PARTNERSHIP AGREEMENT

BY AND BETWEEN

POINT PIER LIMITED

&

PT. NAGA GLOBAL PERKASA

AGREEMENT NUMBER: PPL/NGP/18/01/24 1/11

TRANSACTION REFERENCE: TBA

DATE: January 18, 2024

This PARTNERSHIP AGREEMENT ON INVESTMENTS MANAGEMENT OF THE TRANSFERS FOR REAL ESTATE,
INFRASTRUCTURE, HEALTH CARE & GREEN ENERGY PROJECT INVESTMENTS VIA DIRECT CASH TRANSFER,
AGREEMENT NO: PPL/NGP/18/01/24 (hereinafter, referred to, as “the Agreement”) is entered on this January 18, 2024, by
and between the following parties:

PARTY A /- THE INVESTOR:

COMPANY NAME: POINT PIER LIMITED

COMPANY ADDRESS: ECO INNOVATION CENTRE, ST. PETER’S COURT, CITY

ROAD, PETERBOROUGH, PE11SA, UNITED KINGDOM

REGISTRATION NUMBER: 14014577

REPRESENTED BY/POSITION: MR. AKRAM AHMED SHEIKH

PASSPORT NUMBER/COUNTRY: P7447936 /INDIA

PASSPORT ISSUE DATE: 27.02/2017

PASSPORT EXPIRY DATE: 26.02.2027

BANK NAME: DEUTSCHE BANK AG

BANK ADDRESS: TAUNUSANLAGE 12, FRANKFURT AM MAIN, 60325

GERMANY

ACCOUNT NAME: POINT PIER LIMITED

ACCOUNT NUMBER/IBAN: DE26 5007 0010 0957 1993 00

SWIFT CODE: DEUTDEFFXXX

BANK OFFICER NAME: Mr. Markus Holzhauser / Mr. Patrik Pohl

BANK OFFICER EMAIL: markus.holzhauser@db.com/ patrik.pohl@db.com

BANK TEL/FAX: TBA

And

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Party A Party B
AGREEMENT NUMBER: PPL/NGP/18/01/24 2/11

TRANSACTION REFERENCE: TBA

DATE: January 18, 2024

PARTY-B / THE MANAGER:

WHEREAS Party B has the capacity and will strictly abide by all Banking Laws and Regulations, set through compliance and due
diligence requirements for all International Banking / Business / Commodity transactions worldwide. Party B has the ability to
accept deposits / funds from around the World, Party B has the ability to accept / conclude International Global Payment Initiative
through DIRECT CASH TRANSFER

WHEREAS Party B will manage all the payment instructions of Party A (the investor).

WHEREAS: Party- B is ready and able to receive this Pay Order as a joint venture investment for all parties herein for the execution
of various infrastructure development projects, & Part- B is ready willing and able to receive said CASH TRANSFERS from Party-
A, these funds will be invested/disbursed by Party-B as per PAYOUT LIST instructions.

WHEREAS: Party-A represents and warrants, with full corporate and legal responsibility, that he has permission to enter into this
Joint Venture Investment Agreement, as well as declares under penalty of perjury that the funds as per Party A bank statement
hereby noted as Annexure are good, clean, clear, and free of non-criminal origin, are free and clear of all liens, encumbrances and
third parties’ interests.

WHEREAS: Party-B is ready will and able to Receive by way of Cash Transfer via DIRECT CASH TRANSFER which will be
disbursed in accordance with Project requirements and with the PAYOUT LIST instructions.

Party A Party B
AGREEMENT NUMBER: PPL/NGP/18/01/24 3/11

TRANSACTION REFERENCE: TBA

DATE: January 18, 2024

III. DESCRIPTION OF TRANSACTION

INSTRUMENT DIRECT CASH TRANSFER TO COMMON ACCOUNT

CURRENCY EURO

TOTAL AMOUNT € 10,051,166.00 (TEN MILLION FIFTY-ONE THOUSAND ONE

HUNDRED SIXTY-SIX EURO) ONLY

TRANCHE SIZE € 10,051,166.00 (TEN MILLION FIFTY-ONE THOUSAND ONE

HUNDRED SIXTY-SIX EURO)

FURTHER TRANCHES TO BE AGREED BETWEEN THE PARTIES

DISTRIBUTION SWIFT MT103 WITHIN FIVE BANKING DAYS AFTER RECEIPT

PERIODE AND CREDITING OF EACH TRANCHE

PROCEDURES DIRECT CASH TRANSFER TO COMMON ACCOUNT:

1. THE SENDER AND RECEIVER SIGNS THE CONTRACT

2. THE SENDER TRANSFERS THE FUNDS AND PROVIDES A COPY OF THE FUNDS TRANSFER TO THE
RECEIVER
3. THE RECEIVER’S BANK OFFICER WILL VERIFY THE BANK’S COMMON ACCOUNT, AND CREDIT THE
RECEIVER’S ACCOUNT
4. THE RECEIVER WILL CONFIRM IN WRITING THE CREDITING OF THE FUNDS
5. THE RECEIVER WILL DISTRIBUTE THE FUNDS AS PER THE UNDERLAYING INVESTMENT AGREEMENTS

