approval of the TSX Venture Exchange (the "TSXV"), the placement of the Notes in the amount of USD $750,000 was completed in late April 2019. The Notes may be converted into common shares of the Company at a price of CAD $0.72 per share in the first year and CAD $0.90 in year two. The Notes matured November 9, 2020, subject to semi-annual reviews and are secured against the assets of the Company and its subsidiaries. The Notes bear interest at a rate per annum equal to the 12-month US Dollar LIBOR interest rate plus 10% per annum. Interest is calculated and payable monthly, in advance, on the first day of each month until the entire principal amount of the Note has been repaid in full.

A significant portion of the proceeds from the issuance of notes has been used for the continued development of the Company's revolutionary new gamified platform "ZoomedOUT"(www.zoomedout.io)designed around its beta launch city, Las Vegas, NV. Las Vegas was chosen due to its high volume of tourism, its intrinsic need for more entertainment, as well as the teams' vast experience in the casino & hospitality industries. In addition, the Company intends to use the proceeds for growth capital and one or more potential acquisition targets.

On June 28, 2019, the Company held its annual and special meetings of Company's shareholders for both 2018 and 2019. The Company had received special permission from the BC Courts to hold both the 2018 and 2019 Shareholder meetings at the same time. All items placed before the shareholders were approved, including the motion to authorize the sale of additional equity (or debt convertible to equity) to AIP, even if such a sale may result in the creation of a new control person of the Company.

At the annual and special shareholder meeting of December 2020, the Company's shareholders approved i) the expansion of the Board of Director to six members, ii) a change of the Company's from Zoomaway Travel to Zoomaway Technologies, iii) a new loan facility from AIP for $5 million USD, and iv) the settlement of a CAD $985,750 debt held by AIP through the issuance of common shares and warrants to AIP which resulted in it becoming a new "control person" of the Company.

Throughout 2019, the Company continued to focus on bringing ZoomedOut to the marketplace. The project can be seen atwww.zoomedout.io.The Company and its games consultant, Zero 8 Studios, Inc., are continuing development of this platform. The project is a unique blend of travel, social media and digital based gaming. The Company also began to look outside of the travel industry to expand its capabilities and to seek acquisitions that will complement its core competency.

The Company launched a new and improved corporate website in April of 2019 to highlight the project, revenue projections and all the Company's products. The Company continued to maintain its legacy business and began exploring ways to grow this business.

During Q3 2019, the Company announced the acquisition of Tieritup Inc., which subsequently closed effective August 20, 2019, with the issuance of 74,444 Common Shares, valued at $45,445, as the purchase consideration. Tieritup is a Nevada corporation, whose key digital assets include: an SMS-based (text messaging) communications platform that allows lodging properties to communicate via text with their guests before, during and after each stay as well as a fully automated concierge program that allows consumers to ask questions and get automated answers via text message to make reservations with offsite activity vendors. Teiritup also has Alexa™ integration allowing consumers to use Artificial Intelligence (AI) to perform certain functions in room or off site. In addition, Tieritup assets included an event registration platform, the retail websitewww.tripsee.travel,as well as all of Tieritup's cloud-based servers, databases, customer lists and marketing materials.

On August 21, 2019, the Company announced a private placement for 666,667 units at CAD $0.72 per Unit for gross proceeds of CAD $480,000. Each unit was made up of one (1) common voting share and one (1) full warrant. Each warrant entitled the owner to acquire an additional common share at a price of CAD $0.90 per share for a period of twelve months thereafter.

On October 28, 2020, the Company announced that it had completed a private placement for 466,667 units at a price of CAD $0.18 each for net proceeds of CAD $84,000. Each unit was made up of one (1) common share and one (1) full warrant. Each warrant entitled the holder to acquire an additional common share at a price of CAD $0.45 per share for a period of twelve months thereafter

On December 30, 2020, the Company closed a new secured loan facility for the principal amount of US$5 million (the "Facility") with AIP. The Facility has a term of 24 months, bears interest at the rate of 5% per annum and is secured by a general security agreement on all of the present and future assets of the Company. Upon closing of the Facility, the Company paid to AIP (i) a due diligence fee of US$100,000; (ii) a facility fee of US$100,000; and (iii) a closing payment of US$1,800,000.

