POWER UNIT LEASE AGREEMENT

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Table Of Contents
SCHEDULE A............................................................................................................................................................3
1. Interpretation ......................................................................................................................................................4
2. Panel Lease...........................................................................................................................................................7
3. Lease Period.........................................................................................................................................................7
4. Lease Rental.......................................................................................................................................................8
5. Guarantee.............................................................................................................................................................8
6. Delivery and installation.......................................................................................................................................8
7. Title, risk and insurance.......................................................................................................................................8
8. Companys responsibilities..................................................................................................................................9
9. Representations and Warranties.......................................................................................................................10
10. Liability.............................................................................................................................................................11
11. Events of Default..............................................................................................................................................12
12. Acceleration.....................................................................................................................................................13
13. Early termination without default.....................................................................................................................13
14. Consequences of termination...........................................................................................................................13
15. Assignment and other dealings........................................................................................................................14
16. Variation...........................................................................................................................................................14
17. Notice to owners..............................................................................................................................................14
18. Waiver...............................................................................................................................................................15
19. Rights and remedies.........................................................................................................................................15
20. Severance.........................................................................................................................................................15
21. Governing law...................................................................................................................................................15
22. Jurisdiction.......................................................................................................................................................15
SCHEDULE..............................................................................................................................................................16
LETTER....................................................................................................................................................................20
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SCHEDULE A
Leasing Agreement
Between
POWER CLOUDS Pte Ltd
(the Company)
and
THE PERSON SPECIFIED IN THE ATTACHED LETTER
(the Owner)
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THIS LEASING AGREEMENT IS DATED THE SAME DATE AS THE LETTER TO WHICH IT IS
ATTACHED
Between:
1. POWER CLOUDS Pte Ltd, a company incorporated and registered in the Republic of Singapore with company
number 201301731C whose registered offce is at 21, Bukit Batok Crescent #03-76, WCEGA Tower,
Singapore 658065 (the Company); and

2. THE PERSON SPECIFIED IN THE ATTACHED LETTER (the Owner).

COVENANTS:
1. Interpretation
1.1 In this agreement, the following words and expressions shall, except where the context otherwise requires,
have the following meanings:
Business Day:
a day other than a Saturday, Sunday or public
holiday in Singapore when banks in Singapore are
open for business;
Delivery:
First Lease Payments Date:
Guarantee:
Letter:
Lease:
the date specifed in the Letter;
the guarantee of the Companys obligation to pay
the Lease Rentals to each Owner given by WGN in
the form set out in the Schedule;
The Letter of even date herewith between the
Company and the Owner to which this Agreement is
annexed;
The lease of the Panel(s) specifed in the Letter on
the terms set out in the Letter and this Agreement;
as defned in clause 6.1;
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Lease Period:
Minimum Lease Period:
Owner or You:
Owner Bank Account:
Panel:
Purchase Option:
Purchase Option Price:
Rental Schedule:
the period of lease as specifed in the Letter;
the period specifed in the Letter;
The person to whom the Letter is addressed, being
the owner of a Panel and party to this Agreement ;
the Owners bank account details as advised to the
Company upon acceptance of the Letter;
The photovoltaic panel(s) owned by the Owner
with the individual serial number(s) specifed in the
Letter;
the Companys option to purchase the Panel as
more fully described in clause 9;
the price of the Purchase Option as set out in the
Letter;
the sums payable under the Lease as specifed in
the Letter;
Lease Rentals:
the payments to be made by or on behalf of the
Company for lease of the Panel(s) as specifed in
the Letter;
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1.2 Clause, schedule and paragraph headings shall not affect the interpretation of this Agreement.
1.3 A person includes a natural person, corporate or unincorporated body (whether or not having separate legal
personality) and that person's legal and personal representatives, successors and permitted assigns.
1.4 The schedules form part of this Agreement and shall have effect as if set out in full in the body of this
Agreement and any reference to this Agreement includes the schedules.
