LOAN AGREEMENT THIS LOAN AGREEMENT

LOAN AGREEMENT THIS LOAN AGREEMENT is dated the day of
PARTIES:

Halim Group Holdings Pty Ltd ACN 125 514 267 of Level 3, 419-425 Collins Street, Melbourne VIC

3000 (the ‘lender’);

AND

Thi Le Chi Nguyen of Iga Ngo Thoi Nhem, P7 Q3 Tp, Ho Chi Minh, Vietnam (the ‘borrower’)

AND

(the guarantor’) (not used)

RECITALS:

A. The lender has agreed, at the request of the guarantor, to provide a loan facility to the borrower, the principal amount being $20,000.00 AUD (twenty thousand dollars).
B. The lender and the borrower have agreed to enter into this agreement to set out the terms and

conditions of the loan facility.



THE PARTIES HEREBY AGREE AS FOLLOWS:

Definitions

1. In this agreement, unless the contrary intention appears:

(a) ‘Advance’ means an amount of $20,000.00 AUD (twenty thousand dollars) provided or, where the context requires, to be provided under this agreement by the lender to, or at the direction of, the borrower;

(b) ‘Event of default’ means any of the events, omissions or occurrences specified in cl

12;

(c) ‘Guarantor’ means any person who has guaranteed, or who in the future guarantees, the borrower’s obligations and performance under this agreement;

(d) Interest rates referred to in this agreement are defined as follows:

i. ‘Acceptable Rate’ means a rate of 0% per calendar month, which equates to interest payments of $0.00 per month;

ii. ‘Higher Rate’ means a rate of 15% per calendar month which equates to interest payments of $250.00 per month.

(e) ‘Interest payment dates’ means the day of each month commencing ;



7. All payments to be made under this agreement by the borrower to, or at the direction of, the lender must, unless otherwise specified or agreed by the lender, be made in Australian dollars in immediately available funds not later than twelve noon (12.00) Melbourne time on the due date.
8. All payments to be made under this agreement by the borrower to the lender must be paid to

the lender’s bank account or as the lender otherwise directs.



Representations and warranties

9. The borrower represents and warrants to the lender that:

(a) The borrower will execute any documentation required to give effect to the obligations and liabilities given rise to under this agreement;
(b) except as disclosed in writing to the lender and dispensed with in writing by the lender, neither the execution nor the performance of this agreement will conflict with, or result in any breach of, or require any consent or approval under, any agreement or other undertaking or instrument to which the borrower is a party or which is binding
upon the borrower or any of the borrower’s assets; and

(c) except as disclosed in writing to the lender and dispensed with in writing by the lender, the borrower is not in default or difficulty under any deed, agreement or other document or obligation to which it is a party or by which it is bound, or in respect of any financial commitment or obligation (including obligations under guarantees or other contingent liabilities), which default or difficulty is reasonably likely to adversely affect the ability of the borrower to comply with its obligations under this agreement or the security;
(d) except as disclosed in writing to the lender and dispensed with in writing by the lender, no litigation or administrative or other proceedings before, or of, any court or governmental authority or agency or other tribunal have, to the knowledge of the borrower, been initiated or threatened against the borrower or any of the borrower’s assets which would or might have a material adverse effect upon the business, assets or financial condition of the borrower;
(e) the borrower is not the trustee of any trust and, accordingly, enters into this agreement on its own behalf and not as trustee of any trust.
Deemed repetition

10. The representations and warranties set out above will survive the execution of this agreement and will be deemed to be repeated (updated as appropriate) on each interest payment date and on the date of payment of other moneys under or pursuant to this agreement.
Default and termination

11. If any of the events described in cl 12 occurs, the loan, together with all interest accrued on the loan and not then paid and all other amounts payable under this agreement and unpaid shall,

at the option of the lender and notwithstanding any delay or previous waiver of the right to exercise that option, immediately become due and payable without the necessity for any demand or notice to the borrower.
12. Each of the following events is an event of default:

