DATED 2018

PAYMENT AGREEMENT

Between
YYYY COUNTRY ESTATE LIMITED

(As the Client)

-And-

XXXX GGG HHH

(As the Vendor)

________________________

In respect of

Land Title Number: KJD/KAPUTIEI-NORTH/00000

____________________________

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 PAYMENT AGREEMENT

This Payment Agreement is entered into as of _________________________________________

by and between YYYY Country Estate Ltd having its principal place of business located at
Westlands, P.O Box 64439 – 00620 Nairobi (the “Owing Party”) and XXXX GGG HHH having his
principal place of business located in Nairobi, P.O Box 59189 – 00200 Nairobi. (the “Owed
Party”), both of whom agree to be bound by this Agreement.

WHEREAS, the Owing Party owes the Owed Party KES 387,500 (the “Deficiency”); calculated as
follows:

Descriptions KES.

Discretionary Bonus from 2017 survey works 400,000

New Survey Works 2017 52,500

Less

2017 Deposit Payments (45,000)

Incremental 2018 Survey work charged to XXXX HHH (20,000)

Total Balance Due 387,500

and

WHEREAS, the Owing Party and the Owed Party desire to enter into an agreement whereby the
Owing Party shall pay the Owed Party the sum of the Deficiency according to the terms and
conditions herein.

NOW, THEREFORE, in consideration of the mutual covenants and promises made by the parties
hereto, the Owing Party and the Owed Party (individually, each a “Party” and collectively, the
“Parties”) covenant and agree as follows:

1. DEFICIENCY ACKNOWLEDGMENT. The Owing Party agrees and acknowledges that it owes the
Owed Party an amount of money equal to the Deficiency as defined above. Nothing in this
Payment Agreement is a waiver of any amounts owed and in the event of any breach of this
Agreement by the Owing Party, the Owed Party’s rights to the Deficiency shall not be
limited.

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2. OWING PARTY REPRESENTATION AND WARRANTY. The Owing Party hereby represents and
warrants that this Agreement has been developed in a manner that that the Owing Party
reasonably believes it can pay the Owed Party without further interruption notwithstanding
an additional change in circumstances.

3. CONDITIONS OF PAYMENT. The Parties hereby agree to the payment conditions as described
in clause 4 below (the “Payment conditions”). The Owing Party agrees to make the
payments to the Owed Party within 90 days of completion of the conditions.

4. PAYMENT CONDITIONS. These are set out below:

a. Delivery of amended area map indicating existence of access road to YYYY property
title number KJD/KAPUTIEI-NORTH/00000

b. Delivery of amended RIM

5. COMPLETION. The Payment Conditions will be deemed complete on receipt of written

acknowledgement from YYYY Country Estate Ltd of receipt of the documentation set out in
the Payment Conditions.

6. METHOD OF PAYMENT. Payments shall be made to the Owed Party through direct deposit to
the Owed Party’s bank account whose details are:
Survey Plannex Kenya Ltd
Barclays Bank
Account Number: 2036283877
Westlands Branch

7. BREACH. In the event that the Owing Party fails to make payments after completion in
accordance with the agreement, upon reaching thirty (30) days after the failure to make
any such prescribed payment, the full amount of the Deficiency shall come immediately due
and payable with 10% P.A acceleration for the duration of time the deficiency remains
outstanding.

In the event that after 12 months after the agreement date the payment conditions have
not been met by the owed party then the owed amount will be deemed forfeited and no
further claim will be enforceable under this agreement.

8. NO MODIFICATION UNLESS IN WRITING. No modification of this Agreement shall be valid

unless in writing and agreed upon by both Parties.

9. APPLICABLE LAW. This Consulting Agreement and the interpretation of its terms shall be
governed by and construed in accordance with the laws of Kenya.

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10. DISPUTE RESOLUTION. Either Party shall have the right to require that a dispute be referred
to arbitration and that Party shall notify the other Party in writing and such dispute shall be
decided by one arbitrator appointed consensually by both Parties, failing which an
arbitrator shall be appointed by the chairman of the Chartered Institute of Arbitrators
(Kenya Branch) in accordance with the provisions of the Arbitration Act 4 of 1995 as
amended from time to time.

11. SEVERABILITY. In the event any provision of this Agreement is held to be invalid, illegal, or
enforceable for any reason, then the Parties agree that such provision shall be deemed to
be struck and the remainder of the Agreement shall be enforced as if the struck provision
were never included in the Agreement.

IN WITNESS WHEREOF, each of the Parties has executed this Agreement, both Parties by its duly
authorized officer, as of the day and year set forth below.

YYYY COUNTRY ESTATE LTD (Owing Party)

DIRECTOR }………………………………………………………….
}

DIRECTOR }…………………………………………………………
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IN THE PRESENCE OF; }………………………………………………………….

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Owed Party:

XXXX GGG HHH } …………………………………………………………

}

IN THE PRESENCE OF; }…………………………………………………………

}