1.5 A reference to a company shall include any company, corporation or other body corporate, wherever and
however incorporated or established.
1.6 Unless the context otherwise requires, words in the singular shall include the plural and vice versa.
1.7 Unless the context otherwise requires, a reference to one gender shall include a reference to the other
genders.
Tax:
Total Loss:
US Dollar or $:
WGN:
shall be construed so as to include any present and
future tax, levy, impost, deduction, withholding,
duty or other charge of a similar nature (including,
without limitation, any penalty or interest payable
in connection with any failure to pay or any delay in
paying any of the same);
any circumstances in which, due to the Companys
default, the Panel is, in the opinion of its insurer(s),
damaged beyond repair, lost, stolen, seized or
confscated;
the legal currency for the time being of the United
States of America; and
World Global Network plc; incorporated in England
and Wales with company number 08667542.
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1.8 A reference to a statute or statutory provision is a reference to it as amended, extended or re-enacted from
time to time.
1.9 A reference to a statute or statutory provision shall include all subordinate legislation made from time to
time under that statute or statutory provision.
1.10 A reference to writing or written includes fax and e-mail.
1.11 Any obligation on a party not to do something includes an obligation not to allow that thing to be done.
1.12 A reference to this Agreement or to any other agreement or document referred to in this agreement is a
reference to this agreement or such other agreement or document as varied or novated (in each case, other
than in breach of the provisions of this agreement) from time to time.
1.13 References to clauses and schedules are to the clauses and schedules of this Agreement and references to
paragraphs are to paragraphs of the relevant schedule.
1.14 Any words following the terms including, include, in particular, for example or any similar expression
shall be construed as illustrative and shall not limit the sense of the words, description, defnition, phrase or
term preceding those terms.
2. Panel Lease
2.1 The Company hereby enters into a Lease of the Panel(s) with the Owner on the terms and conditions set out
in this Agreement.
2.2 The Owner shall not, other than in the exercise of the Owners rights under this Agreement or applicable law,
interfere with the Companys quiet possession of the Panel.
3. Lease Period
3.1 The Lease Period starts on the First Lease Payment Date and shall continue for the period specifed in the
Letter unless terminated earlier in accordance with the terms of this Agreement.
3.2 The Lease Period shall not commence until such time as the Company has confrmed to the Owner that it
has complied with all applicable anti-money laundering and countering the fnancing of terrorism legislation
and proceeds of crime legislation that apply in the Republic of Singapore from time to time to the Company
and its business. The Company may terminate the associated Under-lease made with the Owner under this
Agreementimmediately upon written notice to the Owner if at any time during the course of the Lease Period
the Owner has failed to supply any documentation requested by the Company to comply with such legislation
or the Company or any offcer of the Company would be required to act or refrain from acting in such a
manner as to breach the requirements of such legislation.
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4. Lease Rentals
4.1 The Company shall pay the Lease Rentals to the Owner in accordance with the Rental Schedule. The Lease
Rentals shall be paid in US Dollars and shall be made by electronic transfer in immediately available cleared
funds on the due date for payment to the Owner Bank Account.
4.2 The Lease Rentals, or other moneys to be paid by the Company, shall be made after any deductions or
withholdings for or on account of any present or future Taxes required to be deducted or withheld from such
payments.
5. Guarantee
5.1 It is a condition of this Agreement that the Guarantee shall be provided by WGN prior to the First Lease
Payment Date.
6. Delivery and installation
6.1 The Panel shall be delivered to and installed at the relevant site set out in the Letter (Delivery). Title and
risk in respect of the Panel shall transfer in accordance with clause 7 of this Agreement.
6.2 The Company shall procure that the Panel is installed at the Delivery site. The Company shall also
procure that a duly authorised representative of the Company shall be present at the installation of the
Panel. Acceptance by such representative of installation shall constitute conclusive evidence that the
Company has examined the Panel and has found it to be in good condition, complete and ft in every way for
the purpose for which it is intended (save as regards any latent defects not reasonably apparent on
inspection).