(f) if the borrower fails to repay the loan on the repayment date or fails to pay any instalment of interest on the relevant interest payment date or fails to pay any other money payable under this agreement on the due date for payment of that money and such failure continues for more than (5) business days; or
(g) if the borrower fails to perform or observe any of the covenants or provisions of this agreement on the part of the borrower to be performed or observed (and (if capable of remedy) such default continues for more than twenty (20) business days (or such longer period as the lender in its absolute discretion permits) after notice from the lender requiring the borrower to remedy the default; or
(h) if the lender ascertains that the borrower has made any false, inaccurate or misleading statement having, in the lender’s opinion, a material effect on the provision by the lender of the advance or the maintenance of the loan; or
(i) if an application for the winding up or bankruptcy of the borrowers or any related body

corporate or any guarantor is presented and the borrower or related body corporate or guarantor (as the case requires) cannot within ten (10) business days reasonably satisfy the lender that the application is frivolous or vexatious or an order is made for the winding up or bankruptcy, or any resolution is passed for the winding up, of the borrower or any related body corporate or any guarantor, except that it will not be an event of default where the winding up of the borrower or the related body corporate or the guarantor (as the case requires) is for the purpose of reconstruction or amalgamation and has the lender’s prior written consent (which consent will not be unreasonably withheld);
Guarantee (If applicable)

13. (i) The guarantor acknowledges the loan to the borrower was made at his request to the lender and in consideration of that advance he irrevocably guarantees to the lender he will guarantee all obligations undertaken by the borrower in this loan agreement and indemnify it against any loss or damage it may suffers as a result of the default of the borrower of any of its covenant and obligations.
(ii) The guarantor warrants he is aware of the nature and effect of this guarantee and he has chosen not to obtain independent financial advice before executing this agreement.
14. The borrower and the guarantor each separately hereby acknowledge that:

(a) Richmond Law does not act for either or both of them in this transaction; and











General

(b) Each has been invited to obtain independent legal and financial advice before executing this agreement; and
(c) Each has decided that each understands the nature and effect of the loan agreement and their obligations and risks but have chosen not to obtain financial advice.


15. Unless application is mandatory by law, no statute, ordinance, proclamation, rule, order, regulation, moratorium or decree of any governmental or other authority, present or future, will apply to this agreement so as to abrogate, extinguish, impair, diminish, fetter, delay or otherwise prejudicially affect any rights, powers, remedies or discretions given or accruing to the lender under this agreement.
16. This agreement is binding on, and operates for the benefit of, both the borrower and the lender and their respective successors and assigns, except that the borrower must not assign this agreement or any of its rights or obligations under this agreement without the lender’s prior written consent. The lender may at any time assign, charge or otherwise deal with its rights under this agreement and the security.
17. If any provision of this agreement is, or at any time becomes, prohibited by, or unlawful under, any applicable law, regulation or other condition actually applied or otherwise becomes void or unenforceable, it will be severed from this agreement and rendered ineffective so far as is possible without modifying the remaining provisions of this agreement. The remaining provisions will, to the extent permitted by the relevant law, regulation or other condition, continue in full force and effect. Where, however, the provisions of any such applicable law, regulation or other condition may be waived, they are waived by the borrowers and the lender to, but not beyond, the full extent permitted by the law, regulation or other condition to enable this agreement to constitute a valid and binding obligation enforceable in accordance with its terms.
18. Any prohibited, unlawful, void or unenforceable provision will be replaced forthwith by an allowable, lawful, effective and enforceable provision which so far as possible achieves the same economic benefit or burden for the lender and the borrower as the prohibited, unlawful, void or unenforceable provision was intended to achieve. All obligations of the borrowers under this agreement will survive the expiration or termination of this agreement to the extent required for their full observance and performance.
19. Neither this agreement nor any provision of this agreement may be amended, modified, waived, discharged or terminated orally.
20. This agreement may be executed in any number of counterparts all of which, when taken

together, will constitut

Results (English) 1:

