AGREEMENT NUMBER: RZC/CHI /500M/161120202020 DATE: NOVEMBER 16, 2020

PARTNERSHIP AGREEMENT ON INVESTMENT AND FINANCIAL CO-

OPERATION No.: RZC/CHI /500M/161120202020

This Partnership Agreement on Investment and Financial co-Operation (hereinafter referred to as the
“Agreement“ No.: EEC/ “.. /30M/55/67/2020, Transaction Code: EEC/“../MT103/30M/55/67/2020 for
investment amount of
US Dollars 500,000,000.00 ( Five Hundred Millions US Dollars) with possible Rolls and Extensions (R&E)
is into this November 09, 2020, investment under this Agreement by and between the following parties:

COMPANY NAME R&Z Consulting GbR

Ellerweg 22, 33330 Gütersloh
COMPANY ADDRESS
COMPANY REG. NUMBER FN 144640 G
REPRESENTED BY Mr. Josef Reichert
PASSPORT NUMBER C7K94GP7L
ISSUED PLACE Germany
DATE OF ISSUE 21 NOV 2018
DATE OF EXPIRY 20 NOV 2024
BANK NAME Deutsche Bank AG
BANK ADDRESS Stohlmann pl2, 33330 Gutersloh, Germany
ACCOUNT NAME R&Z Consulting GbR
IBAN ACCOUNT NO. (EUR DE67 4807 0024 03360294 00
BANK / SWIFT CODE DEUTDEDBBIE

(hereinafter referred to as the “Investor“ or “Party-A“) on the

one hand, and
COMPANY NAME SWARRAJ AGROWIN
COMPANY ADDRESS 501/06 KRISHNA GREEN LAND PARK, GB RD, THANE-400615
COMPANY REG. NUMBER MH-33-0009624
REPRESENTED BY MR. SHAILESH KADAM
PASSPORT NUMBER 23899543
PASSPORT ISSUE PLACE INDIAN
PASSPORT ISSUE DATE 23.02.2017
PASSPORT EXPIRY DATE 22.02.2027
BANK NAME COMMERZBANK AG SWITZERLAND
BANK ADDRESS PELIKANPLATZ 15, 800 ZURICH, SWITZERLAND
ACCOUNT NAME SWARRAJ AGROWIN
ACCOUNT NUMBER
IBAN ACCOUNT NUMBER CH07 0011 4400 8751 2240 0
SWIFT CODE COMBCHZHX

both together and individually hereinafter referred to as the "Parties", conclude an agreement of such
content, hereinafter referred to as the "Agreement":

WHEREAS:
Whereas the Parties hereto are desirous of entering into this Agreement for purpose of developing own
investment projects contemplated herein for the mutual benefit only and not for other purposes

Investor, Party-A: Develop er, Party-B

AGREEMENT NUMBER: RZC/CHI /500M/161120202020 DATE: NOVEMBER 16, 2020

whatsoever.
Whereas both Parties hereto warrant that the currencies to be transacted, for making the investments,
are all good, clean and cleared funds of non-criminal origin, without any traces of illegality or
unlawfulness whatsoever. Whereas each Party hereto declare that it is legally empowered, fully
authorized to execute and accept this agreement, as well as agrees to be bound by its terms and
conditions under the penalty and other consequences.
Whereas Investor through its fiduciary bank, where the final agreements will be lodged in and assigned to,
confirms and warrants that it has the financial capacity of euro funds and euro funds to transact under this
Agreement.
Whereas the Parties hereto with full corporate responsibility, under the penalty of perjury, declare that
they will upon the execution of this Agreement complete the transaction contemplated herein, except on
circumstances of force majeure and government sanctions, if such appear. The parties hereto shall not be
liable for any failure to perform under the “force majeure“ provisions of the ICC, Paris.
Whereas both Parties herein agree that each party has the full right to use and choose whatever company
more suitable to carry out this assignment, to successfully complete the present transaction.

