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MEMORANDUM OF UNDERSTANDING

FUNDS MANAGEMENT AGREEMENT
DEED OF PARTNERSHIP

BETWEEN
MISS. FATIMA ADOULKARIM, A CITIZEN OF MALI, {HEREINAFTER REFERED TO AS “PARTY A” INVESTOR},
AND
MR.CHOLIL WAWAN, A CITIZEN OF INDONESIA , {HEREIN AFTER REFERED TO AS “PARTY B” PARTNER AND FUNDS MANAGER}.

WHEREAS; MISS.FATIMA ABDOULKARIM/INVESTOR hereby irrevocably confer power and warrants, under penalty of perjury, that she duly authorize MR. CHOLIL WAWAN/PARTNER AND FUNDS MANAGER to take full possession of the funds, and the investment funds are clear and free of any encumbrances, and they are not the result of any criminal enterprise.

WHEREAS; MR. CHOLIL WAWAN/PARTNER AND FUNDS MANAGER hereby irrevocably accept and represent MISS.FATIMA ABDOULKARIM/INVESTOR with full corporate authority and responsibility, under penalty of perjury, and take full responsibility of the investment funds and with full power to sign and manage the investment.

THEREFORE; In consideration of the mutual agreement, the INVESTOR and the PARTNER AND FUNDS MANAGER hereby jointly agree and accept to form a binding contract on the management of the aforementioned funds on the terms and conditions as follows:

ARTICLE 1.

TERMS AND CONDITIONS

1.1    The INVESTOR hereby warrants that the said funds, Ten million dollars (10,000,000.USD) should be delivered or transferred to the PARTNER AND FUNDS MANAGER.

1.2    The INVESTOR and the PARTNER/FUNDS MANAGER hereby agree that an “APPOINTMENT FEE OR COMMISSION” which is 5% of the said funds is to be paid to the FUNDS MANAGER for his assistance so far.

1.3    The INVESTOR and the PARTNER/FUNDS MANAGER hereby agree that they shall operate a joint account upon the commencement of the investment.







ARTICLE 2.

RIGHT GRANTED

2.1The PARTNER/FUNDS MANAGER has the full right to invest the said funds into any business venture decided upon by both parties.

2.2  The PARTNER/FUNDS MANAGER has the full right to seek proper advice from qualified or authorized persons.

2.3  The PARTNER/FUNDS MANAGER shall have the right to obtain reimbursement for all cost and expenses incurred by him including the traveling fees, medical insurance, lodging and out of pocket expenses, provided all receipts to such effect is produced to the INVESTOR.

2.4  The PARTNRT/FUNDS MANAGER agrees that he shall only be authorized to make any withdrawal from their joint account upon the receipt of a written mandate from the INVESTOR, unless the amount is not more than Five hundred thousand dollars (500,000.USD).

ARTICLE 3.

OBLIGATION OF THE FUNDS MANAGER

3.1  The PARTNER/FUNDS MANAGER shall manage the said funds with utmost care and good faith.

3.2  The PARTNER/FUNDS MANAGER shall keep his transactions strictly confidential.

3.3  The PARTNRT/FUNDS MANAGER shall send quarterly reports of all investment transactions carried out to the INVESTOR.

3.4  The PARTNER/FUNDS MANAGER shall not employ any services of a third party without the consent of the INVESTOR.


ARTICLE 4.

PROTECTION OF CONFIDENTIALITY

It is the duty and responsibility of the PARTNER/FUNDS MANAGER to protect and handle in the most confidential manner, all information relating to persons and the investment, surrounding and connected with the transaction under his management.












ARTICLE 5.

PROFIT SHARING

4.1  The INVESTOR and the PARTNER/FUNDS MANAGER hereby agree that, upon the commencement of the investment, PARTNER/FUNDS MANAGER shall pay 50% 0f all profit after tax that would accrue from the use of funds to the INVESTOR, while PARTNER/FUNDS MANAGER is entitled to  the remaining 50% of the profit ,meanwhile he is NOT required to pay any interest.




IN WITNESS THEREOF; the parties to this Agreement set their signatures andduly executed the foregoing instrument or caused the same to be executed on the date hereunder written.



Agreed to and Accepted by:





    ------------------------------------------------------------------------------------
MISS. FATIMA ABDOULKARIM     MR. CHOLIL WAWAN
            (INVESTOR)                                (PARTNER/FUNDS MANAGER)                                              






On the __________ day of ____________________ 2014