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MEMORANDUM OF UNDERSTANDING

This Memorandum of Understanding (“MOU”) is made on ___ October 2012 at the office
of the lessor at 35 Ton Duc Thang Street, Ben Nghe Ward, District 1, Ho Chi Minh City
by and between:

1. LESSOR: HO CHI MINH CITY POWER CORPORATION

Address: 35 Ton Duc Thang Street, Ben Nghe Ward, District 1, Ho


Chi Minh City
Representative: Mr. Le Van Phuoc
Title: General Director

(Hereinafter referred to as “Party A”)

And

2. LESSEE: ASWIG IT PTY LTD

Head office address: Level 3, 345 George Street, Sydney NSW 2000 Australia
Representative: Mr. Fussell, Joseph David Housden
Title: Managing Director

(Hereinafter referred to as “Party B”)

WHEREAS:

(A) Party A is the legal owner of the Green Power Tower located at No. 35 Ton Duc
Thang Street, District 1, Ho Chi Minh City (the “Building”);

(B) Party B intends to establish ASWIG SOLUTIONS VIETNAM COMPANY


LIMITED (the “Company”) and Party B is desirous to take lease of the office for
locating head office of the Company.

NOW, IT IS HEREBY AGREED:

1. Party B intends to take lease of and Party A agrees to lease an office, with area of
465.4 m2 (the “Office”) at the 20th floor of the Building for locating head office of
the Company as from the date when party B obtains the Investment Certificate
approving the establishment of the Company (the “Investment Certificate”)

2. Detailed terms and conditions for Party B’s rights of using of the above area of the
Office (including the Rent) shall be set out in the Lease Agreement being entered
into between Party A and Party B within 45 days upon Party B’s obtaining of the
Investment Certificate.

3. This MOU shall be automatically null and void upon (i) a competent Vietnamese
authority issue its official letter to Party B on refusal to grant the Investment
Certificate; or (ii) the parties sign the Office Lease Agreement; or (iii) the parties
fail to sign the Office Lease Agreement within 45 days upon Party B’s obtaining of
the Investment Certificate.

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4. This MOU shall be made in three (03) Vietnamese original copies and three (03)
English original copies, both of the language versions shall have equal validity.
Each Party shall keep one (01) Vietnamese original copy and one (01) English
original copy; the other original in each language shall be submitted to relevant
Vietnamese authorities for the Company’s Investment Certificate.

5. This MOU is effective from the date of signature.

On behalf of Party A On behalf of Party B


HO CHI MINH CITY POWER ASWIG IT PTY LTD
CORPORATION

_______________________ ________________________
LE VAN PHUOC FUSSELL, JOSEPH DAVID HOUSDEN
General Director Managing Director

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