LETTERHEAD

NCND & IRREVOCABLE CONSULTANT FEE AGREEMENT

72m DP2 Platform Supply
(MFPA)

THIS AGREEMENT (“Agreement”) is made and entered into as of this day of , 2023 between
___________________________________________, represented by _______________________, ___________
(hereinafter referred to as “Party 1”), and Mr Robert Peter Sullivan , (hereinafter referred to as the “Party 2”):
Ref: 72m DP2 Platform Supply

WHEREAS, Party 1 agrees to act as Principal and Fiduciary for the purpose of entering into such
transaction or transactions as described in the Transaction, incorporated by reference herein (hereinafter
referred to as the “Transaction”), and which shall include any subsequent transactions which may arise
from the introductions, relationships, contracts, agreements and/or any other business dealings into which
Party 1 may enter with a contact, agent, affiliate, organization, entity and/or agency (hereinafter referred
to as “Affiliate”) provided to Party 1 through the efforts, knowledge, and/or relationships of any agent or
representative of Party 2;

WHEREAS, Party 1 has agreed and entered into, or will enter into, certain contracts and/or
agreements provided through the efforts of the contacts, agents, affiliates, organizations, entities and/or
agencies of Party 2, under the Transaction set forth in Exhibit “A ”, or any subsequent
transaction/transaction number thereafter, to effectuate the goals of the Transaction;

WHEREAS, Party 1 further agrees that Party 2 is entitled to fees and compensation (hereinafter
referred to as “Consultant Fees”), as further outlined in this Agreement, and further agree to tender said
Consultant Fees, or direct any necessary third-party to tender said Consultant Fees, to the Paymaster(s)
of choice designated by Party 2 in Exhibit “B ”, attached hereto and incorporated by reference herein, for
distribution of said Consultant Fees as directed specifically and solely by Party 2;

THEREFORE, for good and valuable consideration verified herein by the signatories hereto, the
Parties agree as follows:

1. Purpose. To establish the procedures to coordinate subject Parties in the payment of

fees for the establishment of the monetization and/or private project finance program.

2. Consultant Fees.

a. Calculation of Consultant Fees. From the gross sums to be received by Party 1 from the
Transaction (hereinafter referred to as the “Transaction Commission ”), Party 1 agrees to pay to Party 2 a
Consultant Fee in the amount of $500 per day from the Transaction to Party 2 at the time of Transaction.
The parties acknowledge that the lease to us is USD16,000 for one unit 72m DP2 Platform Supply
Vessel the rate to our client is at $16,500. The commission amount will NOT be effected by any
bargaining or discount agreed to between buyer and vessel owner or operator no matter what the end
rate agreed upon is and commission shall remain same and become due and owing at the time of each
and every payment of the client for the agreed term and any or all extensions or leasing of other vessels
to same client .

b. Disclosure. Party 1 shall provide to Party 2 upon request copies of any and all
written documentation, contracts, agreements, memoranda, correspondence, email
communication and/or facsimile transmissions, received from any Affiliate, its agents or
representatives, which details and/or discloses (i) the terms of Agreement between the Seller and
the Affiliate, (ii) the accrual of the Transaction Commission, (iii) the calculation/breakdown of the

NCND and Irrevocable Consultant Fee Agreement 72m DP2 Platform Supply 1
 Transaction Commission, (iv) the intent to distribute the Transaction Commission by the Affiliate,
(v) the distribution of the Transaction Commission to Party 1 (items “v ” and “vi ” collectively shall
hereinafter be referred to as “Distribution Event ”). Additionally, Party 1 shall provide to the Party
2 a written report of all sums accrued by the Transaction, the amount calculated as the
Transaction Commission , the means by which the Transaction Commission are calculated, and
the date and time of the Distribution Event related thereto.

c. Time Period for Payment. Payment of the Consultant Fees to Party 2 shall be
made by Party 1 as soon as practicable after the occurrence of a payment but in no even later
than one (1) business day of the occurrence of any payment. Party 2 shall take no actions which
shall unduly or unreasonably delay the payment of the Consultant Fees related thereto.

d. Rolls; Extensions; Subsequent Contracts. This Agreement shall remain binding

on Party 1 for any rolls, extensions, and/or continuations of the initial Transaction with an Affiliate
of Party 2. In addition, this Agreement and the obligation to pay the Consultant Fees shall extend
to any new transactions which Party 1 may enter into with an Affiliate of Party 1. If necessary, the
parties agree to execute any and all documents, including a new Irrevocable Consultant Fee
Agreement, if necessary to effectuate the intent of this paragraph.

