INVESTMENT MANAGEMENT AGREEMENT

VIA SWIFT MT.103 GPI DIRECT CASH TRANSFER

THIS AGREEMENT AND PERMISSION COOPERATION ON DELIVERY OF CASH FUNDS FOR INVESTMENTS VIA SWIFT
MT103 DIRECT CASH TRANSFER IS SIGNED ON THE DATE BELOW AND BECOME LEGALLY BINDING CONTRACT
BY AND BETWEEN THE FOLLOWING PARTIES:
INVESTOR / SENDER / PARTY “A”

HEREINAFTER REFERRED TO AS THE “INVESTOR” OR “PARTY-A”

AND
DEVELOPER / RECEIVER / PARTY “B”

HEREINAFTER REFERRED TO AS PARTY B OR “DEVELOPER”

Page 01 of 09
INVERTOR / SENDER / PARTY “A” DEVELOPER / RECEIVER / PARTY “B”
RECITALS & REPRESENTATIONS:

WHEREAS, THE INVESTOR, PARTY-A, WITH CORPORATE RESPONSIBILITY CONFIRMS THAT HE OWNS OR CONTROLS
VARIOUS CASH FUNDS OF GOOD, CLEAN AND CLEAR ORIGIN, FREE OF ENCUMBRANCES AND WHICH HE WISHES TO
UTILIZE FOR THE PURPOSES OF INVESTMENTS;

WHEREAS, PARTY B OPERATING WITH A SWIFT ACCOUNT AND CAN RECEIVE THE FUNDS VIA SWIFT MT 103 GPI-
AUTO CASH TRANSFER, TRACKED BY UETR CODE FROM SENDER BANK. TO COMPLETE THE TERMS, CONDITIONS
AND PROCEDURES OF THIS PRESENT AGREEMENT, DESCRIBED HEREINAFTER.

WHEREAS: THE RECEIVER IS QUALIFIED TO ACT AS INVESTMENT / PROGRAM MANAGER FOR THE PURPOSES OF
THIS AGREEMENT;

WHEREAS: THE INVESTOR REPRESENTS AND WARRANTS, WITH FULL CORPORATE AND LEGAL RESPONSIBILITY,
THAT HE HAS PERMISSION TO ENTER INTO THIS JOINT VENTURE INVESTMENT AGREEMENT;

WHEREAS: THE RECEIVER IS EAGER TO RECEIVE JOINT VENTURE INVESTMENTS FOR EXECUTION OF VARIOUS
INFRASTRUCTURE DEVELOPMENT PROJECTS & IS READY WILLING AND ABLE TO RECEIVE SUCH FUNDS;

WHEREAS: INVESTOR HEREBY NOMINATES AND APPOINTS THE RECEIVER AS PROGRAM MANAGER FOR CASH FUNDS
TO BE RECEIVED VIA SWIFT MT.103 GPI DIRECT CASH TRANSFER, FROM PARTY-A, WHICH WILL BE
INVESTED/DISBURSED BY PARTY-B AS PER THE SPECIAL INSTRUCTIONS BY PARTY-A AND CONDITIONS OF THE
AGREEMENT.

NOW THEREFORE, IN CONSIDERATION OF THE MUTUAL COVENANTS, TERMS AND CONDITIONS HEREIN, AND OTHER
GOOD AND VALUABLE CONSIDERATION, THE RECEIPT AND SUFFICIENCY OF WHICH IS HEREBY ACKNOWLEDGED BY
THE PARTIES HERETO, THE PARTIES HEREBY AGREE AS FOLLOWS:

INSTRUMENT SWIFT MT.103 GPI DIRECT CASH TRANSFER

TOTAL FACE VALUE € 500, 000, 000.00 (EURO)
FIRST TRANCHE € 24, 750, 000.00 (TWENTY FOUR MILLION SEVEN HUNDRED FIFTY THOUSAND
EURO)
SECOND TRANCHE € 44, 800, 000.00(FORTY-FOUR MILLION EIGHT HUNDRED THOUSAND EURO)
SUBSEQUENT TRANCHE: AS PER AGREE BOTH BARTY
PAYMENT BY: SWIFT MT.103 GPI DIRECT CASH TRANSFER
SPECIAL REMARKS: ALL TRANSFERS WILL BE E-MAILED TO RECEIVERS.
DISTRIBUTION OF
PERCENTAGE

PROCEDURES:
• SWIFT MT.103 GPI DIRECT CASH TRANSFER,
• PARTIES SHALL BOTH SIGN AND EXECUTE THIS AGREEMENT AND LODGE THE EXECUTED AGREEMENT INTO
THEIR RESPECTIVE BANKS FOR COMPLIANCE.