6.3 To facilitate Delivery and installation, the Company shall procure that all requisite materials, facilities, access
and suitable working conditions are provided to enable Delivery and installation to be carried out safely and
expeditiously.
7. Title, risk and insurance
7.1 The Panel shall at all times remain the property of the Owner, and the Company shall have no right, title
or interest in or to the Panel (save the right to possession and sub-lease the Panel subject to the terms and
conditions of this Agreement).
7.2 The risk of loss, theft, damage or destruction of the Panel shall pass to the Company on Delivery. The Panel
shall remain at the sole risk of the Company during the Lease Period and any further term during which the
Panel is in the possession, custody or control of the Company (the Risk Period) until such time as the Panel
is redelivered to the Owner. During the Lease Period and the Risk Period, the Company shall obtain and
maintain, or otherwise procure for its beneft, the following insurances:
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(a) insurance of the Panel to a value not less than its full replacement value comprehensively against all usual
risks of loss, damage or destruction by fre, theft or accident;
(b) insurance for such amounts as a prudent owner or operator of the Panel would insure for to cover any third
party or public liability risks of whatever nature and however arising in connection with the Panel; and
(c) insurance against such other or further risks relating to the Panel as may be required by law.
7.3 The Company shall be responsible for paying any deductibles due on any claims under any insurance policies
under this clause 7.
7.4 The Company shall give written notice to the Owner in the event of any loss, accident or damage to the Panel
arising out of or in connection with the Company's possession or use of the Panel.
8. Companys responsibilities
8.1 The Company shall during the Lease Period:
(a) ensure that the Panel is kept and operated in a suitable environment, used only for the purposes for which
it is designed, and operated in a proper manner by trained competent staff in accordance with any operating
instructions;
(b) take such steps (including compliance with any applicable safety and usage instructions) as may be
necessary to ensure, so far as is reasonably practicable, that the Panel is at all times safe and without risk to
health when it is being set, used, cleaned or maintained by a person at work;
(c) maintain the Panel in good and substantial repair in order to keep it in as good an operating condition as it
was on the First Lease Payment Date (fair wear and tear only excepted) including replacement of worn,
damaged and lost parts, and shall make good any damage to the Panel;
(d) make no alteration to the Panel and shall not remove any existing component(s) from the Panel, unless
carried out to comply with any mandatory modifcations required by law or any regulatory authority, or the
component(s) is/are replaced immediately (or if removed in the ordinary course of repair and maintenance as
soon as practicable) by the same component or by one of a similar make and model or an improved/
advanced version of it. Title and property in all substitutions, replacements, renewals made in or to the Panel
shall vest in the Owner immediately upon installation;
(e) maintain operating and maintenance records of the Panel;
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(f) not sell or offer for sale the Panel or allow the creation of any mortgage, charge, lien or other security interest
in respect of it;
(g) not do or permit to be done any act or thing which will or may jeopardise the right, title and/or interest of the
Owner in the Panel;
(h) not suffer or permit the Panel to be confscated, seized or taken out of its possession or control under any
distress, execution or other legal process, but if the Panel is so confscated, seized or taken, the Company
shall notify the Owner and the Company shall at its sole expense use its best, but commercially prudent,
endeavours to procure an immediate release of the Panel and shall indemnify the Owner on demand against
all losses, costs, charges, damages and expenses incurred as a result of such confscation;
(i) not use, or permit the use of, the Panel for any unlawful purpose;
(j) ensure that at all times the Panel remains identifable as being the Owners property; and
(k) not do or permit to be done anything which could invalidate the insurances referred to in clause 7.
8.2 The Company acknowledges that the Owner shall not be responsible for any loss of or damage to the Panel
arising out of or in connection with any negligence, misuse, mishandling of the Panel or otherwise caused by
the Company or its offcers, employees, agents and contractors.
9. Representations and Warranties
9.1 The Company shall only be entitled to such warranties under clause 9.2 or other benefts as the Owner has
received from the manufacturer of the equipment and components that comprise the Panel.