e. Paymaster; Distribution of Consultant Fees. The Parties further agree that Party 1 will
disburse Consultant Fees to Party 2 by and through its designated Paymaster, said account information ”.
Mr Robert Peter Sullivan
USD # 000240589
Beneficiary Bank Name ADVANCED BANK OF ASIA LIMITED
Beneficiary Bank Address P.O. Box 2277 No. 148Preah Sihanouk Blvd.
Sangkat Boeung Keng Kang I
Khan Chamkarmorn Phnom Penh Cambodia
Beneficiary Bank SWIFT Code ABAAKHPP

Party 1 further agrees that this agreement may be lodged by Party 2 with any third-party and/or
Affiliate who is responsible for tendering the Transaction Commission to Party 1. Further, Party 1
irrevocably authorizes and directs said third-party and/or Affiliate to disburse the above
Consultant Fees to the Paymaster designated herein directly without further authorization. Party
2 shall be solely responsible for the distribution of the Consultant Fees to any other parties
entitled to receive a portion thereof, provided that any parties to be designated by Party1 as a
party to receive a portion of the Consultant Fees is disclosed in writing by Party 1 prior to entering
into the Transaction.

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 3. Confidential Information. “Confidential Information ” shall be defined as any information
disclosed by either party to the other, either directly or indirectly, in writing, orally or by inspection of
tangible objects, including without limitation information relating to any business strategies or
arrangements, intellectual property, propriety information, including but not limited to, products, services,
partnerships, business contacts, Affiliates (including, but not limited to names, addresses, telephone or
facsimile numbers, e-mail addresses, etc.), or other business information.

Confidential Information may also include information disclosed to a disclosing party by third parties.
Information communicated orally shall be considered Confidential Information if such information is
designated as being confidential or proprietary within thirty (30) calendar days after initial disclosure.
Confidential Information shall not, however, include any information which (i) was publically known and
made generally available in the public domain prior to the time of disclosure by the disclosing party (ii)
becomes publically known and made generally available in the public domain after disclosure by the
disclosing party to the receiving party through no action or inaction of the receiving party or the receiving
party’s agents or employees, (iii) is already in the possession of the receiving party at the time of
disclosure, without confidentiality restrictions, by the disclosing party as shown by the receiving party ’s file
and records immediately prior to the time of disclosure, or (iv) is obtained by the receiving party from a
third party without a breach of such third party’s obligations of confidentiality.

For purposes of interpreting the foregoing exceptions to the nondisclosure and no-use obligations set
forth in this Agreement, the parties agree that the Confidential Information which constitutes a
compilation, assemblage or arrangement of information shall not be deemed to be within such exceptions
merely because some or all of the components of the information therein are or become available to the
public.

4. Non-use and Nondisclosure. Each party agrees not to use any Confidential Information
of the other party for any purpose except to evaluate and engage in discussions with the other party
concerning a potential business relationship between the parties. Each party agrees not to disclose any
Confidential Information of the other party to third parties or such party ’s employees or professional
advisors, except, subject to Section 4 of this Agreement, to those employees and professional advisors of
the receiving party who are required to have the information to evaluate or engage in discussions
concerning the contemplated business relationship. If either party or their respective directors, officers,
employees, consultants or agents are requested or required by legal process to disclose any of the
Confidential Information of the other party, the party required to make such disclosure shall give prompt
notice to the other party so that such other party may seek a protective order or other appropriate relief. If
a protective order or other relief is not obtained, the party required to make such disclosure shall disclose
only that portion of the Confidential Information which its counsel advised that it is legally required to
disclose.

5. Maintenance of Confidentiality. Each party agrees that it shall take reasonable measures
to protect the secrecy of and avoid disclosure and unauthorized use of the confidential Information of the
other party. Without limiting the foregoing, each party shall take at least those measures that it takes to
protect is own most highly confidential information and shall ensure that its employees and professional
advisors who have access to Confidential Information of the other party (a) have signed a non-use and
nondisclosure agreement in content similar to the provisions hereof, prior to any disclosure of Confidential
Information to such employees or professional advisors, or (b) are advised of the confidential nature of
the Confidential Information and the terms of this Agreement and are bound by a legally enforceable code
of professional responsibility to protect the confidentiality of such confidential Information. Neither party
shall make any copies of the Confidential Information of the other party unless the same are previously
approved in writing by the other party. Each party shall reproduce the other party ’s propriety rights
notices on any such approved copies, in the same manner in which such notices were set forth in or on
the original.