NON-SOLICITATION
Receiver hereby confirms and declares that its associates or representatives, or any other person(s) on its behalf, has/have never
been solicited by any party, its shareholders or associates or representatives in any way whatsoever that can be construed as a
solicitation for this future transaction. Any delay in or failure of performance by either party of their respective obligations under
this Agreement shall constitute a breach hereunder and will give rise to claims for damages if, and to the extent that such delay(s)
or failure(s) in performance is(are) not caused by event(s) or circumstance beyond the control of such party in default.

The term Beyond the Control of Such Party includes Act of War, Rebellion, Fire, Flood, Earthquake or other natural disasters, and
any other cause not within the control of such nonperforming party, or which the non-performing party by exercise of reasonable
diligence is unable to foresee or prevent or remedy.

REPRESENTATIONS AND WARRANTIES

(a) Organization. It is duly organized, validly existing and in good standing under the laws of its jurisdiction of formation with
all requisite power and authority to enter into this Agreement, to perform its obligations hereunder and to conduct the business of
this transaction.
(b) Enforceability. This Agreement constitutes the legal, valid and binding obligation of such party enforceable in accordance

Party A Party B
AGREEMENT NUMBER: PPL/NGP/18/01/24 4/11

TRANSACTION REFERENCE: TBA

DATE: January 18, 2024

with its terms.

(c) Consents and Authority. No consents or approvals are required from any governmental authority or other person for it to
enter into this Agreement. All actions on the part of such acting party necessary for the authorization, execution and delivery of this
Agreement, and the consummation of the transactions contemplated hereby by such party, have been duly taken.
(d) 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.
(e) Receiver. It has been afforded the opportunity to seek and rely upon the advice of its own attorney, accountant, or other
professional advisor in connection with the execution of this Agreement. Both Parties shall do so in respect of each other and under
this Agreement written conditions.

MISCELLANEOUS

(a) Notice(s). The two authorized signatories will execute any modifications, amendments, and addendums or follow-on
contracts respectively. When signed and referenced to this Agreement, whether received by mail or facsimile transmission as all
and any facsimile or photocopies certified as true copies of the originals by both Parties hereto shall be considered as an original,
both legally binding and enforceable for the term of this Agreement.
(b) Specific Performance; Other Rights. The Parties recognize that several of the rights granted under this Agreement are
unique and, accordingly, the Parties shall in addition to such other remedies as may be available to them at law or in equity, have
the right to enforce their rights under this Agreement by actions for injunctive relief and specific performance.

(c) Prior Agreements; Construction; Entire Agreement. This Agreement, including the Exhibits and other documents referred
to herein (which form a part hereof), constitutes the entire agreement of the Parties with respect to the subject matter hereof, and
supersedes all prior agreements and understandings between them as to such subject matter and all such prior agreements and
understandings are merged herein and shall not survive the execution and delivery hereof. In the event of any conflict between the
provisions of this Agreement and those of any Joint Ventures Agreement, the provisions of the applicable Joint Venture Agreement
shall control.
(d) 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.
(e) Severability. If any provision of this Agreement shall be held or deemed by a final order of a competent authority to be
invalid, inoperative or unenforceable, such circumstance shall not have the effect of rendering any other provision or provisions
herein contained invalid, inoperative or unenforceable, but this Agreement shall be construed as if such invalid, inoperative or
unenforceable provision had never been contained herein so as to give full force and effect to the remaining such terms and
provisions.
(f) 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.
(g) Applicable Law; Jurisdiction. This Agreement shall be governed by and construed in accordance with the laws of Paris.
The Parties consent to the exclusive jurisdiction of the Paris shall be preceded with the according to the principal of the ICC, with
any civil action concerning any controversy, dispute or claim arising out of or relating to this Agreement, or any other agreement
contemplated by, or otherwise with respect to, this Agreement or the breach hereof, unless such court would not have subject matter
jurisdiction thereof, in which event the Parties consent to the jurisdiction of the ICC as above indicated. The Parties hereby waive
and agree not to assert in any litigation concerning this Agreement the doctrine of forum non-convenient.
(h) Waiver of Jury Trial. The Parties Hereto Hereby Irrevocably and Unconditionally Waive Trial By Jury In Any Legal Action
Or Proceeding Relating To This Agreement And For Any Counterclaim Therein.
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

(i) 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.
(j) Survival. The covenants contained in this Agreement which, by their terms, require performance after the expiration or
termination of this Agreement shall be enforceable notwithstanding the expiration or other termination of this Agreement.
(k) Headings. Headings are included solely for convenience of reference and if there is any conflict between headings and the

Party A Party B
AGREEMENT NUMBER: PPL/NGP/18/01/24 5/11

TRANSACTION REFERENCE: TBA

DATE: January 18, 2024

text of this Agreement, the text shall control.