1. SUBJECT OF AGREEMENT:
1.1. In accordance with the provisions of this Agreement and general principles and regulations of the
management of the financial resources the Investor instructs, and the “Developer“ undertakes to manage
investment plans accepted by parties and invested by the Investor by this Agreement.
1.2. The Investor's financial resources made available to the “Developer“ hereinafter referred to as the
"Investments".
1.3. According to the laws of and for execution of the Law of About the regime of foreign international
investing for two parties, the subject of this Agreement is a joint investment activity of the Partners, which
is not connected with creation of new legal entities, on the following directions: investments in commercial
sphere, social, innovative projects etc.
1.4. The contracting Parties, in order to strengthen bilateral friendly international relations are intended
to cooperate in the following make own projects at the expense of own funds and financial opportunities
as well as attracting involving partners.
1.4.1. Promoting involvement in the real economy, and private regional priority investment projects;
1.4.2. Promoting a balanced and sustainable growing system of financial support for projects and programs
in priority areas;
1.4.3. Minimizing investment and commercial risks involved in the implementation of projects.
And also can carry out reinvestment in the objects of the primary investment and other objects of
investment and reinvestment.
1.5. Investors make their material donations (investments) as reinvestment referring to US Dollars
500.000.000,00 R&EWITH R&E with possible Rolls and Extensions (R&E).
1.6. The high Contracting "Parties" agree that this Investment contract is intended for the implementation
of projects of Charmo-invest Kft and Charmo-invest Kft is the right holder for these investment funds for
the implementation of projects
- Cleaning of water resources, rivers, lakes and other reservoirs in Europe and in the World
- Production of cleaning products without the use of chemicals from natural microorganisms that get into
the soil fertilize it and improve the humus layer.
- Waste recycling without harmful substances and electricity generation.
- Cleaning of oil and other soil contamination.
- Introduction of new technologies for the construction of social housing in Europe.
And a number of other Environmental projects.
1.7. Investment under the present Agreement ALSO will be granted by the “Investor” (“Party-A”) to the
“Developer” (“Party-B”) for the financing of approved projects in accordance to “Investor“ status goals
present and future upon amendments. Investment under this Agreement will be used for the
constructing & development of Nursing Homes and other goals of charity and mercy, as well as
investment projects aimed at their development.

Investor, Party-A: Develop er, Party-B

AGREEMENT NUMBER: RZC/CHI /500M/161120202020 DATE: NOVEMBER 16, 2020

2. JOINT ACTIVITIES OF THE PARTIES:

2.1. We, the undersigned Parties, hereby with full legal and corporate responsibility, under penalty of
perjury, confirm that Investor is ready, willing, and able the investments, and the Developer is ready to
receive the investments and to make at the mutually agreed terms and conditions hereof.
2.2. For realization of the investment programs the Parties bring the foreign investment in convertible
currency during validity thereof according to the schedule fixed by the Parties, agreed currency amounts
and tranches which are reflected in additional agreements hereto.
2.3. The Parties can extend kinds and spheres of investment activity and if necessary make the Additional
agreements.
2.4. Addendum and changes may be brought to this Agreement by mutual agreement of the Parties, which
are to be formed by separate protocols, which, after the signing of “Parties“, are considered as integral
part hereof.

3. RIGHTS AND DUTIES OF THE PARTNERS:

3.1. Party-A and Party-B for the purposes of fulfillment hereof:
3.1.1. Develop investment activity for its economic and technical projects.
3.1.2. Conclude contracts, agreements, and other agreements necessary for realization of their investment
programs.
3.1.3. Acquire export-import quotas and licenses for export and import of commodities and products.
3.1.4. Provide each other with all necessary legal, financial and other documents, related to the fulfillment
hereof.
3.1.5. Invest money in their own projects during validity thereof according to their current legislation.
3.1.6. Carry out economic activity to fulfil own investment programs, make debt liquidation on all kinds of
expenses, payment of commodities and services, transfers facilities for payment of salaries and other types
of rewards, cover all kinds of charges.
3.1.7. Attract other legal entities and individuals for the fulfilment of their investment programs under the
present Agreement at their sole decision.
3.1.8. Are to provide each other with necessary assistance.
3.1.9. Are to follow and observe the terms and conditions hereof.
3.1.10. Are obligated to keep in a secret all business, technical and commercial information related to
implementation hereof.
3.1.11. Can invest additional investments during the validity period of the present Agreement, and also can
carry out reinvestment in primary investment projects and other investment and reinvestment objects.
3.2 The Party A for the purposes of fulfillment hereof:
3.2.1. Develops the directions of own investment activity with its economic and technical ground.
3.2.2. Concludes contracts, agreements, and other agreements necessary for realization of its investment
programs.
3.2.3. Acquires export-import quotas and licenses for export and import of commodities and products.
3.2.4. Provides Party B with all necessary legal, financial and other documents, related to the fulfillment
hereof.
3.2.5. Can invest money during the validity of this Agreement according to the current legislation.
3.2.6. Carries out economic activity to fulfil own investment programs, makes debt liquidation on all kinds
of expenses, payment of commodities and services, got by each of the Parties, transfers facilities for
payment of salaries and other types of rewards, finance all kinds of charges.
3.2.7. Attracts other legal entities and individuals for realization of the investment programs under the
present Agreement.
3.2.8. Attracts investments and financial assets, including credit and loan facilities of residents and not
residents aimed on execution of investment activity.
3.3 The Party B for the purposes of fulfillment hereof:
3.3.1. Develops the directions of own investment activity with its economic and technical ground
3.3.2. Concludes contracts, agreements, and other agreements necessary for realization of its investment