LOAN AGREEMENT THIS LOAN AGREEMENT is dated the day ofPARTIES:Halim Group Holdings Pty Ltd ACN 125 514 267 of Level 3, 419-425 Collins Street, Melbourne VIC3000 (the ' lender ');AndThi Le Chi Nguyen of Iga Ngo The Them, P7 Q3 Tp, Ho Chi Minh, Vietnam (the ' borrower ')And(the guarantor ') (not used)RECITALS:A. The lender has agreed, at the request of the guarantor, to provide a loan facility to the borrower, the principal amount being $20, 000.00 AUD (twenty thousand dollars).B. The lender and the borrower have agreed to enter into this agreement to set out the terms andconditions of the loan facility.THE PARTIES HEREBY AGREE AS FOLLOWS:Definitions1. In this agreement, unless the contrary intention appears:(a) ' Advance ' means an amount of $20, 000.00 AUD (twenty thousand dollars) provided or, where the context requires, to be provided under this agreement by the lender to, or at the direction of, the borrower;(b) ' Event of default ' means any of the events, omissions or occurrences specified in cl12;(c) ' Guarantor ' means any person who has guaranteed, or who in the future guarantees, the borrower's obligations and performance under this agreement;(d) Interest rates referred to in this agreement are defined as follows:ii. ' Acceptable Rate ' means a rate of 0f per calendar month, which equates to interest payments of $0.00 per month;ii. ' Higher Rate ' means a rate of 15% per calendar month which equates to interest payments of $250.00 per month.(e) ' Interest payment dates ' means the day of each month commencing; 7. All payments to be made under this agreement by the borrower to, or at the direction of, the lender must, unless otherwise specified or agreed by the lender, be made in Australian dollars in immediately available funds not later than twelve noon (12.00) Melbourne time on the due date.8. All payments to be made under this agreement by the borrower to the lender must be paid tothe lender's bank account or as the lender otherwise directs.Representations and warranties9. The borrower represents and warrants to the lender that:(a) The borrower will execute any documentation required to give effect to the obligations and liabilities given rise to under this agreement;(b) except as disclosed in writing to the lender and dispensed with in writing by the lender, neither the execution nor the performance of this agreement will conflict with, or result in any breach of, or require any consent or approval under, any agreement or other undertaking or instrument to which the borrower is a party or which is bindingupon the borrower or any of the borrower's assets; and(c) except as disclosed in writing to the lender and dispensed with in writing by the lender, the borrower is not in default or difficulty under any deed, agreement or other document or obligation to which it is a party or by which it is bound, or in respect of any financial commitment or obligation (including obligations under guarantees or other contingent liabilities) , which default or difficulty is reasonably likely to adversely affect the ability of the borrower to comply with its obligations under this agreement or the security;(d) except as disclosed in writing to the lender and dispensed with in writing by the lender, no litigation or administrative or other proceedings before, or of, any court or governmental authority or agency or other tribunal have, to the knowledge of the borrower, been initiated or threatened against the borrower or any of the borrower's assets which would or might have a material adverse effect upon the business , assets or financial condition of the borrower;(e) the borrower is not the trustee of any trust and, accordingly, enters into this agreement on its own behalf and not as trustee of any trust.Deemed repetition10. The representations and warranties set out above will survive the execution of this agreement and will be deemed to be repeated (updated as appropriate) on each interest payment date and on the date of payment of other moneys under or pursuant to this agreement.Default and termination11. If any of the events described in cl 12 occurs, the loan, together with all interest accrued on the loan and not then paid and all other amounts payable under this agreement and unpaid shall, at the option of the lender and notwithstanding any delay or previous waiver of the right to exercise that option, immediately become due and payable without the necessity for any demand or notice to the borrower.12. Each of the following events is an event of default:(f) if the borrower fails to repay the loan on the repayment date or fails to pay any installment of interest on the relevant interest payment date or fails to pay any other money payable under this agreement on the due date for payment of that money and such failure continues for more than (5) business days; or(g) if the borrower fails to perform or observe any of the covenants or provisions of this agreement on the part of the borrower to be performed or observed (and (if capable of remedy) such default continues for more than twenty (20) business days (or such longer period as the lender in its absolute discretion permits) after notice from the lender requiring the borrower to remedy the default; or(h) if the lender ascertains that the borrower has made any false, inaccurate or misleading statement having, in the lender's opinion, a material effect on the provision by the lender of the advance or the maintenance of the loan; or(i) if an application for the winding up or bankruptcy of the borrowers or any related bodycorporate or any guarantor is presented and the borrower or related body corporate or guarantor (as the case requires) cannot within ten (10) business days reasonably satisfy the lender that the application is frivolous or vexatious or an order is made for the winding up or bankruptcy, or any resolution is passed for the winding up, of the borrower or any related body corporate or any guarantor , except that it will not be an event of default where the winding up of the borrower or the related body corporate or the guarantor (as the case requires) is for the purpose of reconstruction or amalgamation and has the lender's prior written consent (which consent will not be unreasonably withheld);Guarantee (If applicable)13. (i) The guarantor acknowledges the loan to the borrower was made at his request to the lender and in consideration of that advance he irrevocably guarantees to the lender he will guarantee all obligations undertaken by the borrower in this loan agreement and indemnify it against any loss or damage it may suffers as a result of the default of the borrower of any of its covenant and obligations.(ii) The guarantor warrants he is aware of the nature and effect of this guarantee and he has chosen not to obtain independent financial advice before executing this agreement.14. The borrower and the guarantor each separately hereby acknowledge that:(a) Richmond Law does not act for either or both of them in this transaction; and General (b) Each has been invited to obtain independent legal and financial advice before executing this agreement; and(c) Each has decided that each understands the nature and effect of the loan agreement and their obligations and risks but have chosen not to obtain financial advice. 15. Unless application is mandatory by law, no statute, ordinance, proclamation, rule, order, regulation, moratorium or decree of any governmental or other authority, present or future, will apply to this agreement so as to abrogate, extinguish, impair, diminish, fetter, delay or otherwise prejudicially affect any rights, powers, remedies or discretions given or accruing to the lender under this agreement.16. This agreement is binding on, and operates for the benefit of, both the borrower and the lender and their respective successors and assigns, except that the borrower must not assign this agreement or any of its rights or obligations under this agreement without the lender's prior written consent. The lender may at any time assign, charge or otherwise deal with its rights under this agreement and the security.17. If any provision of this agreement is, or at any time becomes, prohibited by, or unlawful under, any applicable law, regulation or other condition actually applied or otherwise becomes void or unenforceable, it will be severed from this agreement and rendered ineffective so far as is possible without modifying the remaining provisions of this agreement. The remaining provisions will, to the extent permitted by the relevant law, regulation or other condition, continue in full force and effect. Where, however, the provisions of any such applicable law, regulation or other condition may be waived, they are waived by the borrowers and the lender to, but not beyond, the full extent permitted by the law, regulation or other condition to enable this agreement to constitute a valid and binding obligation enforceable in accordance with its terms.18. Any prohibited, unlawful, void or unenforceable provision will be replaced forthwith by an allowable, lawful, effective and enforceable provision which so far as possible achieves the same economic benefit or burden for the lender and the borrower as the prohibited, unlawful, void or unenforceable provision was intended to achieve. All obligations of the borrowers under this agreement will survive the expiration or termination of this agreement to the extent required for their full observance and performance.19. Neither this agreement nor any provision of this agreement may be amended, modified, waived, discharged or terminated orally.20. This agreement may be executed in any number of counterparts all of which, when takentogether, will constitut