On February 16, 2021, the Company closed a shares-for-debt transaction with AIP pursuant to which the Company settled CAD $985,750 of maturing debt by the issuance to AIP of a total of 7,301,852 common shares of the Company at a deemed price of $0.135 per share and 7,301,852 common share purchase warrants (the "Debt Settlement"). Each warrant is exercisable for a period of 60 months from the date of issuance at an exercise price of CAD $0.45 each which resulted in AIP becoming a new "Control Person" (as such term is defined in the policies of the TSXV) of the Company. In accordance with the policiesof the TSXV, the disinterested shareholders of the Company overwhelmingly approved the Debt Settlement and the creation of a new "Control Person" in AIP at the Company's annual and special meeting of shareholders held on December 16, 2020.

ZoomAway Technologies Inc., (formerly Zoomaway Travel Inc.) was incorporated under the laws of British Columbia and has several wholly owned subsidiaries, one being ZoomAway, Inc., incorporated in Nevada, and the other being Travel Game Block Chain Inc. incorporated in Alberta, Canada (this company is now defunct). The Nevada subsidiary Company, Zoomaway, Inc., is a cash generating operating subsidiary. On August 13, 2021, the Company announced the incorporation of a new wholly owned subsidiary, Zoom Tech Inc., which is incorporated under the laws of British Columbia. The Company believes that this subsidiary will provide it with flexibility in the future for bringing on new assets.

The consensus of the authoritative accounting standards is that the presentation of revenue, given our facts and circumstances, is to recognize and report revenues at Net Revenue, or Gross Billings less Cost of Sales. Gross Billings are payments made by our retail customers and Cost of Sales represent our incurred costs from activities from our hotel owners and suppliers. For our internal decision making, both Gross Billings and Cost of Sales are of primary importance to the Operating Metrics. For our MD&A, we present and discuss Gross Billings and Cost of Sales. This is similar to Expedia and other competitors with similar circumstances.

The Company's common shares trade on the TSXV exchange under the symbol ZMA. Additionally, the Company has a US OTC symbol ZMWYD (gray sheet) and a German trading symbol 4ZO.F.

OVERALL PERFORMANCE

Short-Term Financing

More Recent Private Placements

On August 21, 2019, the Company closed a private placement for 666,667 units at CAD $0.72 per Unit for gross proceeds of $361,800 (CAD $480,000) of which $12,814 was a subscription receivable as at December 31, 2019. Each unit consisted of one common voting share and one full warrant. Share issuance costs of $15,195 were paid in connection with the private placement. Each warrant entitled the owner to acquire an additional common voting share at a price of CAD $0.90 per share for a period of twelve months thereafter.

In August of 2019, an AIP affiliate a holder of the Notes decided to convert CAD $100,000 of such Notes at the first-year conversion price of $0.72, as a result of which the Company issued 152,788 common shares.

In October 2019, the holder of the Notes converted an additional $10,000 of Notes at the first-year conversion price of $0.72, as a result of which, the Company issued 13,889 common shares.

On October 28, 2020, the Company announced that it had completed a private placement for 466,667 units at CAD $0.18 for net proceeds of CAD $84,000. Each unit was made up of one (1) common share and one (1) full warrant. Each warrant entitles the owner to acquire an additional common voting share at a price of CAD $0.45 per share for a period of twelve months thereafter.

Incentive Share Plan

The Company adopted an incentive share plan dated September 30, 2016 which provided that up to 1,777,778 common shares (the "Incentive Shares") may be issued to directors, officers, employees and consultants of the Company, subject to the Company meeting certain gross billing and net profit targets.

On December 31, 2020, the Company announced that its 2016 Incentive Share Plan, created at the time of the Company's transaction with Multi-Vision Communications Corp., would not be extended and would expire effective December 31, 2020.

Of the 1,777,778 common shares issuable under the plan, a total of 1,222,222 common shares were issued during the year ended December 31, 2020, to current or former directors, officers, employees, or consultants that were entitled to receive the common shares. The non-cash costs associated with these grants of $205,188 was recorded as stock-based compensation.

These common shares issued were subject to a statutory hold period expiring on the date that is four months and one day after the effective distribution date of December 31, 2020. None of these common shares will be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.

Travel Technology

ZoomAway Inc. was founded in 2014, and in the same year acquired the assets of SilverVoyages.com LLC, a white-label company launched in 1999 that had created a proprietary hotel-based software that enables it to add activities including golf reservations, ski lift tickets, spa appointments, concert tickets, tours, charters and various modes of transportation to hotel room purchases and bundles the price into one payment. In October 2016, the Company performed a Reverse Take Over (RTO) with Vancouver based Multivision (MTV) thereby becoming a publicly traded entity.

Zoomaway's white-label division is an outsourced technology and service provided to a wide variety of businesses in the hospitality sector. Clients hire the Company to provide "bundling" reservation services in the form of embedded technology in their websites. These services are supplemented with full call center support. Clients who hire the white-label company are responsible for the marketing of the product, and the imbedded white-label service performs complex booking actions such as packaging activities with rooms or other real-time reservation services. Currently, the Company is seeking to acquire other synergistic companies.