• THIS AGREEMENT THEREBY AUTOMATICALLY BECOMES A FULL COMMERCIAL RECOURSE CONTRACT.

• PARTY A SHALL PROVIDE THE PRE-ADVICE BY EMAIL FROM HIS BANK, BANKER TO BANKER, WITH THE
AMOUNT THEYWILL TRANSFER WITH CC. TO RECEIVERS EMAIL

• WITHIN ONE BANKING BUSINESS DAY, INVESTOR INITIATE HIS BANK TO SEND SWIFT MT103 SINGLE CUSTOMER
CASH TRANSFER TO THE RECEIVER BANK VIA SWIFT.COM, INCLUDING GPI-AUTO/UETR CODE, HEREIN AND
PROVIDE TO PARTY B THE TRANSACTION SLIP CUSTOMER COPY AS A PROOF.

`Page 02 of 09
INVERTOR / SENDER / PARTY “A” DEVELOPER / RECEIVER / PARTY “B”
 • PARTY B WILL VERIFY, AUTHENTICATE AND CONFIRM THE RECEIPT OF THE CASH FNDS AND WITHIN 72 HOURS OF
RECEIVING FUNDS WILL DISTRIBUTE TO THE ACCOUNTS IN ACCORDANCE WITH THE IMDPA/PGL.

• WITHIN THREE BANKING DAYS PARTY B SHALL MAKE THE DISBURSEMENTS TO ALL BENEFICIARIES IN ACCORDANCE WITH
THE AGREEMENT.

• PARTY B CONFIRMS ALL THE ABOVE STEPS IN THE PROCEDURES AND CONFIRMS THE ABILITY AND READINESS TO
PERFORM HIS OBLIGATION AS STATED IN THE PROCEDURE.

WARRANTIES OF THE PARTIES:

PARTY-A WARRANTS THAT THE FUNDS UNDERLYING ARE GOOD, CLEAN, CLEAR AND OBTAINED FROM NON-CRIMINAL
BUSINESS ACTIVITIES, FREE OF ANY LIENS AND ENCUMBRANCES, AND FREELY AVAILABLE TO SERVE IN ANY SECURE PRIVATE
PLACEMENT SCENARIO. PARTY-B WARRANTS THAT THE TRANSFERRED FUNDS AND RETURN THE PARTY-A FUNDS BACK IN
AGREED RATIO TO PARTY-A BANK COORDINATES, WITH ONLY DEDUCTIONS ACCORDING IN THE PRESENT AGREEMENT, AT
THE END OF THE TERM OF THE INVESTMENT CONTRACT, WITHOUT ANY PLEDGES, ENCUMBRANCES, FREE OF ANY OTHER
DEDUCTIONS, BUT SUCH COMMITMENT APPLIES ONLY PROVIDED PARTY A MAKES THE REPAYMENT AGREED IN THIS
CONTRACT.

PARTY-“A” WARRANTS THAT THE SPECIFIED FUNDS SHALL CONSTITUTE THE ENTIRE USED TO PROCURE THE INVESTMENT
MANAGEMENT CONTRACT / FUNDS, AND PARTY B OR ITS BANK SHALL HAVE NO RECOURSE TO OTHER FUNDS OF PARTY A,
UNDER ALL CIRCUMSTANCES.

SPECIAL PROVISIONS:

TAXES:

EACH PARTY, INDIVIDUALLY AND SEPARATELY, SHALL BEAR RESPONSIBILITY AND ACCEPTS LIABILITY FOR APPLICABLE
PAYMENTS OF ANY TAX, IMPOSTS, LEVIES, AND DUTIES OF CHARGES THAT MAY BE FOUND APPLICABLE DURING THE
FULFILLMENT OF THEIR RESPECTIVE OBLIGATIONS UNDER THIS AGREEMENT.