Investor, Party-A: Develop er, Party-B

 AGREEMENT NUMBER: RZC/CHI /500M/161120202020 DATE: NOVEMBER 16, 2020

programs.
3.3.3. Acquires export-import quotas and licenses for export and import of commodities and products.
3.3.4. Provides Party A with all necessary legal, financial and other documents, related to the fulfillment
hereof.
3.3.5. Can invest money during the validity of this Agreement according to the current legislation.

3.3.6. Carries out economic activity to fulfil own investment programs, makes debt liquidation on all kinds
of expenses, payment of commodities and services, got by each of the Parties, transfers facilities for
payment of salaries and other types of rewards, finance all kinds of charges.
3.3.7. Attracts other legal entities and individuals for realization of the investment programs under the
present Agreement.
3.3.8. Attracts investments and financial assets, including credit and loan facilities of residents and not
residents aimed on execution of investment activity.

4. TOTAL AMOUNT OF INVESTMENTS. ORDER OF FINANCING:

Investor’s currency : (EURO)
Total investment amount : 500,000.000.00 EURO Five Hundred Millions.
First tranche : EURO 9,000,000.00 Nine Millions.
Second tranche : EURO 49,000,000.00 Forty Nine Millions..
Three tranche : EURO 49,000,000.00 Forty Nine Millions.
Subsequent tranches: : To be agreed before each transfer.

Now therefore in consideration as herein set out and in consideration of the understanding, as well as of
here good valuables purposes, the adequacy and receipt of which is hereby acknowledge by Parties as
follows:
Party-A ready to start project financing in the volume and follows the sequence:
The Party A provides Party-B with funding necessary for implementation development projects through
their own euro currency funds.

5. TRANSACTION PROCEDURES:
5.1. Party-B completes/signs/seals this Agreement and submits them to Party-A via e-mail, along with the
compliance documents, which shall include the following:
• Present Agreement (PAIFC), with all annexes;
• Copy of the authorized signatory’s passport.
5.2. Party-A verifies, approves, completes and counter signs/seals this Agreement, and forwards the whole
package along with its compliance documents to mandate PARTY-A.
PARTY-A of mandate is to do hard copies contract a puts his signature / scanning the Agreement and sends
by email BOTH Parties in PDF format to place the bank by e-mail (Hard copies to be exchanged by courier
service, if requested) which shall include the following:
• Present Agreement (PAIFC), with all annexes;
• Copy of the authorized signatory’s passport.
5.3. Each Party puts this Agreement in his nominated bank and notifies the Party through its authorized
official mandate.
5.4.
5.5. 1. THE PROVIDER and THE RECEIVER execute, sign and initial this Agreement along with
IFPA/NCNDA, Passport copies of signatories, which thereby automatically become a full
commercial recourse contract.

6. CONFIDENTIAL INFORMATION AND SECURITY:

6.1. In connection with present Agreement, the Parties will provide each other with the information
concerning the designated fiduciary banks originating in writing by each Party and is designated as
confidential which the Parties hereby agree to treat as “confidential information“. The Parties understand
and agree that any confidential information disclosed pursuant to this Agreement is secret, proprietary and
Investor, Party-A: Develop er, Party-B
AGREEMENT NUMBER: RZC/CHI /500M/161120202020 DATE: NOVEMBER 16, 2020

of great value to each Party which value may be impaired if the secrecy of such information is not
maintained.
6.2. The Parties further agree that they will take reasonable security measures to preserve and protect the
secrecy of such “confidential information“ and will hold such information in trust and not to disclose such
information, either directly or indirectly to any person or entity during the term of this Agreement or any
time following the expiration or termination hereof; provided, however, that the Parties may disclose the
confidential information to an assistant, agent or employee who has agreed in writing to keep such
information confidential and to whom disclosure is necessary for the providing of services under this
Agreement.

