THIRD
AMENDMENT TO LOAN AGREEMENT


 


This THIRD AMENDMENT TO LOAN AGREEMENT (this
“Third Amendment”), effective as of December 20, 2022 (the “Effective Date”), is entered into by
and between Bubblr, Inc. (the “Company”), Bubblr Limited (the “Borrower”) and Stephen Morris (the
“Lender”).


RECITALS


WHEREAS, this Second Amendment is being
entered into with reference to that certain Loan Agreement dated January 10, 2016, as amended firstly on May 23, 2022, and subsequently
on September 6, 2022 which, as of September 30, 2022 has a principal balance of £368,623 ($411,789) (the “Loan”)
at zero percent interest issued by the Borrower in favor of the Lender;


WHEREAS,
the parties desire to amend the Loan to deduct £59,543
in principal in exchange for the Borrower assigning the collection of the debt held in Advances Receivables
to the Lender in the amount of £59,543 


NOW, THEREFORE, the parties hereto agree
as follows:


Section 1.              
Definitions.


Capitalized terms used herein without other
definition shall have the respective meanings herein assigned to such terms in the Loan.


Section 2.              
Decrease in Principal


The Loan shall
be decreased by £59,543 in
principal for a total principal amount of £309,080.



Section 3.              
Assignment of Accounts Receivables from the Borrower to the Lender. 


The Lender herby agrees to accept all risks
pursuant to the collection of Advances Receivable owed to the Company to the sum of £59,543 and acknowledges that the Company will
no longer have any exposure in regards the Advance Receivables due following the transaction.


Section 4.              
Effectiveness of Amendment.


The amendment provided in this Amendment shall
be conditioned upon, and this Amendment shall not be effective until the execution and delivery of counterparts hereof by the parties
hereto.


Section 5.              
Miscellaneous.


5.1.           
Loan Ratified. Except as expressly set forth herein, this Amendment shall not by implication
or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of, the Holder under the Loan; or be construed
to alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Loan,
all of which are hereby confirmed and ratified in all respects and shall continue in full force and effect.


5.2.           
Counterparts; Facsimile Signatures.  This Amendment may be executed in any number of
counterparts and by different parties hereto in separate counterparts, each of which when so executed and delivered shall be deemed an
original, but all such counterparts together shall constitute but one and the same instrument; signature pages may be detached from multiple
separate counterparts and attached to a single counterpart so that all signature pages are physically attached to the same document. Facsimile
signatures shall be considered originals for all purposes.


IN WITNESS WHEREOF, the parties have
executed this Amendment effective as of the date first written above.


Bubblr, Inc. (the Company)


 


By: /s/ Steven Saunders


Name: Steven Saunders


Title: CCO


 


Bubblr Limited (the Borrower)


 


By: /s/ Steven Saunders


Name: Steven Saunders


Title: CCO


 


Stephen Morris (the Lender)


 


/s/ Stephen Morris


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