ASSIGNMENT:

NONE OF THE PARTIES SHALL ASSIGN OR TRANSFER ITS RIGHTS OR DUTIES IN THIS AGREEMENT WITHOUT THE EXPRESSED
WRITTEN CONSENT OF THE OTHER PARTIES. ANY TRANSFER OR ASSIGNMENT MADE WITHOUT SUCH CONSENT SHALL NOT
RELIEVE THE TRANSFEROR OR ASSIGNOR OF ITS DUTIES OR OBLIGATIONS PURSUANT TO THIS AGREEMENT, AND THE
ASSIGNMENT AND TRANSFER SHALL BE CONSIDERED NULL AND VOID.

INCENTIVES:

THE PARTIES TO THIS AGREEMENT HEREBY STATE AND DECLARE THAT EACH PARTY, FREE FROM ANY UNDUE INFLUENCE,
COERCION OR MISREPRESENTATION OF ANY KIND, HAS VOLUNTARILY ENTERED INTO THIS AGREEMENT.

GENERAL PROVISIONS

THIS INVESTMENT AGREEMENT CONTAINS THE ENTIRE UNDERSTANDING OF THE PARTIES, WITH RESPECT TO THE SUBJECT
MATTER HEREOF AND SHALL SUPERSEDE ALL PRIOR OR CONTEMPORANEOUS REPRESENTATIONS, WARRANTIES,
AGREEMENTS AND UNDERSTANDINGS, AND MAY NOT BE AMENDED OR ANY PROVISION HEREOF WAIVED. AFTER SIGNING
THIS AGREEMENT, NO ORAL OR WRITTEN REPRESENTATIONS, WARRANTIES OR STATEMENTS MADE BY THE PARTIES OR
THIRD PERSONS SHALL HAVE ANY LEGAL FORCE AND EFFECT IF NOT SPECIFICALLY PROVIDED BY THIS AGREEMENT.
..ALL APPENDICES AND ADDENDUMS DULY SIGNED IN FULL BY BOTH PARTIES SHALL BE AN INTEGRAL PART OF THIS
AGREEMENT. ANY ALTERNATIONS, MODIFICATIONS OR AMENDMENTS OR CANCELLATION TO THIS AGREEMENT MUST BE
MADE IN WRITING AND SIGNED BY BOTH PARTIES.

`Page 03 of 09
INVERTOR / SENDER / PARTY “A” DEVELOPER / RECEIVER / PARTY “B”
 SEVERABILITY:

IN THE EVENT A COURT, TRIBUNAL OR ARBITRATOR OF COMPETENT JURISDICTION HOLDS ANY PORTION OF THIS
AGREEMENT, INCLUDING AMENDMENTS OR ADDENDA HERETO, TO BE INVALID, VOID OR UNENFORCEABLE, THE
REMAINING PROVISIONS OF THIS AGREEMENT WILL NEVERTHELESS CONTINUE IN FULL FORCE AND EFFECT,
WITHOUT BEING IMPAIRED OR INVALIDATED IN ANY WAY.

LANGUAGE:

THE PARTIES AGREE THAT THE ENGLISH LANGUAGE IS THE GOVERNING LANGUAGE WHEN INTERPRETING THE
REPRESENTATIONS, WARRANTIES, AGREEMENTS AND UNDERSTANDINGS OF THIS AGREEMENT BETWEEN THE
PARTIES. FURTHERMORE, ANY NOTICES DUE SHALL BE MADE IN THE ENGLISH LANGUAGE. EXCEPT FOR
PERFORMANCES EXPRESSIVELY STIPULATED IN THIS AGREEMENT CASES, NEITHER PARTY SHALL BE LIABLE FOR
INDIRECT LOSSES ARISEN AS A RESULT OF PERFORMANCE (NON-PERFORMANCE) OF OBLIGATIONS UNDER THE
PRESENT AGREEMENT
NOTICES:

ANY NOTICE, REQUEST, DEMAND, CONSENT OR AUTHORIZATION (HEREINAFTER “NOTICE”) REQUIRED OR

PERMITTED TO BE GIVEN UNDER THIS AGREEMENT BY ANY PARTY TO THIS AGREEMENT SHALL BE IN WRITING
AND DELIVERED PERSONALLY, VIA OVERNIGHT COURIER, FACSIMILE OR E-MAIL TO THE ADDRESSES OF THE
PARTIES TO THIS AGREEMENT AS OUTLINE IN THE FIRST PAGE OF THIS AGREEMENT, THE PARTIES IS ENTITLED
TO DEMAND AND TO RECEIVE FROM THE PARTY THE ORIGINAL OF THE DOCUMENT PREVIOUSLY SENT BY
FACSIMILE OR E-MAIL.
EXECUTION:

