DEED OF AGREEMENT AGREEMENT NUMBER: HDHN/IOPLAN/GPI/10BE/060324

TRANSACTION NUMBER: GPIAU/10BE/DB-SB/06032024

DEED OF AGREEMENT
ON DELIVERY OF CASH FUNDS FOR INVESTMENTS
VIA SWIFT MT103/202 (GPI AUTOMATIC WITH UETR CODE)
AGREEMENT NUMBER: HDHN/IOPLAN/GPI/10ME/060324
TRANSACTION NUMBER: GPIAU/10BE/DB-SB/06032024

This agreement on delivery of cash funds for investments transfer via MT 103/202 CASH FUNDS - GPI AUTO-
MATIC WITH UETR CODE hereinafter referred to as agreement, is made and effective on this date: March 7th,
2024, By and between the following parties:

PARTY A - INVESTOR/SENDER:
COMPANY NAME:
HDH-NORD-BAU GMBH
COMPANY ADRESS:
KORACHSTRAßE 33, 21031 HAMBURG, DEUTSCHLAND

COMPANY REG. NUMBER: HRB 179290

REPRESENTED BY: MR. ILJA DIDUR
PASSPORT NUMBER: C1TPW5F6G
PASSPORT ISSUE/EXPIRY: 11.01.2018 / 10.01.2028
COUNTRY OF ISSUE: GERMANY
BANK NAME: DEUTSCHE BANK AG
BANK ADDRESS: ALTE HOLSTENSTRAẞE 59, 21029 HAMBURG
ACCOUNT NAME: HDH-NORD-BAU GMBH
ACCOUNT NUMBER: DE58 2007 0000 0582 5054 00
SWIFT CODE: DEUTDEHHXXX
BANK OFFICER : GESCHAFTSKUNDEN BERATUNGSCENTER NORD
BANK OFFICER’S CONTACT: +49(40)3701-1091 / GK-BERATUNGSCENTER.NORD@DB.COM
With full legal and corporate authority to sign this Agreement, (hereinafter referred to as INVESTOR or SENDER),

PARTY B - PARTNER/RECEIVER:
COMPANY NAME:
IOPLAN CO., LTD.
COMPANY ADDRESS:
3F, BOSUNG BD, 201, BANGBAE-RO, SEOCHO-GU, SEOUL 06562, KOREA

COMPANY REG. NUMBER: 220-88-27839

REPRESENTED BY/TITLE: JIN KOO KANG / CEO
PASSPORT NUMBER: M03393482
PASSPORT ISSUE/EXPIRY: 02 MAR 2021 / 02 MAR 2031
COUNTRY OF ISSUE: REPUBLIC OF KOREA

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DEED OF AGREEMENT AGREEMENT NUMBER: HDHN/IOPLAN/GPI/10BE/060324
TRANSACTION NUMBER: GPIAU/10BE/DB-SB/06032024

BANK NAME: SHINHAN BANK

BANK ADDRESS: 120, 2-GA, TAEPYUNG-RO, JUNG-GU, SEOUL 04513, KOREA
ACCOUNT NAME: IOPLAN CO., LTD.
ACCOUNT NUMBER: 180-009-882268
SWIFT CODE: SHBKKRSEXXX
BANK OFFICER: KIM YOON AE / +82 2-706-8415 / DIVA6512@SHINHAN.COM

With full legal and corporate authority to sign this Agreement, (hereinafter referred to as RECEIVER)

WHEREAS, are individually known as First Party/or SENDER and Second Party/or RECEIVER and jointly known
as Parties; and

WHEREAS, SENDER is holding an account at DEUTSCHE BANK AG with cash funds via SWIFT MT103/202 GPI
AUTOMATIC WITH UETR CODE for investments.

WHEREAS, RECEIVER is ready, its designated account via SWIFT Message and to execute the distribution to
party’s bank accounts via SWIFT Message, in accordance to the terms and conditions in this Agreement and signed
PGL issued by RECEIVER.

SENDER represents and warrants that it has full corporate responsibility and permission to enter into this Agree-
ment; and further confirms that the funds are good, clean, clear, and free of criminal origin, and are free and clear
of all liens, encumbrances, and third-party interest.

