CALTECH VENTURES LTD

SCHEDULE 2

PERFORMANCE AGREEMENT EFFECTIVE AS OF 15TH DAY OF MAY 2019

Between:

Caltech Ventures Limited (Employer)

And

Kweku Sekyi-Cann (Employee)

WHEREAS the Employer is an agriculture & plantation development and agro processing Company

And WHEREAS the Employer and Employee entered into a Contract of Employment pursuant to which the
Employer employs Employee as its Managing Director effective may 15 th 2019 (referred to as the
“Employment Agreement”)

And WHEREAS the Employer is required to enter into a Performance Management Agreement with its
Managing Director that ties the Managing Director’s Performance Based compensation for the Managing
Director’s performance in accordance with the terms of the Employment Agreement

And WHEREAS the Employer and the Employee have agreed to enter into this Performance Agreement in
satisfaction of the Employer’s Obligation under the Employment Agreement.

And THEREFORE in consideration of the mutual promises and the covenants set forth, and other good and
sufficient consideration, the parties agree and acknowledge as follows:

1. PURPOSE OF THIS AGREEMENT

The purpose of this Performance Agreement is to:

A) Comply with the requirements of the Employment Agreement

B) Assist with the assessing whether the Employee has met the performance expectations applicable to the
Managing Director position
C) To appropriately reward Employee based on performance and
D) Give effect to the Employer’s commitment to a performance oriented relationship with its Managing Director

2. COMMENCEMENT AND DURATION

Except as prescribed in section 7 below, this Performance Agreement will be effective May 15, 2019

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So long as the Employee continues to remain employed as the Managing Director, the parties shall review the
provisions of this Performance Agreement as required from time to time with the intent of entering into a new
Performance Agreement on an annual or bi-annual basis as determined by the parties

3. PERFORMANCE OBJECTIVES

Employee will perform as Managing Director in a manner that enables the Employer to achieve its financial
obligations and any additional performance improvement targets set out in the Employer’s annual Management
Performance Plan and Managing Director Performance Indicators as applicable to the Managing Director.

All performance criterion applicable to the Managing Director will be established jointly by the Employer’s Board of
Directors and Employee for the fiscal year. Once established the Performance Criteria will be attached as Appendix
A of this Performance Agreement and thereafter will form part of this Performance Agreement.

In pursuit of Excellence, during the term of this Performance Agreement, the Employee will also perform in
accordance with the annual quality improvement plan in pursuant thereto as applicable to the Managing Director
position

4. MANAGEMENT OF PERFORMANCE OBJECTIVES

The parties agree that any new performance related compensation award or change during the term of this
Performance Agreement will be made pursuant to an evaluation of Employee’s performance and Employee’s
achievement of performance goals and Performance Improvement targets as more particularly described in Section 3
of this Agreement.

For clarity, nothing in this agreement affects the ability to increase employee’s compensation due to:
A) Pay equity adjustment; or
B) Any other proper or legal wage adjustment or requirement

5. OBLIGATION OF THE EMPLOYER

The Employer will:

A) Create an enabling environment to facilitate effective performance by Employee;

B) Provide access to skills development and capacity building opportunities;
C) Work collaboratively with Employee to solve problems and generate solutions to problems that may
impact on the performance of employee;
D) Permit Employee to delegate such powers reasonably required by Employee to enable him to meet the
Performance Objectives and targets established in accordance with Section 3 above; and

6. EMPLOYMENT AGREEMENT

Except as specifically set out in Section 4, nothing in this agreement is intended to amend or supersede the terms of
the Employment Agreement. The parties specifically acknowledge, that no hold backs or downward adjustments to
Employment Agreement. Furthermore, the parties agree anytime during the term of this Performance Agreement,
unless otherwise amended by written agreement or required explicitly by applicable law.

7. TERMINATION

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This Agreement will terminate on the cessation of Employee’s employment as the Managing Director of the Employer
for any reason whatsoever.

8. GENERAL PROVISIONS

a) This Performance Agreement shall be governed by and construed in accordance with the laws of the
Republic of Ghana. In the event a term is found to be contrary to law, that term will be amended to conform
to the law (or deleted as may be required) and the other terms of this Performance Agreement shall remain
binding on the parties.
b) Where the context requires, the singular shall include the plural and the plural shall include the singular
c) The Performance Agreement represents the complete agreement between the parties relating to the subject
matter thereof, and any other agreement written or oral, explicit or implicit is hereby revoked and is of no
force or effect. Further modifications to this Performance Agreement must be made in writing and signed by
the parties hereto.
d) This Performance Agreement may be signed in any number of counterparts with the same effect as if all
signatures were upon the same instrument.

IN WITNESS WHEREOF, the parties, have executed this agreement

same instrument.