Commercial Partnership Agreement

THE UNDERSIGNED

Engineering Solutions for Power & Water Services (ESPWS) Company

represented by Mr. Haitham Brebish– Sales & Procurement Manager, hereinafter referred to as ESPWS on one
side

AND

Power & Water Alliance LLC (PWA) Company

represented by Mr. Michael C. Wood – Chief Executive Officer, hereinafter referred to as PARTNER on the other side

DECLARE AS FOLLOWS

The PARTNER (PWA) is specialize in providing finance and filed maintenance for power plant and water
projects in North America, South America, the Middle East, Africa and Europe. In addition to that, spare parts &
consumables supply.

having its head office in 1901 Harrison Street, Suite 200 Hollywood, Florida 33020. Cell:+33 61 222 4889, wants to
integrate its business with the support and services of ESPWS in order to benefit from a larger business area using
the network of partners already operating in Libyan territory.

HEREBY AGREES AS FOLLOWS

1. OFFERED BY ESPWS:
a) Association of expert Engineers who are specializing in electro-mechanical projects and fully capable to
provide an outstanding Consultancy for EPC Projects and Maintenance and Engineering service.
b) Sharing the Libyan market and / or other territories that will be reported by ESPWS

having its head office in Hay Alanduls Near Police Station, P.O.Box 5073 Maydaan Algeria
Tripoli- Libya , Libyan registration number 75302.

Commercial Partnership Agreement ESPWS & PWA

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2. AGREEMENT OBJECTIVES
This contract aims to establish the terms and conditions for:
a) Activate the sales and service activities offered by ESPWS.
b) Promoting products and services by PARTNER
c) ESPWS's contributions to PARTNER for the above-mentioned activities

3. COMMISSIONS SHARINGS & PAYMENT

“To be discussed together case by case”

4. PROPERTY AND RIGHT TO USE ESPWS’S DISTINGUISHING SIGNS

Distinctive signs are owned by ESPWS.
ESPWS expressly authorizes PARTNER to reproduce the trade name, trademarks and each distinctive sign on
all commercial documents for the development of the products and services offered by ESPWS.
This right to use distinctive signs is granted to PARTNER free of charge, and is strictly limited to the uses that fall
within the scope of the object of this Agreement.

5. PROPERTY AND RIGHT TO USE PARTNER’S DISTINGUISHING SIGNS

Distinctive signs are owned by PARTNER.
PARTNER expressly authorizes ESPWS to reproduce the trade name, trademarks and each distinctive sign on
all commercial documents for the development of the products and services offered by PARTNER.
This right to use distinctive signs is granted to ESPWS free of charge, and is strictly limited to the uses that fall
within the scope of the object of this Agreement.

6. RESPONSIBILITY OF THE PARTIES

Both Parties to this Agreement undertake to perform this Agreement in accordance with national and regional laws
and practices.
The Parties agree that the provisions of this Agreement and the possible exchange of information during the
negotiation and execution are strictly confidential. No such information may be disclosed to third parties without
the prior written permission of the other Party.

7. SUSPENSION OF THE AGREEMENT

If, owing to force majeure or any other reason, either Party is obliged to interrupt its performance, the performance
of the Agreement is suspended.
Both Parties may at any time interrupt the use of the service by giving a reasonable notice in writing.

8. DURATION AND RESOLUTION OF THE AGREEMENT

This Agreement is concluded for a period of five (5) years.
It shall enter into force as from the date of the signing of the Agreement by both Parties.
At the end of the contractual period referred to in the preceding paragraph, the Agreement shall be tacitly renewed
period per period, unless it is denounced by one of the two Parties.
In the event of failure of one of the Parties to fulfill its obligations, the other Party may automatically resolve the
Agreement.

Commercial Partnership Agreement ESPWS & PWA

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9. FINAL PROVISIONS
Nothing in this Agreement may surrender this Agreement without the written consent of the other Party, in the
event of immediate termination of the Contract.
In the event of difficulties in interpreting or executing this contract, the Parties shall endeavor, as far as possible, to
resolve the dispute in a friendly manner.
This Agreement is subject to Italian law

10. JURISDICTION
Competent in deciding on any dispute arising out of the execution and / or interpretation of this Agreement shall be
the Court of Florida.

Florida, 19TH of August, 2017

ESPWS PWA
Engineering Solutions For Power And Water Company Power And Water Alliance Company

Mr. Haitham Brebish

Sales & Procurement Mr. Michael C. Wood
Manager Chief Executive
Officer

Commercial Partnership Agreement ESPWS & PWA

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