9.2 Subject to clause 9.1, the Owner represents and warrants that:
(a) it has obtained all necessary corporate authorisations (if applicable) and all other applicable governmental,
statutory, regulatory or other licences, consents, authorisations, approvals and waivers necessary to enable
the Owner to enter into and perform its obligations under this Agreement;
(b) the Panel shall substantially conform to its specifcation; and
(c) it shall, free of charge, use all reasonable endeavours to procure the remedy of any material defect in the
Panel, provided that:
(I) the Company notifes the Owner of any defect in writing;
(II) the defect did not materialise as a result of misuse, neglect, alteration, mishandling or unauthorised
manipulation by any person;
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(III) the defect did not arise out of any information, design or any other assistance supplied or furnished by the
Company or on its behalf; and
(IV) the defect is directly attributable to defective material, workmanship or design.
10. Liability
10.1 Without prejudice to clause 10.2, the Owners maximum aggregate liability for breach of this Agreement
(including any liability for the acts or omissions of its employees, agents and subcontractors), whether
arising in contract, tort (including negligence), misrepresentation or otherwise, shall in no circumstances
exceed the purchase price paid by the Owner for the Panel.
10.2 Nothing in this Instrument shall exclude or in any way limit:
(a) either party's liability for death or personal injury caused by its own negligence;
(b) either partys liability for fraud or fraudulent misrepresentation; or
(c) any other liability which cannot be excluded by law.
10.3 This Agreement and the Letter set forth the full extent of the Owners obligations and liabilities in respect
of the Panel and its leasing and sale to the Company. In particular, there are no conditions, warranties
or other terms, express or implied, including as to quality, ftness for a particular purpose or any other kind
whatsoever, that are binding on the Owner except as specifcally stated in this Agreement and the
Letter. Any condition, warranty or other term concerning the Panel which might otherwise be implied into
or incorporated within this Agreement, whether by statute, common law or otherwise, is expressly excluded.
10.4 Without prejudice to clause 10.2, neither party shall be liable under this Agreement for any:
(a) loss of proft;
(b) loss of revenue;
(c) loss of business; or
(d) indirect or consequential loss or damage, in each case, however caused, even if foreseeable.
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11. Events of Default
11.1 The following are Events of Default:
(a) Non-payment: If the Company fails to make any Lease Rental payment within fve Business Days of the due
date for payment, otherwise by reason of banking or administrative delay or error which is rectifed within
three Business Days;
(b) Breach of undertaking: The Company fails duly to perform or comply with any material obligation (other
than an obligation to pay any Lease Rental) expressed to be assumed by it in this Agreement and, if capable
of remedy, fails to remedy any such failure within 30 Business Days of the Company being notifed of the
failure;
(c) Insolvency: The Company is (or is, or could be, deemed by law or a court to be) insolvent or unable to pay its
debts, stops, suspends or threatens to stop or suspend payment of all or any material part of its
indebtedness or enters into an agreement with any one or more of its creditors with a view to the general
readjustment or re-scheduling of all or any material part of its indebtedness or makes a general assignment
for the beneft of, or composition with, its creditors (or any class of its creditors) or a moratorium is agreed or
declared in respect of, or affecting, all or a material part of its indebtedness;
(d) Enforcement proceedings: A distress, attachment, execution or other legal process is levied, enforced or sued
out on or against all or any part of the assets of the Company and is not discharged or stayed within 10
Business Days;
(e) Winding-up: An order is made or a resolution of shareholders is passed for the Company to be wound-up
or dissolved (other than for the purposes of a bona fde, solvent scheme of reconstruction or amalgamation
previously approved by the Owner) or a receiver, administrator, administrative receiver, liquidator, trustee or
similar offcer is appointed over it or over any or all of its assets;
(f) Analogous proceedings: Anything analogous to or having a substantially similar effect to any of the events
specifed in clause 11.1c to clause 11.1e inclusive shall occur under the laws of any applicable jurisdiction;
(g) Encumbrance enforceable: Any encumbrance on or over the assets of the Company becomes enforceable
and any step (including the taking of possession or the appointment of a receiver, manager or similar person)
is taken to enforce that encumbrance;
(h) Cessation of business: The Company ceases to carry on business; and
(i) Illegality: It is or becomes or will become unlawful for the Company to perform or comply with any of its
obligations under this Agreement, or any such obligation is not or ceases to be legal, valid and binding.
