MEMORANDUM OF UNDERSTANDING

Preamble: This memorandum of understanding is hereby agreed upon and

entered into by Mr. Dan Etete, A citizen of Ghana

Herein after referred to as “The Investor”.

AND

Mr.Said Mohamed Ibrahim El-Fakhrani, a citizen of Egypt

Herein after referred to as “The Consultant”.

Whereas The Investor has a deposit containing the sum of USD75, 000,000.00
(Seventy Five Million, United States Dollars) which he has declared to legally be at his
disposal and under his power to administer and appropriate as he may deem fit.

Whereas The Investor has also declared that the said fund in deposit is of legally sound origin and
not proceed of illegal, drug or terrorism related origin or purpose And whereas he is trusting the
Consultant and desires to obtain his assistance for the purpose of investment of funds.

And whereas the Consultant has accepted to receive the funds for investments in:

i. Mid-term investments in Real Estate.

ii. Any other investments as per the sole discretion of The Consultant.

And whereas “The Investor” and “The Consultant" have agreed as under:

Article 1. The Preamble set forth above constitute an integral part of this Agreement At all times

and considered a fundamental condition to execute the Agreement.

Article 2. Transfer of Funds: The Investor will transfer the money mentioned above to the
Consultant or any other nominees presented by the Consultant.

Article 3. Responsibilities:

A. The Consultant shall:

i. Assist Investor for the purpose of Investing the above mentioned funds USD75, 000,000.00
(Seventy Five Million, United States Dollars) in the business development as mentioned
in the Preamble of this agreement.

ii. Providing details of the investment opportunities to the Investor for his information
 and confirmation before executing the transactions.

B. The Investor shall:

i. Provide the Consultant with general outlines of the proposed investments intended
and any properties to be purchased.
ii. Make the funds USD75, 000,000.00 (Seventy Million, United States Dollars) available
to the Consultant for the investments as mentioned.
iii. Provide all necessary legal documentation for Consultant to receive funds.

Article 3. Commissions and Expenses:

i. Transfer Fee: The Consultant will charge 2% of the total funds transferred to the
Consultants account as transfer fee.
ii. Taxes: The Consultant will be authorized to pay any and all of the taxes levied in any
shape when-ever and where-ever on the deal. Such fees paid shall be deducted from the
transferred amount during settlement and payment of titles from the principal amount.

iii. Business Commissions: The net profit resulting from the trade/investments (mentioned
above) will be distributed between both parties on a 40/60% basis (60 for the investor).

Article 4. Representations and Warranties

A. Of Consultant to Investor:

i. Once funds have been received by Consultant and deposited into Consultant's nominated
Trust account, the Consultant would have full authority and control over the funds.
ii. The Consultant will keep genuine communications with the Investor as and when
required and also on monthly, quarterly, bi-annual and annual basis by proper
accounting reporting systems.

B. Of Investor to the Consultant:

i. The source of these funds to be utilized, derived, transferred will always be valid and
legitimate funds for the purpose of conducting business opportunities.
ii. This Agreement constitutes a legal, valid binding obligation of the Investor enforceable
against it in accordance with its terms and conditions.

Article 5. Duration of this MOU:

i. This MOU is signed for a period of Ten (10) years from the date of effectiveness of this MOU.
MOU will be effective the date the funds are transferred to The Consultant’s nominated
account after signing and legalization of this MOU. This MOU can be renewed for any further
periods by the mutual consent of the "Investor" and the "Consultant" accordingly.

ii. In case of death or permanent disability of any of the parties involved in this
agreement, the agreement will automatically be transferred to the legal heirs of the
affected party. The list of legal heirs will be sent in writing by each party to this MOU.

Article 6. Termination of the Agreement: This agreement can be terminated by any party giving
an advanced notice of six months to the other party. In such a case all steps will be taken
that no party gets any losses whatsoever accordingly.
Article 7. Confidentiality: This agreement is confidential and is governed by the rules of
International Chamber of Commerce, Paris, France.

Article 8: General: The Consultant shall be bound by all international and municipal
regulations, laws and standards of accountability and probity aimed at establishing and
ensuring transparency of operations and The Consultant shall also be obliged to confer
with, and inform the investor before making any major decision as affecting the said funds.
That The Consultant shall perform all acts and duties in this regard in the spirit of
fairness, goodwill and uprightness looking upon the countenance of justice and equity.

We the above mentioned do hereby attest to the herein stated terms and articles of our
understanding, and do promise to confirm and abide by all the terms herein defined and do
hereby place our seals and sign this day of 5th Day of March, in the year 2016.

The Investor: Mr. Dan Etete ______________________________

The Consultant: Mr.Said Mohamed Ibrahim El-Fakrani _______________________