AGREEMENT NUMBER: DXCF/TT/DS/20221102

AGREEMENT ON DELIVERY OF CASH FUNDS FOR INVESTMENTS

TT CASH TRANSFER

THIS INVESTMENT AGREEMENT (HEREINAFTER REFERRED TO AS THE “AGREEMENT” №:

DXCF/TT/DS/20221102 IS MADE ON 2ND DAY OF NOVEMBER BY AND BETWEEN THE FOLLOWING
PARTIES AND SUPERCEDES ALL WRITTEN AND VERBAL AGREEMENTS BETWEEN PARTY A & PARTY B:

PARTY A (THE SENDER/INVESTOR)

COMPANY NAME: CALTECH TRADING KOREA CORP

COMPANY ADDRESS: PARNAS TOWER 29/F. 521 TEHERAN -RO, CITY

GANGNAM GU, SEOUL , SOUTH KOREA

COMPANY REGISTRATION NOS. 710-87-00845

REPRESENTED BY: MR. HO SHIK, CHI

PASSPORT NOS.: M55382796

NATIONALITY: KOREAN

DATE OF ISSUE: 4 JUL 2016

DATE OF EXPIRY: 4 JUL 2026

BANK NAME: DEUTSCHE BANK, FRANKFURT

SWIFT CODE: DEUTDE77XXX

ACCOUNT NAME: CALTECH TRADING KOREA CORP

ACCOUNT NOS/IBAN NUMBER: 01581700

IBAN NOS DE75440700

(HEREINAFTER REFERRED TO AS ‚PARTY A‛)

AND
PARTY B (THE RECEIVER/PROJECT LEADER)

COMPANY NAME: LEO GROUP HOLDING LIMITED

COMPANY ADDRESS: G/F 12C SAI O, SAI KUNG NORTH,

SAI KUNG, HONG KONG
REGISTRATION NUMBER: 954387

REPRESENTED BY: MR. SIT HO LEUNG, LEO

PARTY A: PARTY B:
AGREEMENT NUMBER: DXCF/TT/DS/20221102

PASSPORT NOS K10438929

NATIONALITY CHINESE

DATE OF ISSUE： 02/06/2015

DATE OF EXPIRY： 02/06/2025

COUNTRY OF ISSUE： HKSAR

BANK NAME: DAH SING BANK LIMITED

BANK ADDRESS： LEVEL 3, MA ON SHAN PLAZA, SHOP 335

608 SAI SHA ROAD, MA ON SHAN, HONG KONG
BENEFICIARY ACCOUNT NAME: LEO GROUP HOLDING LIMITED

BENEFICIARY BANK’S A/C NO.: 040-781-700-4531-0

SWIFT CODE： DSBAHKHH

BANK OFFICER NAME: CHAN WAI TUNG ALVIN

(HEREINAFTER REFERRED TO AS ‚PARTY B‛)

RECITAL,
PARTY A is ready, willing and able to a fund a series of projects in the total amount of
€100,000,000 (ONE HUNDRED MILLION EUROS), via Party B and both parties declare that
these funds shall not be used for any criminal and terrorist activities.

WHEREAS,
These investment funds will be sent to PARTY B’s designated project companies and to their
designated project accounts as required.

FOR THE FIRST STAGE OF INVESTMENT, PARTY B is ready, willing and able to receive via
TT TRANSFER in the total amount of €7,890,000 (SEVEN MILLION EIGHT HUNDRED
NINETY THOUSAND EUROS). Investment funds will be wire transferred to PARTY B’s
designated account(s) in stages to complete the entire contract amount of ONE HUNDRED
MILLION (The actual amount to be determined as per requirements of the projects involved).
Each project will be documented by separate agreements. Within 3 to 5 banking days upon
receipt of these funds, Party B engage to allocate these funds in accordance with the
IRREVOCABLE INVESTMENT PORTFOLIO (ANNEX 1) in order to commence the projects
without delay. Such projects will include but not limit to commodities, mining products,
general trading, energy, infrastructure, medical and humanitarian projects.