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12. Acceleration
12.1 If, at any time and for any reason, any Event of Default has occurred, the Owner may by written notice
to the Company at any time while such Event of Default remains unremedied and has not been waived by
the Owner, direct that all remaining Lease Rentals and any other sum then payable under this Agreement
and the Lease to the Owner, less any applicable Taxes and the applicable Effective Rate of Return, shall
become due and payable immediately. If the Owner gives such a direction under this clause, then all
remaining Lease Rentals and any other sum then payable under this Agreement and the associated Lease
to the Owner (in each case less any applicable Taxes and the applicable Effective Rate of Return) shall be
immediately due and payable by the Company and the Company shall immediately pay or repay such
amounts to the Owner. Upon such payment being made by the Company, title to the Panel shall transfer to
the Company and the Owner shall do all acts necessary to ensure that title is so transferred.
13. Early termination without default
13.1 The Company reserves the right to purchase the panel by making an offer to the owner who is free to accept
the offer. In this case the Owner must communicate his choice to the Company within 3 months after
receiving the transfer's request.
13.2 After the Minimum Lease Period at least, the Owner can make a request for the Early Termination of the
Lease Agreement by sending a written notice and attaching a piece of identifcation of the panel's owner
and the panel's ID number.Therefore, the Company will send the panel to the owner's address within a period
of time of three months from the moment in which it receives the written request for the termination of the
Lease Agreement.
The Company will charge the Owner for the return fees, which must be paid before the panel is sent.
13.3 This Agreement and the Lease shall automatically terminate if a Total Loss occurs in relation to the Panel.
13.4 In any of the circumstances specifed above in this Clause 13, upon such payment being made by the
Company or, in the case of a Total Loss, the Owner receiving equivalent compensation from the Company
or the insurer of the Panel, title to the Panel shall transfer to the Company and the Owner shall do all acts
necessary to ensure that title is so transferred.
14. Consequences of termination
14.1 Termination or expiry of this Agreement and the Lease shall not affect any rights, remedies, obligations
or liabilities of the Company or the Owner that have accrued up to the date of termination or expiry,
including the right to claim damages in respect of any breach of this Agreement which existed at or before
the date of termination or expiry.
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15. Assignment and other dealings
15.1 The Company may assign, transfer, mortgage, charge, subcontract, declare a trust over or deal in any other
manner with any of its rights and obligations under this Agreement and the Lease provided that it has given
prior written notice to the Owner of the relevant facts. The Owner may not assign, transfer, mortgage,
charge, subcontract, declare a trust over or deal in any other manner with any of its rights and obligations
under this Agreement and the Lease without the prior written consent of the Company.
16. Variation
16.1 This Agreement and any term of the Lease may be unilaterally varied by the Company giving prior written
notice of the variation to the Owner, provided that the variation is only: (i) to enable the affairs of the
Company to be more conveniently managed; (ii) to allow for any change in law or regulation; or (iii) is
otherwise for the beneft of the Owner and, in each of the circumstances in (i) to (iii), the variation does
not materially prejudice the interests of the Owner under this Agreement and the Lease. In all other
circumstances any variation shall require the written consent of both parties.
17. Notice to owners
17.1 Any notice or other communication given by the Company to the Owner under or in connection with this
Agreement shall be in writing and shall be:
(a) delivered by hand or by pre-paid frst-class post or other next working day delivery service at its registered
offce (if a company) or its principal place of business (in any other case); or
(b) sent by fax to its main fax number or by email.