NCND and Irrevocable Consultant Fee Agreement 72m DP2 Platform Supply 3
 6. No Obligation. Nothing herein shall obligate either party to proceed with any transaction
between them, and each party reserve the right, in its sole discretion, to terminate the discussions
contemplated by this Agreement concerning the business opportunity prior to entering into any contract or
agreement with any third-party facilitated by a party to this agreement.

7. Representations and Warranties of the Party 1.

a. Organization and Standing; Amended Articles and Bylaws. Party 1 is an entity duly
organized and existing under the laws of the ________________________ and is in good
standing under such laws. Party 1 has the requisite corporate power and authority to own and
operate its properties and assets, and to carry on its businesses as presently conducted and as it
is proposed to be conducted. Party 1 is duly qualified to do business as a foreign corporation in
each jurisdiction in which the conduct of its business requires such qualification, except where the
failure to so qualify would not have a material adverse effect on Party 1 or its business.

b. Corporate Power. Party 1 has all requisite corporate power to execute and deliver this
Agreement, and to carry out and perform its obligations under the terms of this Agreement and
the Transaction.

c. Authorization. All corporate action on the part of Party 1, its directors and its
stockholders necessary for the authorization of this Agreement and the Transaction, and the
execution, delivery and performance of all obligations of Party 1 under this Agreement and the
Transaction, has been taken or will be taken in furtherance of the duties and obligations of this
Agreement and the Transaction. This Agreement, when executed and delivered by Party 1, shall
constitute valid and binding obligations of Party 1 enforceable in accordance with their terms,
subject to laws of general application relating to bankruptcy, insolvency, the relief of debtors, and,
with respect to rights to indemnity, subject to federal and state securities laws.

d. Compliance with Laws. To its knowledge, Party 1 is not in violation of any applicable
statute, rule, regulation, order or restriction of any domestic or foreign government or any
instrumentality or agency thereof in respect of the conduct of its business or the ownership of its
properties, which violation would materially and adversely affect the business, assets, liabilities,
financial condition or operations of Party 1.

e. Compliance with Other Agreements. Party 1 is not in violation or default of any term of its
certificate of incorporation or bylaws, or of any provision of any mortgage, indenture or contract to
which it is a party and by which it is bound or of any judgment, decree, order or writ, other than
such violations that would not individually or in the aggregate have a material adverse effect on
Party 1. The execution, delivery and performance of this Agreement, and the consummation of
the transactions contemplated by this Agreement will not result in any such violation or be in
conflict with, or constitute, with or without the passage of time and giving of notice, either a default
under any such provision, instrument, judgment, decree, order or writ or an event that results in
the creation of any lien, charge or encumbrance upon any assets of Party 1 or the suspension,
revocation, impairment, forfeiture, or nonrenewal of any material permit, license, authorization or
approval applicable to Party 2, its business or operations or any of its assets or properties.

f. Information and Sophistication. Party 1 hereby: (i) acknowledges that it has received all
the information it has requested from Party 2 that it considers necessary or appropriate for
deciding whether to enter into the transaction, (ii) represents that it has had an opportunity to ask
questions and receive answers from Party 2 and its Affiliates regarding the terms and conditions
of this Agreement and the Transaction, and further has had the opportunity to obtain any
additional information necessary to verify the accuracy of the information given Party 1 and/or its
Affiliates, and (iii) further represents that it has such knowledge and experience in financial and
business matters that it is capable of evaluating the merits and risk of this purchase.