(l) No Broker. Each Investor and Asset Manager represents and warrants that it has not dealt with any broker in connection
with this Agreement and agrees to indemnify, defend, and hold harmless each other party hereto and its Affiliates from all claims
and/or damages as a result of this representation and warranty being false.
(m) Currency. Any exchange of funds between Sender and Receiver shall be made in the same currency in which the Sender
transferred the investment fund. In addition, all calculations pursuant to this Agreement and any Joint Venture Agreement shall be
based on ICC regulations in Paris.

ARBITRATION

(a) All disputes and questions whatsoever which arises between the Parties to this Agreement and touching on this Agreement
on the construction or application thereof or any account cost, liability to be made hereunder or as to any act or way relating to this
Agreement shall be settled by the arbitration in accordance with the arbitration laws of the ICC, Paris, France.
(b) Every attempt shall be made to resolve disputes arising from unintended or inadvertent violation of this contractual
Agreement as far as possible amicably. If adjudication is required, local legal process shall be preceded according to the principal
of the ICC as above indicated. Where judicial resolution is not thereby achieved, this matter shall be settled by the ICC itself and
the decision of which all Parties shall consider to be final and binding. No State court of any nation shall have subject matter
jurisdiction over matters arising under this Agreement.
(c) This Agreement contains the entire agreement and understanding concerning the subject matter hereof and supersedes and
replaces all prior negotiations and proposed agreements, written or oral. Neither of the Parties may alter, amend, nor modify this
Agreement, except by an instrument in writing signed by both Parties.
(d) This Agreement will be governed by and construed in accordance with the laws of the United Kingdom. If either party shall
be required to bring any legal actions against the other to enforce any of the terms of this Agreement the prevailing party shall be
entitled to recover reasonable attorney fees and costs.
(e) All Communications will take place on the account to account only. No exceptions, e-mail, attachments of this document,
when duly executed are to be considered originals and binding documents.
(f) This Agreement once executed by both Parties will become effective as of the date first written above. Any official notice(s)
exchanged by the Parties hereto, shall be sent to the first mentioned address(s) herein or as may be attached by addenda hereto. A
facsimile or electronically transferred copy of this Agreement, duly signed by both Parties, shall be deemed original.

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Party A Party B
AGREEMENT NUMBER: PPL/NGP/18/01/24 6/11

TRANSACTION REFERENCE: TBA

DATE: January 18, 2024

IN WITNESS WHEREOF, the Parties hereto do set their hands and are witnessed with seals upon this Agreement as of this date
of January 18, 2024

INVESTOR OR “PARTY A”: DEVELOPER OR “PARTY B”:

POINT PIER LIMITED PT. NAGA GLOBAL PERKASA

SIGNATORY: MR. AKRAM AHMED SHEIKH SIGNATORY: MR. MASTUR HAMDANI

PASSPORT NUMBER: P7447936 PASSPORT NUMBER: X1078612

COUNTRY OF ISSUE: INDIA COUNTRY OF ISSUE: INDONESIA

DATE OF ISSUE: 27.02/2017 DATE OF ISSUE: 12.03.2020

DATE OF EXPIRE: 26.02.2027 DATE OF EXPIRE: 12.03.2025

DATE SIGNED: January 18, 2024 DATE SIGNED: January 18, 2024
EDT (ELECTRONIC DOCUMENT
TRANSMISSIONS)

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Party A Party B
AGREEMENT NUMBER: PPL/NGP/18/01/24 7/11

TRANSACTION REFERENCE: TBA

DATE: January 18, 2024

PASSPORT COPY OF PARTY A:

Party A Party B
AGREEMENT NUMBER: PPL/NGP/18/01/24 8/11

TRANSACTION REFERENCE: TBA

DATE: January 18, 2024

CERTIFICATE OF INCORPORATION OF PARTY A:

Party A Party B
AGREEMENT NUMBER: PPL/NGP/18/01/24 9/11

TRANSACTION REFERENCE: TBA

DATE: January 18, 2024

PASSPORT COPY OF PARTY B

Party A Party B
AGREEMENT NUMBER: PPL/NGP/18/01/24 10/11

TRANSACTION REFERENCE: TBA

DATE: January 18, 2024

CERTIFICATE OF INCORPORATION OF PARTY B:

Party A Party B
AGREEMENT NUMBER: PPL/NGP/18/01/24 11/11

TRANSACTION REFERENCE: TBA

DATE: January 18, 2024

ELECTRONIC DOCUMENT TRANSMISSIONS

EDT’S 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 AND
NATIONAL COMMERCE ACT’’ OR SUCH OTHER APPLICABLE LAW CONFORMING TO THE
UNCITRAL MODEL LAW ON ELECTRONIC SIGNATURES (2001) AND
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.

============================END OF DOCUMENT ==============================

Party A Party B