By signing this Agreement, SENDER represents designated parties, full legal authority to utilize and distribute and
transfer cash funds via SWIFT Message MT 103/202 GPI SEMI-AUTOMATIC WITH UETR CODE, as per agreed
terms and conditions in this Agreement.

DESCRIPTION OF TRANSACTION:
INSTRUMENT:
MT103/202 CASH - GPI AUTOMATIC WITH UETR CODE

TOTAL: € 10,000,000,000.00 (TEN BILLION EURO)

FIRST TRANCHE: € 100,000,000.00 (ONE HUNDRED MILLION EURO)
SECOND TRANCHE € 1,000,000`000.00 (ONE BILLION EURO)
EACH FOLLOWING TRANCHE: AS AGREED BY THE PARTIES
PAYMENT: MT103/202 CASH- GPI AUTOMATIC WITH UETR CODE

PAYMENT WITHIN 3 WORKING DAYS FROM THE DATE OF FUNDS CRE-

NOTE:
DOITED TO THE RECEIVER’S BANK ACCOUNT.

TRANSACTION PROCEDURE:
1. Party-A & Party-B both sign & execute the Investment Partnership Agreement. This Investment Agreement,
which thereby automatically becomes a full commercial recourse contract.

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2. Upon signing of the agreement by both parties, Party-B will issue signed and sealed “CORPORATE PAYMENT
GUARANTEE LETTER” (CPGL) for all beneficiaries’ applicable amount percentages to Party-A.
3. Party-A issues MT103 via Global SWIFT and transfer fund via SWIFT MT103 GPI AUTOMATIC WITH UETR
CODE and provide SWIFT copy to Party-B.
4. Party-B’s bank officer locates transfer by using TRN & UETR CODE. Upon located of funds, crediting funds to
the Party-B's account for redistribution for re-investment purposes via SWIFT MT103/ (T/T) full payment
within three (3) banking days after credit funds to the Party-B’s bank account according to the terms & condi-
tions of the Agreement.
5. Within three (3) banking days the Party-B’s bank remits re-investment to the Party-A's and Intermediaries
nominated bank accounts as per CPGL and based on. Upon completion of the distribution of funds through the
bank wire transfers to the respective receiving beneficiary accounts stated in CPGL, the Party-B shall then
send the transfer proof (SWIFT copies) via email to all beneficiaries.
6. Next tranche shall be repeated from article No.2 to No.5. All subsequent tranches will be based on this proce-
dure until collateral or funds become exhausted.
ANY UNAUTHORIZED BANK CALLS, PROBES OR COMMUNICATIONS, OR AN IMPROPER SOLICITATION OR DIS-
CLOSURE INVOLVING ANY OF THE BANKS CONCERNED IN THIS TRANSACTION WILL RESULT IMMEDIATE
CANCELLATION OF THIS TRANSACTION AND SUBJECT THE VIOLATING PARTY TO DAMAGES.

NON-SOLICITATION
RECEIVER hereby confirms and declares that SENDER, its associates or representatives or any person or persons
on its behalf has/have never been solicited by any party, its shareholders or associates or representatives’ solicita-
tion for this transaction or for future transactions.
Any delay In or failure of performance by either party of their respective obligations under this agreement, and to
the extent that such delays or failures in performance are not caused by events or circumstances beyond the con-
trol of such party.
The term Beyond the Control of Such Party includes Acts of War, Rebellion, Fire, Flood, Earthquake or other natu-
ral disasters. Any other cause not within the control of such party or which is by exercise of reasonable diligence,
the party will be unable to foresee or prevent or remedy.

REPRESENTATIONS AND WARRANTIES

ORGANIZATION
It is duly organized, validly existing and in good standing under the laws of its jurisdiction formation with all
requisite power and authority to enter into this Agreement, to perform its obligations hereunder and to con-
duct the business of the Program and the Subsidiaries.

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

CONSENTS AND AUTHORITY

No consents or approvals are required from any governmental authority or other Person for it to enter into
this Agreement. All action on the part of such party necessary for the authorization, execution and delivery of

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this Agreement and the consummation of the transactions contemplated hereby by such party, have been duly
taken.

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.
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. The Parties shall do so in respect
of each other and under this Agreement written conditions.