17.2 Any notice or communication shall be deemed to have been received:
(a) if delivered by hand, on signature of a delivery receipt or at the time the notice is left at the proper address;
(b) if sent by pre-paid frst-class post or other next working day delivery service, at 9.00 am on the second
Business Day after posting or at the time recorded by the delivery service.
(c) if sent by fax or email, at 9.00 am on the next Business Day after transmission.
17.3 This clause does not apply to the service of any proceedings or other documents in any legal action or,
where applicable, any arbitration or other method of dispute resolution.
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18. Waiver
18.1 No failure or delay by the Company to exercise any right or remedy provided under this Agreement or by law
shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further
exercise of that or any other right or remedy. No single or partial exercise of such right or remedy by the
Company shall prevent or restrict the further exercise of that or any other right or remedy.
19. Rights and remedies
19.1 Except as expressly provided in this Agreement, the rights and remedies provided under this Agreement are
in addition to, and not exclusive of, any rights or remedies provided by law.
20. Severance
20.1 If any provision or part-provision of this Agreementis or becomes invalid, illegal or unenforceable, it shall be
deemed modifed to the minimum extent necessary to make it valid, legal and enforceable. If such
modifcation is not possible, the relevant provision or part-provision shall be deemed deleted. Any
modifcation to or deletion of a provision or part-provision under this clause shall not affect the validity and
enforceability of the rest of this Agreement.
20.2 If any provision or part-provision of this Agreement is invalid, illegal or unenforceable, the Company may at
its discretion amend such provision so that, as amended, it is legal, valid and enforceable, and, to the
greatest extent possible, achieves the intended commercial result of the original provision.
21. Governing law
21.1 This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or
formation (including non-contractual disputes or claims) shall be governed by and construed in accordance
with the law of the Republic of Singapore.
22. Jurisdiction
22.1 The courts of the Republic of Singapore shall have exclusive jurisdiction to settle any dispute or claim
arising out of or in connection with this Agreement or its subject matter or formation (including non-
contractual disputes or claims).
This Agreement has been agreed and entered into by the parties on the date stated in the attached Letter.
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SCHEDULE
Form of Guarantee
This Guarantee is made by WORLD GLOBAL NETWORK PLC a company incorporated in England and Wales with
company number 08667542 whose registered offce is at Suite A, 6 Honduras Street, London EC1Y 0TH.
OPERATIVE PROVISIONS
1. DEFINITIONS AND INTERPRETATION
1.1 In this Guarantee the following words and expressions shall have the following meanings:
Company means POWER CLOUDS Pte Ltd, a company incorporated and registered in the Republic of
Singapore with company number 201301731C whose registered offce is at 21, Bukit Batok Crescent #03-76,
WCEGA Tower, Singapore 658065;
Guarantee means this Guarantee as amended or supplemented from time to time;
Guaranteed Amounts means all sums whether Lease Rentals or otherwise due and payable from time to
time by the Company to the Owner under the terms of the Leasing Agreement; and
Leasing Agreement means the leasing agreement relating to a Panel (as amended, supplemented or varied
from time to time) entered into between the Company and the Owner on the date set out in the attached
Letter.
1.2 Words and expressions defned in the Leasing Agreement shall have the same meaning in this Guarantee and
the provisions of clause 1 (Interpretation) of the Leasing Agreement shall apply, making necessary changes,
to this Guarantee.
2. Guarantee - General
2.1 The Guarantor guarantees the due and punctual payment by the Company to the Owners of the Guaranteed
Amounts on the terms set out in this Guarantee.
3. Guarantee - Particular
3.1 If any Guaranteed Amount payable under the Leasing Agreement is not paid by the Company when it
is obliged to do so the Guarantor will (subject to provisions of this Guarantee) pay to the Owner, within 21
days after the receipt by the Guarantor of a demand complying with the requirements of this Guarantee, the
Guaranteed Amount then payable but unpaid. If the payment by the Guarantor is not made within that period
the payment will bear interest from the date the demand is made upon the Guarantor to the date of actual
payment by the Guarantor, at the Effective Rate of Return.
