AGREEMENT NO.

: SWIFT/RBP/49M/10302020
DATE: DECEMBER 21th, 2020

PARTNERSHIP AGREEMENT ON INVESTMENT AND FINANCIAL CO-OPERATION

This Partnership agreement on investment and financial co-operation (hereinafter referred to as the Agreement №:
SWIFT/RBP/49M/10302020, volume of investments: €49,000,000.00 (Forty-Nine Million EURO) with rolls and
extensions, are into this 21th December 2020 by and between the following parties:

COMPANY NAME: CALTECH TRADING KOREA CORP

PARNAS TOWER 29F,521 TEHERAN-RO , CITY GANGNAM AU-
COMPANY ADDRESS:
SEOUL SOUTH KOREA
REPRESENTED BY MR HO SHIK CHI
PASSPORT N. MSS382796
BANK NAME: DEUTSCH E BANK FRANKFURT
BANK ADDRESS: 12 TAUNUSAN LAGE 60325 FRANKFURT AM MAIN GERMANY
SWIFT CODE: DEUTDE77XXX
ACCOUNT NAME: CALTECH TRADING KOREA CORP
ACCOUNT NUMBER 010581700
IBAN (EUR): DE75440700

(Hereinafter referred to as the “Developer” or “Party-B”)

COMPANY NAME:
COMPANY ADDRESS:
RAPRESENTED BY

PASSPORT N.

BANK NAME:

BANK ADDRESS:

SWIFT CODE:

ACCOUNT NAME:
BENEFICIARY
ACCOUNT NUMBER
IBAN (EUR):
BANK OFFICER NAME

BANK OFFICER TEL

On the other hand, both together and individually hereinafter referred to as the "Parties", conclude an
agreement of such content, hereinafter referred to as the "Agreement":
Gdh
WHEREAS: Whereas the Parties hereto are desirous of entering into this Agreement for the purpose of developing
own investment projects contemplated herein for the mutual benefit only and not for other purposes whatsoever.

Developer or “Party-B “:
 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 declares 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 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 High 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. Investor makes their material investments as reinvestment: €49,000,000.00 (Forty-Nine Million EURO) 
By agreed tranches, CONTRACT No.: SWIFT/RBP/49M/10302020
1.6 Within, the Partner´s bank issues an unconditional EURO-funds SWIFT MT103 (72) banking hours wire
transfer to the bank account to be specified from the Investor´s in accordance with the following schedule
of investments.

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 hereof 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 necessarily make the Additional
agreements;

Developer or “Party-B “:
2.4. Addendum and changes may be brought to this Agreement by mutual agreement of the Parties, which are
to be formed 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 fulfilment 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
fulfilment hereof;

3.1.5. Invest money in their own projects during validity hereof according to their current legislation;
3.1.6. Carrie 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 fulfilment 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 fulfilment
hereof;
3.2.5. Can invest money during 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 fulfilment 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 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 fulfilment
hereof;

3.3.5. Can invest money during validity of this Agreement according to the current legislation;

Developer or “Party-B “:
 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 VOLUME OF INVESTMENTS AND SHARES. ORDER OF FINANCING:

Investor’s currency: (EURO)

Total investment amount: :€49,000,000.00 (Forty-Nine Million EURO), while first trench is
€49,000,000.00 (Forty-Nine Million EURO) 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:
The Part A ready provides Party B with funding necessary for implementation development projects through their
own Euro currency funds.

5. TARGETED USE OF THE FUNDS THEIR DISTRIBUTION

5.1 Investment in the project for the development and construction of Real Estate, schools, hospitals and
plants.
5.2 Investment in projects for the development of plants in milk production, .
5.3 Development of several companies to work with, in the field of exports and imports in Western and
Eastern Europe, in Indian and in Africa.
All necessary documents on the distribution of funds will be an integral part of this Agreement, and will be additions
to the granting of this Agreement.