NCND and Irrevocable Consultant Fee Agreement 72m DP2 Platform Supply 4
 8. Representations and Warranties of Party 2.

a. Corporate Power. Members of Party 2 have all requisite corporate power to execute and
deliver this Agreement, and to carry out and perform obligations under the terms of this
Agreement and the Transaction.

b. Authorization. All corporate action on the part of members of Party 2, their directors and
its stockholders necessary for the authorization of this Agreement and the Transaction, and the
execution, delivery and performance of all obligations of Party 2 under this Agreement and the
Transaction, has been taken or will be taken in furtherance of the duties and obligations of this
Agreement and the Transaction. This Agreement, when executed and delivered by members of
Party 2, shall constitute valid and binding obligations of Party 2 enforceable in accordance with
their terms, subject to laws of general application relating to bankruptcy, insolvency, the relief of
debtors, and, with respect to rights to indemnity, subject to federal and state securities laws.

d. Compliance with Laws. To its knowledge, Party 2 is not in violation of any applicable
statute, rule, regulation, order or restriction of any domestic or foreign government or any
instrumentality or agency thereof in respect of the conduct of its business or the ownership of its
properties, which violation would materially and adversely affect the business, assets, liabilities,
financial condition or operations of Party 2.

9. Return of Materials. All documents and other tangible objects containing or representing
Confidential Information which have been disclosed by either party to the other party, and all copies
thereof which are in the possession of the other party, shall be and remain the property of the disclosing
party and shall be promptly returned to the disclosing party upon the disclosing party ’s written request.

10. No License. Nothing in this Agreement is intended to grant any rights to either party in or
to the Confidential Information of the other party except as expressly set forth herein.

11. Term. The confidentiality obligations of each receiving party hereunder shall survive until
such time as all Confidential Information of the other party disclosed hereunder becomes publicly known
and made generally available in the public domain through no action or inaction of the receiving party or
that receiving party’s employees or agents.

12. Remedies. Each party recognizes that nothing in this Agreement is intended to limit any
remedy of the other party and that such party could face possible criminal and civil actions, resulting in
substantial monetary liability if such party misappropriates this other party ’s Confidential Information or
acts contrary to the obligations set forth in Paragraph 13 hereinbelow. In addition, each party recognizes
that a violation of this Agreement could cause the other party irreparable harm, the amount of which may
be extremely difficult to estimate, thus, making any remedy at law inadequate. Therefore, each party
agrees that the other party shall have the right to apply to any court of competent jurisdiction for an order
restraining any breach or threatened breach of this Agreement and for any other relief the non-breaching
party deems appropriate without being required to post any bond or other security. In the event of a
failure to pay the agreed upon fees as set forth hereinabove, Party 1 irrevocably authorizes any attorney
to appear in any court of competent jurisdiction and confess a judgment without process in favor of Party
2 for such amount as may then appear unpaid hereon, and further consents to immediate execution upon
such judgment. The Parties further agree that the prevailing party of any dispute between the Parties
shall be entitled to the payment of all attorney ’s fees and costs related to said dispute from the non-
prevailing party.

13. Non-circumvention. Notwithstanding anything to the contrary in this Agreement, Party 1

agrees for itself and its agents, affiliates and related parties that it will not engage in any transaction or
disclose any Confidential Information that will interfere with, deprive and/or circumvent the rights of Party
2 to any business opportunity related to his Agreement. Also, Party 1 shall not in any manner solicit nor

NCND and Irrevocable Consultant Fee Agreement 72m DP2 Platform Supply 5
accept any business from any Affiliate which is directly or indirectly introduced by the Party 2 by Party 1
pursuant to the obligations of this Agreement, at any time, without the express permission of Party 2.

14. Indemnification. All parties to this Agreement will indemnify and hold each other
harmless against any and all losses, claims, damages or liabilities (a “Claim ”), including reasonable
attorneys’ fees and expenses, which either party may incur in connection with or as a result of any actions
taken under this Agreement, except to the extent that such Claim results from the gross negligence,
intentional misconduct, or bad faith of the offending party performing such actions. This indemnification
provision shall survive the termination of this Agreement.

15. Severability. If any provision of this Agreement shall be held by a court of competent
jurisdiction to be illegal, invalid or unenforceable, the remaining provisions shall remain in full force and
effect. Should any of the obligations of this Agreement be found illegal or unenforceable as being too
broad with respect to the duration, scope or subject matter thereof, such obligation shall be deemed and
construed to be reduced to the maximum duration, scope or subject matter allowable by law.

16. Applicable Law. This Agreement shall be construed and governed by the laws of the
USA. If any action at law or in equity is necessary to enforce or interpret the rights arising out of or
relating to this Agreement, the venue for said action shall be in the federal courts of USA, and the
prevailing party shall be entitled to recover reasonable attorneys ’ fees, costs and necessary
disbursements in addition to any other relief to which it may be entitled.