PARTY A: PARTY B:
AGREEMENT NUMBER: DXCF/TT/DS/20221102

NOW, THEREFORE, it is agreed as follows:

PARTY A's Statement:

PARTY A represents and warrants that PARTY A is the sole legal owner of the €7,890,000
(SEVEN MILLION EIGHT HUNDRED NINETY THOUSAND EUROS). investment funds to be TT
TRANSFER . protocol in tranches as mutually agreed.

PARTY A hereby confirm that the funds are CLEAN AND CLEAR FUNDS OF NON-CRIMINAL
ORIGIN AND ARE FREE OF ANY LIEN AND ENCUMBRANCES.

By execution of this Investment Agreement, PARTY A represents and warrants that PARTY A is
giving to PARTY B and its designated parties, full legal authority to receive and allocate the
cash funds so received as stipulated in ANNEX 1 of this Investment Agreement.

PARTY A engage to send M0 funds via REGULAR TT TRANSFER to PARTY B’s designated bank
for investments.

PARTY B's Statement:

PARTY B will make pre-arrangements at its Fiduciary Bank and the necessary filings with the
Local Authorities concerned to satisfy all compliance and regulatory requirements to ensure
the success of this transaction and the execution of the projects. All tax obligations will be
fulfilled if and when required.
The beneficiary or beneficiaries in ANNEX 1 has full rights to amend or delegate the investment
funds in whole or in part to another party or parties in writing and duly notarized.
PARTY B engage to complete via its Paymaster Bank the allocation of investment funds in
accordance with the IRREVOCABLE INVESTMENT PORTFOLIO (ANNEX 1) within 3 TO 5
banking days upon receipt of the investment funds in its designated Fiduciary Bank.

PARTY A & PARTY B agree and confirm that all beneficiaries on the IRREVOCABLE
INVESTMENT PORTFOLIO (ANNEX 1) form an irrevocable, indispensable and indivisible
part of the 100% portfolio. Each tranche of the transaction cannot be considered closed
and complete unless all beneficiaries in ANNEX 1 is fully credited by cash funds in
accordance with ANNEX 1.
PARTY B agree that failure of allocation of the investment funds within the agreed time of
3 to 5 banking days may result in recall of the investment funds by PARTY A.
All investment remittance by PARTY B's Paymaster Bank will be WIRE TRANSFER M0 cash
funds with no lien and encumbrances, ready for investments and reinvestments.
PARTY B’S DESIGNATED RECEIVING BANK COORDINATE

CLOSING PROCEDURES
1. PARTY A and PARTY B exchange CIS and execute the Investment Agreement.
2. The SENDER shall initiate the REGULAR TT TRANSFER as per this Investment Agreement
by ORDINARY SWIFT (No manual intervention is required) WITHIN 3 BANKING DAYS, and

PARTY A: PARTY B:
AGREEMENT NUMBER: DXCF/TT/DS/20221102

a COPY OF THE SWIFT will be provided immediately provided to the RECEIVER mandate’s
email address. Additional documents required for clearance are as follows:

DOCUMENTATION REQUIRED FOR FUNDS CLEARANCE

 SWIFT COPY
 COPY OF REMITTANCE SLIP AT ISSUING BANK
 DISCLAIMER

3. Upon clearance of the funds, investment funds will be allocated as per the IRREVOCABLE
INVESTMENT PORTFOLIO (ANNEX 1) within 3 to 5 banking days.

Additional requirements for sending bank remark in remittance application in your bank:
"Funds are clean and clear funds of non- criminal origin‛.

A. The Parties hereto acknowledge that the true spirit of this Agreement is one of mutual
trust and confidence, reliance on each other to do what is fair and equitable and to honor
what has been agreed to between the Parties hereto.
B. The Parties hereby warrant that the intended activities are legal, proper and in the support
of credible project mobilization and development.
C. That each Party shall be responsible to disclose all personal income from these
transactions and to pay taxes to the appropriate government authorities and to pay any
fees respectively to any third party they might individually have contracted.

DOCUMENTATION AND FILINGS

Both parties agree that details of the investment projects will be documented by separate
agreements and filed individually with local authorities as legally required.