6. BANK LEDGER -TO- LEDGER (L2L) CASH TRANSFER PROCEDURE:

6.1 Party-A submits this Agreement to Party-B via email in Word File document format,
fully completed, all signed and sealed.
6.2 Party-B will have to reply Party-A via email with fully completed all signed and sealed executed Agreement
and IMFPA; and issues a Full Corporate Undertaking Payment Guarantee Letter (PGL) (addressed to Party-A
guaranteeing full payment settlement as per Annex-1 of this Agreement, for each and every transfer to be made to
the Account in favour of Party-B).
6.3 After that the same day Sender will transfers funds to the Receiver's bank.
6.4 After Receiver received the funds, he will send a screenshot per email of the Account
Balance confirming that the funds are received as Cleared Funds to Party A.
6.5 Within 5 (five) banking days after the funds are received, Receiver must make
payments to all parties involved according to IMFPA of the present Agreement.
6.6 Subsequent tranches will follow, each tranche to follow settlement in full of the
IMFPA (set forth herein) of the previous tranche as per the Tranche Schedule (see Article
III); using the same procedure until the total contractually committed amount is exhausted.
Upon and by settlement of the IMFPA herein attached, the fund shall belong to
（Receiver’s Account）

7. CONFIDENTIAL INFORMATION AND SECURITY:

7.1. In connection with present Agreement, the Parties will provide the 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

Developer or “Party-B “:
 of great value to each Party which value may be impaired if the secrecy of such information is not
maintained.

7.2. 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.

7.3. 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.
7.4. Agreement which is to transfer and organize the bank shall be transmitted in the form of scanned visa
authorized signature.

7.5. 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 transaction becomes null and void.

8. CODES OF IDENTIFICATION:

8.1. The Parties agree that all documents related to the transactions bear the codes listed on page 01 of this
Agreement and that the said codes remain unchangeable within this Agreement duration, including all
rollovers, extensions and additions.

9. COMMUNICATION:

9.1. Communication with banks will be limited to those between the Investor’s bank and Developer’s bank and
only by 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.
9.2. 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.
E-mail 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.
9.3. 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.

10. VALIDITY:

Developer or “Party-B “:
10.1. Once this Agreement is signed by both Parties the transaction shall begin within three (3) banking
daysor sooner, excluding Saturdays and Sunday and any bank holidays.

11. FULL UNDERSTANDING:

11.1. 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.
11.2. 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 EUR validity, this Agreement shall be reconstructed upon mutual consent and
agreement of both Parties to this commercial Agreement.
11.3. Until the physical exchange of original hard copies, the acknowledged fax and/or e-mail copies of this
Agreement shall be deemed original.
11.4. The commission payable under this Agreement is to be distributed in accordance with the Irrevocable Fee
Protection Agreement.

12. ASSIGNMENT:

12.1. 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.

13. TERM OF AGREEMENT:

13.1. 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.

14. LAW AND ARBITRATION:

14.1. 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.
14.2. 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.
14.3. 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 reminder part of this Agreement shall not be affected (if
agreeable by both Parties) and shall be enforced to the greatest extend permitted by law.

15. PENALTY CLAUSE FOR NON-PERFORMANCE:

Developer or “Party-B “:
 15.1. 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
an official claim and invoice) 2% (two percent) of the face value of this Agreement.
15.2. 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.
For subsequent distribution companies will be coordinated by a separate annex to this agreement which
will form integral part of it.

SIGNATURE:

REPRESENTED BY: CHI HOSHICK

CEO
PASSPORT N°: M55382796

_SIGNATURE:

REPRESENTED BY: CHI HOSHICK

CEO :
PASSPORT : M55382796

Developer or “Party-B “:
Developer or “Party-B “:
Developer or “Party-B “:
DEVELOPER / PARTY-B PASSPORT COPY

CERTIFICATE OF INCORPORATION of Party B

Developer or “Party-B “:
 “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 and National Commerce Act’’ or such other
applicable law conforming to the UNCITRAL Model Law on Electronic Signatures (2001) and
2. Electronic Commerce Agreement (ECE/ TRADE/257, Geneva, May 2000) adopted by the United Nations Centre for Trade
Facilitation and Electronic Business (UN/CEFACT).
3. 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.

ELECTRONIC SIGNATURE IS VALID AND LEGALLY – BINDING AS AN ORIGINAL IF

TRANSMITTED IN SECURE AND CERTIFIED *. PDF FORMAT

*** THE END OF THE AGREEMENT ***

Developer or “Party-B “: