THIS Agreement is made between ORANGEWOODS LIMITED of 32, Akhionbare street off Ihama GRA Benin city, Edo state, Nigeria. AND the undersigned Client (hereafter called “THE CLIENT”)

It is hereby agreed as follows:

1. agreement:
   • Orangewoods Limited offers services of; Real Estate, Logistics and Technology.
   • The investor desires to invest in either the Real Estate in the above company.
   • The Investor can invest a minimum of N200,000 to N1,000,000 for a 6 months Investment and a minimum of N1,000,000 and a maximum of N100,000,000 for a 12 months Investment at a time in the above company.
   • The company will pay the investor profits of 10% for a 6 months Investment and 25% for a 12 months Investment, respectively.
   • At the end of the Investment period of The Investor, The Company will pay The Investor both the Capital and Profit.
   • In the case where the investor wants to terminate this agreement before the expiration of the Investment tenure and needs a refund, a 30% Administrative fee of the invested sum deducted. This will come with a one month written notice to The Company and refunds will be made within 4 months after deductions as stated above.
   • The Investments start from the second month after the initial investment is made and it ends after completion of the duration.

1. Termination
   • Either party can terminate this Agreement before the end of the agreement provided the party terminating this Agreement shall give a one (1) month prior written notice to the other party.
   • Orangewoods ltd or The Investor may terminate this Agreement where either party repeatedly breaches any of the terms and conditions of this Agreement in such a manner as to reasonably justify the opinion that his conduct is inconsistent with his having the intention or ability to give effect to the terms and conditions of this Agreement.
2. Dispute Resolution
   • The Parties shall attempt in good faith to negotiate a settlement to any dispute between them arising out of or in connection with this Agreement.
   • If the dispute cannot be resolved by the Parties within one month it may by agreement between the Parties be referred to a neutral adviser or mediator chosen by agreement between the Parties. All negotiations connected with the dispute shall be conducted in confidence and without prejudice to the rights of the Parties in any further proceedings.
   • If the Parties fail to appoint a Mediator within one month, or fail to enter into a written agreement resolving the dispute within one month of the Mediator being appointed, either Party may exercise any remedy it has under applicable law.

1. GOVERNING LAW
   • The rights, obligations and liabilities of the parties under this agreement shall be construed and determined in accordance with the substantive and procedural laws of Nigeria.
   • The parties hereby agree that the High Court of Edo State, shall have jurisdiction to determine any dispute arising from this agreement.

1. Force Majeure
   • Neither Party shall be liable for failure or delay in performing any obligation whatsoever under this Agreement arising from any circumstance beyond its reasonable control, including but not limited to natural disasters, acts of civil or military authority, epidemics, governmental restrictions, wars, riots, storms and floods.
   • The party affected by a force majeure shall promptly notify the other party of the occurrence of the force majeure.
   • The party affected by the force majeure shall do what is reasonably within its means to mitigate the effect(s) of the force majeure.
   • If such circumstances continue for a continuous period of more than 30 days, either Party may terminate this Agreement by written notice to the other Party.

1. AMENDMENT/ADDENDUM
   • No amendment/addendum shall be made to this agreement except such amendment/addendum is made with the written consent of both parties.
   • Such amendment/addendum shall not nullify this original document but shall only serve the purpose of correcting and/or replacing the section(s) of this Agreement which shall be so specified.

1. Miscellaneous
   • Neither Party hereto may assign its rights hereunder without written consent of the other Party.
   • This Agreement supersedes all other prior representations, understanding, or agreements, written or oral, by or between the Parties, and or their agents, and shall prevail notwithstanding any variance with terms and conditions of any such representation.
   • Failure of any party to insist upon the performance of any term(s) of this Agreement, by the other party shall not be treated or deemed to constitute a modification of such term(s). Nor shall such failure or election be deemed to constitute a waiver of the right of the other party at any time whatsoever thereafter to insist upon performance by the other party in accordance with any term or provision of this agreement, except such waiver was made in writing and signed by the waiving party.
   • The marginal headings are inserted for convenience only any do not form part of this agreement.
   • The illegality and unenforceability of any provision(s) of this agreement shall not affect the whole and the illegal or unenforceable provision(s) shall be construed as if it was never a part of this agreement.

Dated this ………………………………... day of……………………………………………. 20………….