17. Miscellaneous. This Agreement shall bind and inure to the benefit of the parties hereto
and their successors and assigns. This document contains the entire agreement between the parties with
respect other subject matter hereof, and neither party shall have any obligation, express or implied by
law, with respect to proprietary information of the other party except as set forth herein. Any failure to
enforce any provision of this Agreement shall not constitute a waiver thereof or of any other provision.
This Agreement may not be amended, nor any obligations waived, except by a writing signed by all
parties hereto. If any claim is made by any party hereto relating to any conflict, omission or ambiguity in
this Agreement, no presumption or burden of proof or persuasion shall be implied. This Agreement is not
intended to limit any rights that the parties may have under trade, secret, copyright, patent or other laws
that may apply to the subject matter of this Agreement both during and after the term of this Agreement.

18. Signing Authority. Each of the individuals signing below warrants that such individual has
the authority to sign for and on behalf of the respective parties.

19. Facsimile/Electronic Transmission; Counterparts. Facsimile or electronic transmission of

this Agreement shall be considered an original of this Agreement, shall have the same effect and force as
signed hard-copy originals of this Agreement, and shall be binding and legally enforceable. Additionally,
this Agreement may be executed in counterparts by the Parties hereto.

IN WITNESS WHEREOF, the parties have hereunto caused this Irrevocable Consultant Fee
Agreement to be duly executed and effective as of the date first above mentioned.

PARTY 1:

___________________________________
(VESSEL OWNER / OPERATOR) NAME:
Passport Number:

NCND and Irrevocable Consultant Fee Agreement 72m DP2 Platform Supply 6
Issuing Country:
Issue Date:
Expiry Date:

PARTY 2:

______________________________________
Name
Passport Number
Issuing Country:
Issue Date:
Expiry Date:

EXHIBIT “A”

TRANSACTION SUMMARY

DATE: XX/

ASSET: ACQUISITION OF ONE INITIAL 72m DP2 Platform Supply

TRANSACTION:

I, ______________, acting as Principal and Authorized Signatory of _________________, an

__________________ registered company with Registration No.: ______________ (hereinafter referred
to as “Vessel operator”), do hereby guarantee with full corporate responsibility and authority to protect,
tender and pay the fee of USD500 per day (hereinafter referred to as the “Consultant Fees ”) included in
the rental/ charter rate of the asset (hereinafter referred to as the “Project Proceeds ”) pursuant to and by
means of involvement and lease / charter / rental of one 72m DP2 Platform Supply vessel
(hereinafter referred to as the “Project”), provided to a buyer and facilitated through the efforts of the
Consultant/s, who are described herein below. This agreement shall be extended to include payment to
the Consultant/s on all other deals or and/or new contracts or transactions which result from the initial
Project as set forth below. Said Consultant Fees shall be payable to the Consultants named herein,
without protest or deal, and such payment shall be conveyed by wire transfer, free of all local and national
taxes and liens to the extent legally permissible.

NCND and Irrevocable Consultant Fee Agreement 72m DP2 Platform Supply 7
 EXHIBIT “B”

DESIGNATED PAYMASTER

FEES TO BE RECEIVED ON BEHALF OF PARTY 2:

USD 500 OF THE FINAL AGREED UPON SALES PRICE SHALL BE DEPOSITED IN THE
FOLLOWING ACCOUNT;

Mr Robert Peter Sullivan

USD # 000240589
Beneficiary Bank Name ADVANCED BANK OF ASIA LIMITED
Beneficiary Bank Address P.O. Box 2277 No. 148Preah Sihanouk Blvd.
Sangkat Boeung Keng Kang I
Khan Chamkarmorn Phnom Penh Cambodia
Beneficiary Bank SWIFT Code ABAAKHPP

To the Paymaster:

We hereby confirm that the beneficiary above is complete and the only parties entitled to a share of the gross
commission’s payable in respect to the Transaction:

The Beneficiary agrees to absolve the Paymaster of any legal, contractual or other liability in the event of third
parties requesting that the Paymaster pay them in respect of the Transactions, in a case where the relevant
Beneficiaries did not inform the Paymaster of any such third parties being entitled to Payments from funds received
by the Paymaster

Seller Signature .… . On behalf of all beneficiary as listed

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Date ________________

NCND and Irrevocable Consultant Fee Agreement 72m DP2 Platform Supply 9