6.3. Separate introductions made through different intermediary chains may result in other transactions
between the Parties will not constitute a breach of confidential information, provided such new chains
were not created for purposes of circumvention of the first introducing chain. Copy and paste signatures
are not allowed.
6.4. Agreement which is to transfer and organize the bank shall be transmitted in the form of scanned visa
authorized signature.
6.5. Unauthorized bank communication: Neither Party is allowed to contact the bank of the other Party
without the written authorization for that of the Party whose bank is to be contacted. Any unauthorized
contact act of either Party of this Agreement is considered as a breach of this Agreement and shall cause
this Agreement immediate cancellation, and the transaction becomes null and void.

7. CODES OF IDENTIFICATION:
7.1. The Parties agree that all documents related to the transactions bear the codes listed on page 1 of this
Agreement and that the said codes remain unchangeable within this Agreement duration, including all
rollovers, extensions and additions.

8. COMMUNICATION:
8.1. Communication with banks will be limited to those between the Investor“s bank and Developer“s
bank and only between authorized bank officers/representatives, including principals of the Investor and
the Developer, in the course of completion of this transaction. No communication by any other party is
permitted without prior written consent of the named account holders.
8.2. Any notice to be given hereunder from either Party to the other shall be in writing and shall be
delivered by fax to the telefax number or by e-mail to e-mail address of the respective Party as provided
herein. The Parties agree that acknowledged e-mail or telefax copies are treated as legally binding original
documents.
Email copies, scanned and sent on e-mail as photo, of this Agreement and exchange of correspondence
duly signed and/or executed shall be deemed to be original and shall be binding and are regarded as original
and good for any legal purpose.
8.3. EDT-Electronic Document Transmittal & Counterparts:
This Agreement may be executed in multiple copies at different times and places, each being considered
an original and binding. All facsimile /electronic transmittal/communications, including electronic
signature, relating to this Agreement and which are mutually accepted by the Parties, shall be deemed
legally binding and enforceable documents for the duration of the transaction. And 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);
• Electronic Commerce Agreement (ECE/TRADE/257, Geneva, May 2000) adopted by the United
Nations Centre for Trade Facilitation and Electronic Business (UN/CEFACT);
• All electronically submitted documents shall be subject to the European Community Directive No.
95/46/EEC, as applicable.

9. VALIDITY:
Investor, Party-A: Develop er, Party-B
AGREEMENT NUMBER: RZC/CHI /500M/161120202020 DATE: NOVEMBER 16, 2020

9.1. Once this Agreement is signed by both Parties the transaction shall begin within Three (3) banking days
or sooner, excluding Saturdays and Sunday and any bank holidays.

10. FULL UNDERSTANDING:

10.1. The latest edition/signature of this Agreement, executed by each party in originals, represents the
full understanding between the Parties and supersedes all other undertakings, whether verbal or written.
All statements and representations are made without any omission of material fact and with full corporate
and legal responsibility under penalty of perjury.
10.2. The Parties hereto accept that should the present Agreement partially or in full be found invalid or
unenforceable pursuant to judicial decree or by virtue of any international regulations related to bank
confirmation of USD/EUR validity, this Agreement shall be reconstructed upon mutual consent and
agreement of both Parties to this commercial Agreement.

10.3. Until the physical exchange of original hard copies, the acknowledged fax and/or e-mail copies of this
Agreement shall be deemed original.
10.4. The commission payable under this Agreement is to be distributed in accordance with the
Irrevocable Fee Protection Agreement.

11. ASSIGNMENT:
11.1. Each Party to this Agreement may assign this Agreement or its total or partial performance hereof to
any other company which assumes the obligations of the assigning party under the terms of the
assignment.
Formal notice of the assignment shall be rendered to the other party to this Agreement expressly indicating
there on the assignee's full contact particulars.