ENFORCEABILITY
This AGREEMENT constitutes the legal, valid and binding obligation of such party
enforceable in accordance with its terms.

NO CONFLICT
The execution and delivery of this Agreement by it and the consummation of the
transactions contemplated hereby by it do not conflict with or contravene the provisions of
its organizational documents or any agreement or instrument by which it or its properties or
assets are bound or any law, rule, regulation, order or decree to which it or its properties or
assets are subject.

ASSIGNMENT
Neither PARTY A nor PARTY B can assign this Agreement to any other third party. This

PARTY A: PARTY B:
AGREEMENT NUMBER: DXCF/TT/DS/20221102

Agreement is strictly a binding contract between the two PARTIES.

AMENDMENT
This AGREEMENT cannot be amended, altered or modified except upon the unanimous
and notarized written consent of both PARTY A and PARTY B. Yet neither PARTY A
and PARTY B is empowered to amend or modify ANNEX 1 which is IRREVOCABLE, or
would they be allowed to cancel, make any amendments or modify this Agreement in
part or in whole, which will result in changes that will affect or alter the rights and/or
interests of the beneficiaries stipulated in ANNEX 1 of this Agreement.

NON-CIRCUMVENTION & NON DISCLOSURE

The parties herein agree the Non-circumvention/Non-disclosure rules of all issues from ICC,
and the latest edition shall apply to the transaction with extensions and rollovers if any for a
period of (5) five years from the date of execution of this agreement by the undersigned,
his/her assigns, agents, and/or heirs. All details of transaction must be kept as confidential.

FORCE MAJEURE
WHEREAS the Parties hereto with full corporate responsibility, under the penalty of perjury,
undertakes that they will upon the execution of this Agreement, complete its contractual
obligations, except on circumstances of force majeure. Neither Party to this Agreement shall
be responsible for Breach of Contract caused by an act of God, Civil Insurrections, Military War
Operation or local Emergency. The Parties hereby accept the Provisions on the “FORCE
MAJEURE” as defined by ICC, Publications.

ARBITRATION
The Parties agree to settle any dispute arising between them on an amicable manner. In the
event of failure to an amicable settlement, the Parties agree to submit any irreconcilable to ICC
office in Geneva, Switzerland, by three arbitrators appointed in accordance with ICC rules.

AGREEMENT EXECUTION
Each party to this Agreement represents that it has Full Legal Authority to execute this
Agreement and that each party agrees to be bound by the Terms and Conditions set forth
herein. Each party agrees that this Agreement shall be executed simultaneously by and
between Parties via Email which shall be deemed as Original. All statements made by either
party are under penalty of perjury. This Agreement shall become effective upon execution by
the Parties hereto.

Annex 1 will be documented as separate riders. The terms and conditions of this
agreement will apply to the transaction contemplated in such annexes. ANNEX 1 will
constitute an inseparable part of this INVESTMENT AGREEMENT NUMBER: DXCF/TT/
DS/20221102 and will remain legally binding on both parties once executed.

PARTY A: PARTY B:
 AGREEMENT NUMBER: DXCF/TT/DS/20221102

THIS AGREEMENT IS READ, APPROVED AND SIGNED BY BOTH PARTIES ON ALL PAGES,
ON THE 3rd DAY OF NOVEMBER 2022.

PARTY-A / INVESTOR PARTY-B / PROJECT LEADER

Authorized Signature: Authorized Signature:

CALTECH TRADING KOREA CORP LEO GROUP HOLDING LIMITED

Represented By: CHI HO SHIK Represented By: SIT HO LEUNG, LEO

Passport No.: M55382796 Passport No.: KJ0438929
Place Of Issue: KOREA Place Of Issue: HKSAR
Date Of Issue: 4 JUL 2016 Date Of Issue: 2 JUN 2015
Date Of Expiry: 4 JUL 2026 Date Of Expiry: 2 JUN 2025