THE ORIGINAL OF THIS AGREEMENT HAS 12 (TWELVE) PAGES INCLUDING ANNEXES AND APPENDICES, , AND HAS
BEEN PRINTED OUT AND SIGNED IN FULL ON EACH PAGE HEREOF IN TWO (2) IDENTICAL ORIGINAL COPIES WITH
IDENTICAL WORDING, WITH EACH OF THE PARTIES HOLDING ONE COPY.
PARTY DELIVERING THIS AGREEMENT BY EMAIL OR FACSIMILE SHALL ALSO FORTHWITH DELIVER EITHER BY
COURIER OR BY HAND TO THE ADDRESSES NOTED ABOVE THE ORIGINAL OF SAID EMAILED COPY OR
FACSIMILE, WHICH BEARS ON ITS FACE THE ORIGINAL SIGNATURE OR ELECTRONIC SIGNATURE OF THE
DELIVERING PARTY. ELECTRONIC SIGNATURES TO BE TREATED AS ORIGINAL SIGNATURES. UPON DELIVERY OF
THE ORIGINAL, SUCH SHALL BECOME THE AGREEMENT OF RECORD. THE AGREEMENT SHALL BE CONSIDERED
EXECUTED AND COME INTO LEGAL EFFECT ONCE IT HAS BEEN PRINTED OUT, SIGNED IN FULL ON EACH PAGE,
BY BOTH PARTIES, WHO WARRANT THAT THEY ARE LEGALLY AUTHORIZED REPRESENTATIVES OF THEIR
RESPECTIVE (LEGAL) PERSONS, AND IN CONFORMITY WITH THEIR RESPECTIVE AUTHORITIES HAVE THE RIGHT
TO SIGN THIS AGREEMENT.

AMENDMENTS.

THIS AGREEMENT MAY NOT BE AMENDED, ALTERED OR MODIFIED EXCEPT (I) UPON THE UNANIMOUS BY
INSTRUMENT IN WRITING AND SIGNED BY EACH OF THE INVESTOR AND ASSET MANAGER.

COUNTERPARTS.

THIS AGREEMENT MAY BE EXECUTED IN ONE OR MORE COUNTERPARTS, ALL OF WHICH SHALL BE CONSIDERED
ONE AND THE SAME AGREEMENT, AND SHALL BECOME EFFECTIVE WHEN ONE OR MORE SUCH COUNTERPARTS
HAVE BEEN SIGNED BY AND DELIVERED TO EACH OF THE PARTIES.
`Page 04 of 09
INVERTOR / SENDER / PARTY “A” DEVELOPER / RECEIVER / PARTY “B”
 NO RIGHTS OF THIRD PARTIES.

THIS AGREEMENT IS MADE SOLELY AND SPECIFICALLY BETWEEN AND FOR THE BENEFIT OF THE PARTIES HERETO
AND THEIR RESPECTIVE MEMBERS, SUCCESSORS AND ASSIGNS SUBJECT TO THE EXPRESS PROVISIONS HEREOF
RELATING TO SUCCESSORS AND ASSIGNS,

AND (II) NO OTHER PERSON WHATSOEVER SHALL HAVE ANY RIGHTS, INTEREST, OR CLAIMS HEREUNDER OR BE
ENTITLED TO ANY BENEFITS UNDER OR ON ACCOUNT OF THIS AGREEMENT AS A THIRD-PARTY BENEFICIARY OR
OTHERWISE.

CURRENCY.

ANY EXCHANGE OF FUNDS BETWEEN SENDER AND RECEIVER SHALL BE MADE IN THE SAME CURRENCY IN WHICH
THE SENDER TRANSFERRED THE INVESTMENT FUNDS. IN ADDITION, ALL CALCULATIONS PURSUANT TO THIS
AGREEMENT AND ANY JOINT VENTURE AGREEMENT SHALL BE BASED ON ICC REGULATIONS IN PARIS.