12. TERM OF AGREEMENT:

12.1. This Agreement is a full recourse commercial commitment enforceable under the laws of the
jurisdiction of EC, Switzerland or any other member country of the European Union as it applies. And, said
law shall govern the interpretation, enforceability, performance, execution, validity and any other such
matter of this Agreement, which shall remain in full force and effect until completion of the said transaction
and it is legally binding upon the Parties signatories, their heirs, successors and assigns, agents, principals,
attorneys and all associated partners involved in this Agreement/contract/transaction.

13. LAW AND ARBITRATION:

13.1. This Agreement is a full recourse commercial commitment enforceable under the laws of jurisdiction
of the countries where this transaction is effectuated, and any dispute is to be resolved under the ICC
rules for arbitration, unless the Injured-Party takes legal action in a court of jurisdiction. The USA,
Liechtenstein, Swiss, or any other member country of the European Union law to apply, as the Injured-
Party may choose, which shall govern the interpretation, construction, enforceability, performance,
execution, validity and any other such matter regarding this Agreement.
13.2. The Parties hereto acknowledge and agree that any discrepancy and/or dispute in application of this
Agreement will be solved amicably. If it is not possible, the arbitration procedure is to be followed.
13.3. This Agreement is intended to be performed in accordance with, and only to the extent permitted by
all applicable laws of jurisdiction, ordinances, rules and regulations. If any provision of this Agreement be
considered invalid or unenforceable, then, the remainder part of this Agreement shall not be
affected (if agreeable by both Parties) and shall be enforced to the greatest extent permitted by law.

14. PENALTY CLAUSE FOR NON-PERFORMANCE:

14.1. Should of the Parties A fail to perform in this Agreement, once it“s being signed/ sealed and the term
of validity thereof had expired, and excluding any banks default or delays in processing wire transfers, the
Party-in Default indemnifies and guarantees to all present contractual parties a total penalty fee of (against

Investor, Party-A: Develop er, Party-B

AGREEMENT NUMBER: RZC/CHI /500M/161120202020 DATE: NOVEMBER 16, 2020

an official claim and invoice) Zero percent (0%) of the face value of this Agreement.
14.2. The only party allowed to make a claim under this Agreement, if any, is either Party A or Party B. And,
any claim must be first proven by the Injured-Party and invoice settled by the Party-in-Default within 10
(ten) calendar days, or else the Injured-Party can file a legal claim against Party-in-Default in any court of
jurisdiction of their choice.

Furthermore, we, the undersigned Parties, hereby swear under the international laws or perjury and fraud
that the information provided by us herein is accurate and true, and by affixing our signatures /initials/seals
to this Agreement, we attest that our respective banking officers are fully aware of, have approved and are
ready proceed with this transaction.

15. SIGNATURES:

AGREED AND ACCEPTED BY BOTH PARTIES: SIGNATURES OF PARTIES:

R&Z Consulting GbR SWARRAJ AGROWIN

Passport №: C7K94GP7L Passport №: 23899543

Date of Issue: 21 NOV 2018 Date of Issue: 23.02.2017
Date of Expiry: 20 NOV 2024 Date of Expiry: 22.02.2027
Place of Issue (Country): Germany Place of Issue (Country): INDIAN
Represented by Mr. Josef Reichert Represented by MR. SHAILESH KADAM

Investor, Party-A: Develop er, Party-B

AGREEMENT NUMBER: RZC/CHI /500M/161120202020 DATE: NOVEMBER 16, 2020

INVESTOR / PARTY-A PASSPORT COPY:

Investor, Party-A: Develop er, Party-B

AGREEMENT NUMBER: RZC/CHI /500M/161120202020 DATE: NOVEMBER 16, 2020

INVESTOR / PARTY-A CERTIFICATE OF INCORPORATION:

Investor, Party-A: Develop er, Party-B

AGREEMENT NUMBER: RZC/CHI /500M/161120202020 DATE: NOVEMBER 16, 2020

DEVELOPER / PARTY-B PASSPORT COPY:

Investor, Party-A: Develop er, Party-B

AGREEMENT NUMBER: RZC/CHI /500M/161120202020 DATE: NOVEMBER 16, 2020

“ACCEPTED AND AGREED WITHOUT CHANGE“

"Electronic signature is valid and accepted as hand signature" 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:
1. 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)

2. 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 a 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 instrument

Investor, Party-A: Develop er, Party-B