4. Form of Demand
4.1 Every demand under this Guarantee will be made to the Guarantor in the manner set out in the Schedule and
will:
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(a) be in writing and accompanied by the Letter for the Panel;
(b) be signed by or on behalf of the Owner and in the case of joint Owners all of them;
(c) have his signature confrmed by a bank, solicitor or person regulated by a national fnancial regulatory
authority;
(d) state:
(I) the full name and registered address of the Owner, and in the case of joint Owners, all of them, and the
amount which is claimed;
(II) that the Leasing Agreement has not been cancelled or terminated;
(III) that the sum demanded is due and payable by the Company, all conditions for payment and demands
necessary have been fulflled and made, any grace period has elapsed and the Company is not contesting
the liability in circumstances where the Company is entitled to withhold payment;
(e) be set out substantially in the form as set out the Schedule;
(f) give full details of the bank account in the name of the relevant Owner to which the sum demanded is to be
paid by the Guarantor.
5. Payment
5.1 Payment on a demand complying with the requirements of this Guarantee will be made by the Guarantor in
the currency of the United States of America to the bank account the Owner specifes..
5.2 Upon payment the Guarantor will endorse the Letter with a memorandum of payment and return it to the
Owner by prepaid post to his registered address at the Owners risk.
5.3 If the Guarantor is required by law, it will deduct Tax from any amount payable and will deliver to the relevant
Owner a certifcate as to the gross amount of the payment, the amount of Tax deducted and the actual
amount paid and as to the fact that it has paid the amount deducted to the relevant revenue authority. If the
Guarantor makes a proper deduction of Tax it will not be required to make any additional payment to the
Owner.
6. Direct Obligations of the Guarantor
6.1 Notwithstanding anything to the contrary in this Schedule or the Leasing Agreement, it is confrmed that this
Guarantee constitutes the direct obligation of the Guarantor to make payment in accordance with the terms
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of this Guarantee. Any amounts due under this Guarantee will be paid without reference to any rights of set-
off or counter-claim that the Company or the Guarantor has against the relevant Owner or any rights of set-
off which the Guarantor may have against the Company.
6.2 The Guarantor may rely on any demand or other document or information believed by it to be genuine
and correct and to have been signed or communicated by the person by whom it purports to be signed
or communicated and the Guarantor will not be liable for the consequences of this reliance and will have no
obligation to verify that the facts or matters stated are true and correct.
6.3 Payment by the Guarantor on a demand made will be deemed a valid payment for all purposes of this
Guarantee and will discharge the Guarantor from its liability to the extent of the payment and the Guarantor
will not be concerned to see to the application of the payment.
6.4 This Guarantee may be enforced by the Owner at any time after he has made a demand on the Company for
the payment of any amount due or owing to him under the Leasing Agreement without the Owner frst taking
any proceedings against the Company.
7. Limit of Guarantors Liability
7.1 No demand under this Guarantee will be valid or result in any liability on the part of the Guarantor unless
it is made and received by the Guarantor in accordance with the provisions of this Guarantee on or before
the frst Business Day falling more than 6 months after the date on which payment of the Guaranteed
Amounts demanded ought to have been made to the relevant Owner by the Company.
8. Continuing Guarantee
8.1 This Guarantee is a continuing Guarantee and will remain in force notwithstanding the liquidation or
dissolution of the Company, or the appointment of an administrator of the Company or the appointment of a
receiver of all or any part of the assets of the Company.
9. Irrevocable
9.1 No compounding indulgence or relief granted by an Owner or any other matter or thing which but for this
provision might exonerate the Guarantor will release or reduce the liability of the Guarantor, provided that
the Guarantor will not be bound by any such other matter or thing which would operate either to increase
its actual or contingent liabilities under this Guarantee or extend any date for the performance of any of the
Companys obligations under the Leasing Agreement.