Results (English) 3:

贷款协议贷款协议日期
方日：

Halim集团控股有限公司，125 514 267 3级，419-425柯林斯街，墨尔本维克

3000（“贷款人”）；

和

THI智乐阮IgA NGO THOI它们，P7 Q3 TP，何胡志明，越南（“借款人”）

和

（担保人）（未使用）

独奏：

A.贷款人已同意，在担保人的要求，向借款人提供贷款，本金为20000澳元（二万美元）。
B.贷款人和借款人同意签订本协议的条款和条件

的贷款。



双方特此同意如下：

定义

1。在本协议中，除非有相反的意思表示：

（一）“前进”意味着20000澳元的金额（二万美元）或提供，根据上下文需要，必须提供本协议项下的银行，或在方向，借款人；

（B）“违约事件”是指任何事件，遗漏或事件在CL

12规定；

（C）“担保人”是指任何人保证了，谁在未来的保证，借款人的义务和履行本协议；

（d）在本协议利率被定义如下：

即“合格率”是指按0%个月，相当于每月0美元的利息；

II。“高利率”指率每月约为250美元每月支付利息15%。

（E）的利息支付日期”是指每个月开始的日子；



7。将根据本协议，借款人的所有款项，或在方向，贷款人必须，除非另有规定或经贷款人同意，在澳元在立即可用的资金不迟于十二日中午（12）墨尔本时间到期。
8。将根据本协议由借款人向贷款人支付的所有款项必须支付给

贷款人的银行账户或贷款人另有指示。



陈述和保证

9。借款人向贷款人声明并保证：（一）

借款人将执行任何所需文件实施的义务和责任，导致本协议项下的
；（b）除非书面披露给贷款人，免除由贷款人的写作，既不执行或履行本协议将冲突，或导致违反，或需要任何同意或批准下，任何协议或其他承诺或工具，借款人一方或其结合
对借款人或借款人的资产；和

