THIS ACQUISITION AGREEMENT is entered into on 23 November 2024

Between

(1)            PARTY_1_NAME whose principal place of business is at PARTY_1_ADDRESS_SINGLE_LINE ("Seller 1")

(2)            PARTY_2_NAME whose principal place of business is at PARTY_2_ADDRESS_SINGLE_LINE ("Seller 2", together with Seller 1, the "Sellers", and each a "Seller")

(3)            PARTY_3_NAME whose principal place of business is at PARTY_3_ADDRESS_SINGLE_LINE (the "Guarantor")

(4)            PARTY_4_NAME whose principal place of business is at PARTY_4_ADDRESS_SINGLE_LINE (the "Buyer")

Whereas

(A) COMPANY (the Company) is a private company limited by shares incorporated in COUNTRY. The Sellers are the sole legal and beneficial owner of the share capital of the Company.

(B) The Sellers have agreed to sell all of the issued share capital of the Company to the Buyer for the consideration and upon the terms set out in this Agreement.

(C) In consideration of the Sellers entering into this Agreement, the Guarantor has agreed to guarantee the performance by the Buyer of their obligations under this Agreement.

It Is Agreed as follows:

1. Interpretation

1.1 Words and expressions used in this Agreement shall have the meanings set out in Schedule 1, unless the context requires otherwise.

1.2 The Schedules comprise Schedules to this Agreement and form part of this Agreement.