9.2 This Guarantee is irrevocable in respect of the Leasing Agreement unless the Owner gives to the Guarantor a
specifc written release of the Guarantors liability in relation to the whole or any part of the Leasing
Agreement.
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10. THIRD PARTY RIGHTS
10.1 Save for the Owner and the Company and their successors who shall be entitled to enforce the terms of this
Guarantee against the Guarantor no other party shall have a right to enforce any term of this Guarantee.
11. Subrogation
11.1 The Guarantor will be at liberty at all times to have recourse to and enforce all rights possessed by the
Guarantor as surety or otherwise against the Company or others.
12. Notice
12.1 Where a notice or demand is given by the Owner to the Guarantor, it may be served by leaving it at or
sending it by recorded delivery post to the registered address of the Guarantor, marked for the attention of
the Directors, or any other address in the United Kingdom as the Company at the request of the Guarantor or
the Guarantor itself may notify to the Owner from time to time.
13. Death of owner
13.1 In the event of transmission to the legal personal representative or other representative of the estate of
the Owner on the death, bankruptcy or insanity of the Owner, the representative will promptly produce
evidence satisfactory to the Guarantor of his authority to act for the Owner when requested by the
Guarantor. Subject to production of this evidence of authority, all references in this Guarantee to the Owner
will be treated as references to the representative.
14. Name on lease certifcate and Joint owners
14.1 The person whose name appears on the Letter relating to the Leasing Agreement as the Owner or, if
more than one the frst, will be regarded by the Guarantor as exclusively entitled to the beneft of the
Leasing Agreement and of this Guarantee and the Guarantor will not be bound to recognise any trust or
equity affecting the title to the Leasing Agreement. All dealings in connection with and payments under the
Leasing Agreement or this Guarantee will be made with and to such person.
15. Law and jurisdiction
15.1 The Guarantee will be governed by and construed to take effect in all respects in accordance with English
law.
15.2 The courts of England shall have non-exclusive jurisdiction to settle any dispute or claim arising out of or in
connection with this Guarantee.
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LETTER
21
GUARANTEED POWER UNIT LEASE
Reference
Dear
I would like to welcome you to the Powerclouds owners family as the owner of the following Panel
Serial No:
Thank you for entering into this lease with Power Clouds Pte Ltd to enable us to bring green electricity to the
World. This letter sets out each of our various responsibilities and rights during the term of your lease to us.
The terms of your lease to us are set out in full in Schedule A annexed to this Letter, which forms part of our
agreement with you. Schedule A can be found on www.powerclouds.com. Please familiarise yourself with all
the terms and conditions of the lease.
The Principal Terms of your lease are:
1. Your Panel will be placed at
2. The First Lease Payment date is:
3. Lease Rental amounts:
4. Number of Lease Rentals to be paid:
5. Primary Lease Period:
Can I get my Panel back?
If you want to make a request for Early Termination, then:
6. The Minimum Lease Period is: 2 years. You cannot ask for a repayment before this date.
7. Make a request for your panel's return. The Company will charge you for the fees.
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What happens at the end of the Primary Lease Period?
There are three possibilities at the end of the Primary Lease Period. In order to request any of the three options,
the Owner must communicate his/her irrevocable choice by the beginning of the twentieth year of the contract
(that's to say by the end of the 228th month of the contract). Within a period of time of one year, the Company
will put into practice the owner's choice. The three options are:

i) If you decide to sell your panel to us at the end of the Primary Lease Period, we will pay you your Minimum
Purchase Option Price: 300$. or;
ii) If, we agree, you can renew the Lease for a further 20 years to new terms and conditions which will be set
when the new contract is signed, or;
iii) You can ask for your Panel to be returned to you. The Company will charge the Owner for the return fees,
which must be paid before the panel is sent.
May I thank you for your interest.
Please sign this Letter through the DocuSign system to confrm your agreement to this Letter.
Yours sincerely
CEO
POWER CLOUDS Pte Ltd.