（c）除非书面披露给贷款人，免除由贷款人书写，借款人没有违约或困难在任何契约，协议或其他文件或义务，这是一个党或它的约束，或在任何财务承诺或义务的尊重（包括担保或其他或有负债义务），这是默认的或困难可能影响借款人履行其在本协议项下的义务或安全的能力；
（D）除非书面披露给贷款人，免除由贷款人的写作，没有诉讼或行政或其他程序，或任何法院或政府，当局或机构或其他法庭有，对借款人的知识，已经启动或威胁要对借款人或借款人任何资产，或可能对企业造成重大不利影响，对借款人的资产或财务状况；
（E）借款人没有任何信托的受托人，因此，进入本协议为自己而不是为任何信托的受托人。
视为重复

10。陈述与保证上述规定将在本协议的执行，将被视为重复（更新）在每个利息支付日支付其他款项，根据或依据本协议的日期。
违约和终止

11。如果所描述的任何事件发生在CL 12，贷款，连同所有应计利息的贷款和不支付和所有其他款项应在本协议及未支付，

在贷款人的选择，尽管有延迟或以前的放弃行使该期权，立即到期应付没有任何要求或通知借款人的必要性。
12。下面的每个事件的违约事件：

（F）如果借款人未能偿还贷款的还款日期或未支付任何有关利息支付日或未能支付本协议项下的任何其他应付款项为金钱和失败的到期付款约会持续超过（5）个营业日；或
（G）如果借款人未能履行或遵守本协议的任何对借款人的部分条款或规定被执行或观察（和（如果能够补救）违约持续超过二十（20）个营业日（或更长的时间在其绝对酌情权允许贷款人）注意从出借人要求借款人违约后的救济；或
（h）如果贷款人认为借款人作出的任何错误，错误或误导性的声明，在贷款人的意见，以推进贷款人或贷款的维护提供有重大影响；或
（我）如果清盘或破产借款人或任何相关身体

应用公司或任何担保人和借款人或相关法人或担保人（如需要）不能在十（10）个营业日合理满足贷款人申请琐屑无聊或无理取闹或订单进行清盘或破产，或任何决议的清盘，对借款人或任何相关的法人团体或任何担保人，但它将不会是一个违约事件在清盘的借款人或相关法人或担保人（如需要）是重组或合并的目的和贷款人的事先书面同意（该同意不得被无理拒绝）；
保证（如适用）

13。（一）担保人确认贷款借款人在他的要求贷款人在提前他不可撤销地担保向他保证所有在本贷款协议由借款人承担义务和赔偿任何损失或损害，对可能造成的任何的盟约，考虑到借款人的违约责任。
（二）保证人保证他知道这个保证的性质和效力，他没有获得独立的财务建议执行本协议前
14。借款人和担保人分别承认：

（一）里士满法律不行动或他们都在这个交易；和











一般

（b）每一个被邀请来获得独立的法律和财务执行本协议之前的建议；并
（C）每个决定，每个了解贷款协议和义务和风险的性质和作用而不选择获得的理财建议。


15。除非应用程序是强制性的法律，没有法律，条例，规则，秩序，监管公告，任何政府或其他当局的禁令或法令，现在或将来，也适用于本协定以废除，扑灭，损害，减少，束缚，延迟或其他不良影响的任何权利，权力，救济或给予或贷款人根据本协议获得的自由裁量权。
16。这个协议束缚，和经营效益，借贷双方及各自的继承人和受让人，除非借款人不得转让本协议或其任何权利或义务，本协议项下未经贷款人书面同意。贷款人可随时转让，本协议项下的抵押或以其他方式处理其权利的保障。
17。如果本协议的任何条款，或在任何时间变，禁止，或非法下，任何适用的法律，法规或其他条件，实际应用或成为无效或不能执行，它将脱离本协议失效到目前为止尽可能不修改本协议的其余条款。其余的规定，通过相关法律允许的范围内，监管或其他条件，继续生效。在那里，然而，任何适用的法律规定，监管或其他情况可以放弃，他们是由借款人和贷款人豁免，但不能超越，法律允许的最大限度，监管或其他条件，使本协议构成一个有效的和有约束力的义务，按其条款执行。
18。任何被禁止的，非法的，无效的或不可执行的条款将立即允许更换，合法，有效的和可执行的条款，到目前为止尽可能获得相同的经济利益或负担贷款人和借款人为禁止的，非法的，无效或不可执行条款的目的是实现。本协议项下的全部义务的借款人在本协议期满或终止为其全面遵守和履行所要求的程度。
19。本协议或本协议的任何条款不得修改，修改，放弃，解除或终止
20口服。本协议可在任何数量的副本都执行，当采取

一起，将构成