Disclosure Controls and Procedures

Our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures are effective in order to ensure that information required to be disclosed by the Company is incorporated in all reports that are required to be filed. During the period ended December 31, 2021, there were no changes in our internal controls over financial reporting that have materially affected, or are reasonably likely to affect, our internal control over financial reporting.

The term "internal control over financial reporting" is defined as a process designed by, or under the supervision of, the Company's principal executive and principal financial officers, or persons performing similar functions, and effected by the registrant's board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with international financial reporting standards and includes those policies and procedures that:

(a) Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the Company;

(b) Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with international financial reporting standards, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company.

(c) Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company's assets that could have a material effect on the financial statements.

Forward-Looking information

Certain statements in this MD&A may constitute "forward-looking Information" within the meaning of applicable Canadian securities legislation. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current condition, but instead represent only the Company's beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of the Company's control. Forward-looking statements included or incorporated by reference in this MD&A include, but are not limited to, statements with respect to the Company's expectation regarding increased revenues as COVID-19 lockdowns are lifted and the Company's business and strategic plans.

Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance orachievements expressed or implied by the forward-looking information including, without limitation, those risks referred to in this MD&A under the heading "Risk and Uncertainties". Although forward-looking information contained in this MD&A

is based upon what management of the Company believes are reasonable assumptions, the Company cannot assure investors that actual results will be consistent with the forward-looking information.

Forward-looking information contained herein is as of the date of this MD&A, and the Company disclaims any obligation to update any forward-looking information, whether as a result of new information, future events or results or otherwise, except as required by law. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated. Accordingly, readers should not place undue reliance on forward-looking information due to the inherent uncertainty therein.

Management's Responsibility for Financial statements

The Company's management is responsible for presentation and preparation of the consolidated financial statements and the Management's Discussion and Analysis ("MD&A"). The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS").

The MD&A has been prepared in accordance with the requirements of securities regulators, including National Instrument 51-102 of the Canadian Securities Administrators

The consolidated financial statements and information in the MD&A necessarily include amounts based on informed judgments and estimates of the expected effects of current events and transactions with appropriate consideration to materiality. In addition, in preparing the financial information we must interpret the requirements described above, make determinations as to the relevancy of information to be included, and make estimates and assumptions that affect reported information.

The MD&A also includes information regarding the impact of current transactions and events, sources of liquidity and capital resources, operating trends, risks and uncertainties. Actual results in the future may differ materially from our present assessment of this information because future events and circumstances may not occur as expected.

Results of Operations for the years ended December 31, 2021 and December 31, 2020:

The Company is reporting that starting in Q2 of 2020 its business operations and revenues have been greatly affected by the COVID-19 Global Pandemic. The Company relies heavily on tourism and its main vendors (hotel casinos in Nevada) have also suffered during this time. Most of the Company's business was postponed to 2022.

The strategic focus on trimming excess costs and drastically reducing operating expenses in 2017 has shifted, as the Company's management has chosen to move forward with a growth strategy (product development and acquisition(s)) from the strong base established in 2017/18. The results of YE 2019 demonstrated the commitment to staying the course on keeping expenses to a minimum but moving forward to grow revenue on profitable sales opportunities as well as growing the Company's product offering(s). The latter initiatives are tied to the most recent convertible debt and equity offerings in Q2 and Q3 2019. In 2020 and 2021, the Company began to explore other markets unrelated to tourism.

At yearend 2021, net revenue was up to $81,877 compared to YE 2020 ($3,236). This increase in net revenue can be attributed to the fact that after Q2 of 2021, travel restrictions eased while consumer willingness to travel increased substantially.

LOAN PAYABLE - On December 30, 2020, the Company secured a loan facility for the principal amount of USD $5 million with AIP (the "Facility") which has a term of 24 months, bears interest at the rate of 5% per annum and is secured by a general security agreement on all of the present and future assets of the Company. Upon closing of the Facility, the Company paid to AIP (i) a due diligence fee of US$100,000; (ii) a facility fee of US$100,000; and (iii) a closing payment of US $1,800,000 included in transaction costs to be accreted over the term of the loan. $5 million USD is payable on this loan to AIP on or before maturity.

OFF-BALANCE SHEET ARRANGEMENTS

The Company does not have any significant off-balance sheet arrangements.

CAPITAL EXPENDITURES AND FINANCIAL POSITION

As at December 31, 2021, our cash position was $715,414 while at December 31, 2020, it was $2,186.