MISCELLANEOUS NOTICE(S)
Any modifications, amendments, addendums or follow on contracts will be executed by the two authorized signa-
tories respectively. When signed and referenced to this Agreement, whether received by mail or facsimile trans-
mission as all and any facsimile or photocopies Parties hereto shall be considered as an original, both legally bind-
ing and enforceable for the term of this Agreement.

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 the mat law or inequity, have the right to
enforce their rights under this Agreement by actions for injunctive relief and specific performance.

PRIOR AGREEMENTS; CONSTRUCTION; ENTIRE AGREEMENT

This Agreement, including the Exhibits and other documents referred to herein (which form apart here of), con-
stitutes the entire agreement of the Parties with respect to the subject matter here of, and supersedes all prior
agreements and understandings between them as to such subject matter and all such prior agreements and un-
derstandings are merged herein and shall not survive the execution and delivery hereof. In the event of any con-
flict between the provisions of this Agreement and those of any joint venture agreement, the provisions of the ap-
plicable joint venture agreement shall control.

AMENDMENTS
This Agreement may not be amended, altered or modified except (i) upon the unanimous by instrument in writ-
ing and signed by each of SENDER and RECEIVER.

SEVERABILITY
If any provision of this Agreement shall be held or deemed by a final order of a competent authority to be invalid,
in operative or unenforceable, such circumstance shall not have the effect of rendering any other provision or
provisions herein contained invalid, in operative 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.

COUNTERPARTS

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This Agreement may be executed in one or more counter parts, 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 each of the Par-
ties and delivered to each of the Parties.

APPLICABLE LAW; JURISDICTION

This Agreement shall be governed by and construed in accordance with the laws of the UK.

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 counter claim therein.

ARBITRATION
Every attempt shall be made to resolve disputes arising from unintended or inadvertent violation of this contrac-
tual agreement as far as possible amicably. In the event that 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, the decision of which the 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.

RIGHTS OF THIRD PARTIES

This Agreement is made solely and specifically between and for the benefit of the parties hereto and their respec-
tive members, Person whatsoever shall have any rights, interest, or claims hereunder or be entitled to any bene-
fits under or on account of this Agreement as a third party beneficiary or otherwise.

SURVIVAL
The covenants contained in this Agreement which, by their terms, require performance after the expiration or
termination of this Agreement shall be enforceable not withstanding the expiration or other termination of this
Agreement.

HEADINGS
Headings are included solely for convenience of reference and if there is any conflict between headings and the
text of this Agreement, the text shall control.

CURRENCY
Any exchange of funds between the SENDER and RECEIVER shall be made in the same currency in which SENDER
transferred the investment fund.

This agreement once executed by both parties will become effective as of the date first written above. Any official no-
tice(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 duly signed by both parties shall be deemed origi-
nal.

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** The rest of this page is left intentionally blank for the signature. **

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SIGNATURES OF THE PARTIES

IN WITNESS WHEREOF, the Parties hereto do set their hands and are witnessed with seals upon this Agreement as
of this date of Thursday, March 7, 2024.

For and on behalf of the Party A as the Investor:

HDH-NORD-BAU GMBH

_____________________________________________________________
Authorized Signature
Name/Title: Mr. ILJA DIDUR / Managing Direct
Passport Number: C1TPW5F6G
Issued Country: GERMANY
Issued Date/Expiry Date: 11.01.2018 / 10.01.2028

For and on behalf of the Party B as the Partner:

IOPLAN CO., LTD.

_____________________________________________________________
Authorized Signature
Name/Title: Mr. JIN KOO KANG / CEO
Passport Number: M03393482
Issued Country: REPUBLIC OF KOREA
Issued Date/Expiry Date: 02 MAR 2021 / 02 MAR 2031

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PASSPORT COPY OF THE PARTY A

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CERTIFICATE OF INCORPORATION OF THE PARTY A

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PASSPORT COPY OF THE PARTY B

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DEED OF AGREEMENT AGREEMENT NUMBER: HDHN/IOPLAN/GPI/10BE/060324
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CERTIFICATE OF INCORPORATION OF THE PARTY B

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EDT (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 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 COM-
MERCE 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 how -
ever, that any such request shall in no manner delay the parties from performing their respective obligations and
duties under EDT instruments. Electronic signature is valid and legally – binding as an original if transmitted in se-
cure and certified *.pdf format

*** THE END OF THE AGREEMENT ***

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