KINGDOM OF CAMBODIA

NATION RELIGION KING

************

MEMORANDUM OF UNDERSTANDING (M.O.U)

ON

MEKONG RIVERBANK PROTECTION PROJECT IN

CAMBODIA
This M.O.U is made between:
COMPANY: PROJECT OWNER
Company name:
Address:
TAX register number:
Company register number:
Representative:
Citizen ID / passport:
Issued date:
Nationality:
(hereinafter referred to as Party “A”)

COMPANY: PROJECT CONTRACTOR

Company name:
Address:
TAX register number:
Company register number:
Representative:
 Citizen ID / passport:
Issued date:
Nationality:
(hereinafter referred to as Party “B”)
Following a thorough discussion, the following were agreed upon by both parties:

Article 1: Party "A" agrees to provide Party "B" a portion of the construction project under the contract
for the 20-kilometer Mekong Riverbank Protection in Cambodia.

Article 2: In compliance with Party "A's" technical guidelines, Party "B" is capable of accepting the
contract for building a 20-kilometer Mekong Riverbank Protection in Cambodia.

Article 3: It has been agreed upon by Party "A" and Party "B" to construct a 1 km long Mekong
Riverbank Protection in Cambodia for USD 7,000,000 (seven million US dollars only). A total
of USD 140,000,000 (one hundred and forty million US dollars only) is included in all
materials.

Article 4: Party "A" and Party "B" reach an agreement about the technical requirements for construction
(adhering to Party "A's" submitted layout plan).

Article 5: Payment

Party "A" and Party "B" have agreed on the following payments:

− Payment upon completion of the construction site, in portions of 2 km.

− The Party "A" should make the complete payment of 10% (ten percent) of the total
construction cost, or USD 14,000,000 (fourteen million US dollars only), to the Party "B"
within seven days of receiving the written notification from the Party "B".

Notice: Both parties shall create a joint account in any bank within seven days of each other
signing the Memorandum of Understanding (M.O.U.) and then the M.O.A. contract.

Article 6: Obligations and Responsibilities

6.1. Obligations of Party “A”

− Make sure you have a legitimate bank deposit for the ongoing costs associated with
building Cambodia's Mekong Riverbank Protection, as accurately and consistently
indicated in Article 5. Party "B" reserves the right to temporarily halt construction in order
to wait for the completion of the proper solution before Party "B" starts work in the event
that Party "A" defaults on the payment as specified above.
 − In order to facilitate Party "B's" ability to organize the materials to be placed in the
development area, Party "B" will be led to examine the construction site and identify the
position of the project.

− If a complaint arises at the development project site, Party "A" will be in charge of handling
it and will try to settle the issue as quickly as possible, while Party "B" will have to wait for
a suitable resolution. Party "B" then carries on with the building procedure. Party "A" has
exclusive responsibility for any settlement expenses.

− The Party "A" shall be liable for all material damage, expenses on the construction
specialist, workers, and other expenses to Party "B" in full, without dispute, and
unconditionally in the event of any accusation from the authorities, including but not
limited to prohibitions, the confiscation of materials, construction equipment, expenses on
the workers, and the machinery of the Party "B".

− The amounts will be permanently credited to the joint account when both parties have
created one within 30 days or earlier.

6.2. Obligations of Party “B”

− In order to fulfill the requirements outlined in Articles 2, 3, and 4, extra laborers, materials,
and construction equipment must be ready to enter the construction site.

− As specified in Article 2 to Party "A", Party "B" will be in charge of building the riverbank
protection, which must be finished in 02 (two) years.

− In order to facilitate Party "A"'s construction, Party "B" is in charge of organizing llaborers,
materials, construction equipment, and machinery.

Article 7: Compensation

7.1. Following the contract's conclusion, Party "B" will fulfill its responsibilities as outlined in
Articles 1 and 2. If a client disputes or impedes this process, Party "A" will handle it right
away, and Party "A" will bear full responsibility for any associated costs.

7.2. In the event that Party "B" breaches the terms of the agreement, Party "B" will immediately and
without dispute reimburse Party "A" for damages at an agreed-upon price.

Article 8: Force Majeure

8.1. If a force majeure event prevents one or both parties from fulfilling their duties in whole or in
part, the party facing the force majeure must give written notice to the other party to that effect
no later than 15 days after the event occurs, explicitly specifying the cause for the delay.
 8.2. Natural disasters, floods, storms, wars, catastrophes, prohibitions during an outbreak, the
COVID-19 virus, prohibitions by land dispute authorities of development projects, etc. are
examples of situations when force majeure occurs, and any events that no one can foresee or
stop an incident that resulted from the parties' volition in certain circumstances.In the event of
the occurrence of force majeure, both parties will instantly cease their responsibilities until
things normalize again.

Article 9: Dispute Resolution

Any violation of this agreement will subject the offending party to legal consequences under
the current Cambodian laws.

Article 10: Final Term

Any oral or written arrangements or agreements between the parties made differently will not
be included in this contract, which will serve as the parties' complete understanding and
agreement. Any contract that conflicts with this agreement will be ruled void.

Article 11: Validity of the Contract

The agreement is written in English and Khmer, with four equal-value original copies held at:

− Party "A" 02 copies

− Party "B" 02 copies

− This agreement is enforceable as of the signature and thumbprinting date.

− In order to be considered evidence in court, the parties to this agreement undertake to read,
comprehend, and sign this document with their thumbprint.

, 2024

Party “A’s” Signature and Thumbprint Witness Party “B’s” Signature and
Thumbprint