ATTACHMENT 1 PARTY A PASSPORT COPY

ATTACHMENT 2 PARTY A BUSINESS REGISTRATION COPY
ATTACHMENT 3 PARTY B PASSPORT COPY
ATTACHMENT 4 PARTY B BUSINESS REGISTRATION COPY
ATTACHMENT 5 BANK COORDINATES OF PROJECT LEADER

ELECTRONIC DOCUMENT --TRANSMISSIONS

EDT (ELECTRONIC DOCUMENT TRANSMISSIONS) SHALL BE DEEMED VALID AND
ENFORCEABLE IN RESPECT OF ANY PROVISIONS OF THIS CONTRACT. AS APPLICABLE,
THIS AGREEMENT SHALL INCORPORATE U.S. PUBLIC LAW 106- 229, ‘‘ELECTRONIC
SIGNATURES IN GLOBAL & NATIONAL
COMMERCE ACT’’ OR SUCH OTHER APPLICABLE LAW CONFORMING TO THE UNCITRAL
MODEL LAW ON ELECTRONIC SIGNATURES (2001)
ELECTRONIC COMMERCE AGREEMENT (ECE/TRADE/257, GENEVA, MAY 2000)
ADOPTED BY THE UNITED NATIONS CENTRE FOR TRADE FACILITATION AND
ELECTRONIC BUSINESS (UN/CEFACT).
EDT DOCUMENTS SHALL BE SUBJECT TO EUROPEAN COMMUNITY DIRECTIVE NO.
95/46/EEC, AS APPLICABLE. EITHER PARTY MAY REQUEST HARD COPY OF ANY
DOCUMENT THAT HAS BEEN PREVIOUSLY TRANSMITTED BY ELECTRONIC MEANS
PROVIDED HOWEVER, THAT ANY SUCH REQUEST SHALL IN NO MANNER DELAY THE
PARTIES FROM PERFORMING THEIR RESPECTIVE OBLIGATIONS AND DUTIES UNDER
EDT INSTRUMENTS. SIGNATURES OF THE PARTIES:

PARTY A: PARTY B:
AGREEMENT NUMBER: DXCF/TT/DS/20221102

ATTACHMENT 1

PARTY A PASSPORT COPY

( represented by Mr. CHI Ho Sheik )

PARTY A: PARTY B:
AGREEMENT NUMBER: DXCF/TT/DS/20221102

ATTACHMENT 2

PARTY A’S BUSINESS REGISTRATION COPY

PARTY A: PARTY B:
AGREEMENT NUMBER: DXCF/TT/DS/20221102

ATTACHMENT 3
PARTY B’S PASSPORT COPY

( represented by MR. SIT HO LEUNG LEO )

PARTY A: PARTY B:
AGREEMENT NUMBER: DXCF/TT/DS/20221102

ATTACHMENT 4

PARTY B’S BUSINESS REGISTRATION

PARTY A: PARTY B:
AGREEMENT NUMBER: DXCF/TT/DS/20221102

ATTACHMENT 5

BANKING COORDINATES OF PROJECT LEADER

PARTY B (THE RECEIVER/PROJECT LEADER)

COMPANY NAME: LEO GROUP HOLDING LIMITED

COMPANY ADDRESS: G/F 12SC SAI O, SAI KUNG NORTH,

SAI KUNG, HONG KONG
REGISTRATION NUMBER: 954387

REPRESENTED BY: SIT HO LEUNG, LEO

PASSPORT NOS K10438929

NATIONALITY CHINESE

DATE OF ISSUE： 02/06/2015

DATE OF EXPIRY： 02/06/2025

COUNTRY OF ISSUE： HKSAR

BANK NAME: DAH SING BANK LIMITED

BANK ADDRESS： LEVEL 3, MA ON SHAN PLAZA, SHOP 335

608 SAI SHA ROAD, MA ON SHAN, HONG KONG
BENEFICIARY ACCOUNT NAME: LEO GROUP HOLDING LIMITED

BENEFICIARY BANK’S A/C NO.: 040-781-700-4531-0

SWIFT CODE： DSBAHKHH

BANK OFFICER NAME: CHAN WAI TUNG ALVIN

PARTY A: PARTY B: