COLLABORATIONAGREEMENT
This Agreement is made between Phoenix Plus International Limited, a wholly owned subsidiary of Phoenix Plus Corp (hereafter referred as “PPIL”), a private Limited company incorporated in Hong Kong andWWB Corporation, a subsidiary of Abalance Corporation listed in Tokyo Stock Exchange (hereafter referred as “WWB”), a company based in Tokyo Japan,on2 October 2019tomarket andperform certain complementary business activities, particularly the solarfarm projectin East Coast Sabah(“Project”). The estimated Project revenue, cost and time are stipulated under Appendix 1.
| 1.0 | INFORMATION ONPPIL andWWB |
PPIL,principally involved in providing technical consultancy on solar power systems and consultancy on green energy solutions, with an additional focus on the commercialization of a targeted portfolio of solar products (amorphous thin film solar panels and ancillary products) and technologies for a wide range of application including electrical power production.
WWB,principally involved in the providing solar power generation and also engaged in planning, manufacturing, import and export and sale of next-generation green energy products and construction of solar panel.
PPILandWWB shall,hereinafter be collectively referred to as the “Parties” or individually as the “Party” as thecasemay be.
| 2.0 | SALIENTTERMS OFTHEAGREEMENT |
| a) | Scope |
The Parties shall,inprofessionalmanner,take all steps necessarytomarket and performits business activities respectively andto expandrenewable energy business.
PPIL shall providing installation services and solutions for the development of solar panel in Sabah, Malaysia and WWB will providing solar energy product suchas solar panels, solar inverters, solarpumps,mounting frames,trackers, accessories and others and also transferring of solar energy technology from Japan to develop sustainable renewable energy ecosystem for the project.
ThePartieswill collaborate to execute thesolar farm projectinEast Coast, Sabah,in the eventPPILsuccessful in thetender exercise of the aforesaid project.
| b) | Duration |
TheAgreement shall beeffective asof thedate set forth in thisAgreement andrenewed automatically everyyear.
| c) | Termination |
In the eventPPIL is successfulin the tender exercise for the project, either partythatwishes to terminate the agreement, shallgive one (1)month noticein advancetotheother party.Any unfinishedprojects that are awarded before such terminationare deemedto be completed fully by the otherparty.
| d) | Intellectual Property |
Information,materials, products and deliverables developed by either Party shall be the property of the respectiveParties performing the work or creating theinformation.
| 3.0 | RATIONALE FORTHEAGREEMENT |
Theobjective of theAgreement is to tap into theknow-how and technological advancementofWWB inthe area ofsolar technologiestofurtherenhancePPILexpertisein the solar business. With thetechnologicalknow-how fromWWB.PPILis looking atbuilding ourfuture solar plantwithgreater efficiency at an optimum construction cost.
| 4.0 | ESTIMATEDTIMEFRAMEANDCOMPLETION |
The agreement shall takeeffectas at thedateof the agreement and renewed automatically everyyear. Either party can terminate this agreement bygiving one-month notice in advance to the other party.
This Agreement is governed by Hong Kong law and the parties irrevocably submit to the exclusive jurisdiction of the Hong Kong courts to settle any dispute arising out of or in connection with this Agreement.
Authorized Signatories:-
/s/ Fong Tech Kheong
Fong Tech Kheong
Director
Phoenix Plus International Limited
/s/ Ryu Junsei
Ryu Junsei
Chairman
WWB Corporation
| Phoenix Plus International Limited and WWB Corporation | Appendix 1 | |||
| Solar Farm Project in Sabah: Overview | ||||
| Expected Capacity | 50 Megawatt (Mw) | |||
| Project term | 20 years | |||
| Expected construction period | 3 years | |||
| Land | 25 years lease land | |||
| Land Size | 150 acres (Sandakan, Sabah) | |||
| Expected cost ( Note 1) | USD 45 million | |||
| Expected Revenue | USD 6 million per year | |||
| Expecting Breakeven | 8 years | |||
| Expected Total Revenue in 20 years | USD 120 million | |||
Note 1:Cost Breakdown
| Particulars | Amount (in USD) | Percentage |
| Solar Panel | 20.25 million | 45% |
| Main Equipment | 4.5 million | 10% |
| Balance System | 4.5 million | 10% |
| Infrastructure | 6.75 million | 15% |
| Interconnection | 4.5 million | 10% |
| Miscellaneous & Staff Costs* | 4.5 million | 10% |
| Total | USD 45 million | 100% |
*Estimated a workforce of 200-250 labors are required for the installation of the project.