IN WITNESS WHEREOF, THE PARTIES HERETO SET THEIR HANDS AND WITNESS WITH THEIR CORPORATE SEALS
UPON THIS AGREEMENT AS THE ACCEPTANCE OF THE PRESENT TERMS AND CONDITIONS ON THIS

IN WITNESS WHEREOF, THE PARTIES HEREUNTO CONFIRM AND AGREED WITH THIS Agreement and Permission
direct Debit Mandate IN ITS ENTIRETY AND HAVE EXECUTED THIS AGREEMENT ON THIS FOR AND ON BEHALF
OF:

SIGNATURES OF THE BOTH PARTIES:

AGREED AND ACCEPTED BY PARTY A: AGREED AND ACCEPTED BY PARTY B:

FOR AND ON BEHALF OF THE INVESTOR: FOR AND ON BEHALF OF THE DEVELOPER:

SIGNATURE: SIGNATURE:

PARTY “A” SENDER PARTY “B” RECEIVER

COMPANY NAME FAIRMONT WEALTH MANAGEMENT COMPANY NAME FAR EAST SHIPPING AND FOREIGN
GMBH TRADE CO LTD
REPRESENT BY MR. WALLIMAN GREGOR LUKAS REPRESENT BY MR.NOORDIN CHALABI
PASSPORT NUMBER X2012024 PASSPORT NUMBER 123217764
ISSUE DATE 21.03.2013 ISSUE DATE 14 DEC 2021
EXPIRE DATE 20.03.2023 EXPIRE DATE 14 DEC 2031
PLACE OF ISSUE SWITZERLAND PLACE OF ISSUE UNITED KINGDOM
DATE OF SIGNATURE 18.01.2023 DATE OF SIGNATURE 18.01.2023

IRREVOCABLE MASTER FEE PROTECTION AGREEMENT “IMFPA”

`Page 05 of 09
INVERTOR / SENDER / PARTY “A” DEVELOPER / RECEIVER / PARTY “B”
INVESTOR INCORPORATION CERTIFICATE

`Page 06 of 09
 RECEIVER / PARTY “B” PASSPORT COPY

`Page 07 of 09
INVERTOR / SENDER / PARTY “A” DEVELOPER / RECEIVER / PARTY “B”
 RECEIVER / PARTY “B” INCORPORATION CERTIFICATE

`Page 08 of 09
INVERTOR / SENDER / PARTY “A” DEVELOPER / RECEIVER / PARTY “B”
EDT (ELECTRONIC DOCUMENT TRANSMISSIONS) SHALL BE DEEMED VALID AND ENFORCEABLE IN RESPECT OF ANY PROVISIONS
OF THIS CONTRACT. AS APPLICABLE, THIS AGREEMENT SHALL BE:
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 USDPEAN 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.

WE HEREBY CONFIRM WITH FULL AUTHORITY THAT THE ABOVE STATED TERMS AND CONDITIONS ARE AGREED AND
ACCEPTED. IN WITNESS WHEREOF, THE PARTIES HERETO BY AFFIRMING WITH THEIR SIGNATURES AND SEALS

ON THIS PAGE CONSIDER THIS AGREEMENT AS LEGALLY BINDING AND ENFORCEABLE FROM THIS DATE.

SIGNATURES OF THE BOTH PARTIES:

AGREED AND ACCEPTED BY PARTY A: AGREED AND ACCEPTED BY PARTY B:

FOR AND ON BEHALF OF THE INVESTOR: FOR AND ON BEHALF OF THE DEVELOPER:

SIGNATURE: SIGNATURE:

PARTY “A” SENDER PARTY “B” RECEIVER

COMPANY NAME FAIRMONT WEALTH MANAGEMENT COMPANY NAME FAR EAST SHIPPING AND FOREIGN
GMBH TRADE CO LTD
REPRESENT BY MR. WALLIMAN GREGOR LUKAS REPRESENT BY MR.NOORDIN CHALABI
PASSPORT NUMBER X2012024 PASSPORT NUMBER 123217764
ISSUE DATE 21.03.2013 ISSUE DATE 14 DEC 2021
EXPIRE DATE 20.03.2023 EXPIRE DATE 14 DEC 2031
PLACE OF ISSUE SWITZERLAND PLACE OF ISSUE UNITED KINGDOM
DATE OF SIGNATURE 18.01.2023 DATE OF SIGNATURE 18.01.2023

********END OF AGREEMENT********

`Page 09 of 09
INVERTOR / SENDER / PARTY “A” DEVELOPER / RECEIVER / PARTY “B”