PARTNERSHIP AGREEMENT

THIS PARTNERSHIP AGREEMENT made and effective this __________, Day

of_____________, 2024, by and between 6TH SENSE HOMES LIMITED with office
address at 2107 Tafawa Balewa Way Garki Area 3 Abuja (on one part), AION
GLOBAL HOMES LTD with office address at No 7 Panama Street off IBB Way,
Maitama Abuja (on the one part) and Anonymous Partner (represented by AION
GLOBAL HOMES LTD) (on the other part) all referred to in this Agreement as the
"Partners".
The Partners wish to set forth, in a written agreement, the terms and conditions by which
they will associate themselves in the Partnership.

NOW, THEREFORE, in consideration of the promises contained in this Agreement, the

Partners affirm in writing their association as a partnership in accordance with the
following provisions:

1. Name and Place of Business

The name of the partnership shall be called _____________________ (the "Partnership").
Its principal place of business shall be The Federal Capital Territory Abuja and state of
principal place of business, until changed by agreement of the Partners, but the
Partnership may own property and transact business in any and all other places as may
from time to time be agreed upon by the Partners.

2. Purpose.
The purpose of the Partnership shall be to
I. Building and Construction of Real Estate Project named in Section 1 above.
II. Marketing and Sale of the constructed project named in Section 1 above.
The Partnership may also engage in any and every other kind or type of business, whether
or not pertaining to the foregoing, upon which the Partners may at any time or from time
to time agree.
3. Term.
The Partnership shall commence as of the date of this Agreement and shall continue until
terminated as provided herein.

4. Capital Accounts.

a. The Partners shall make an initial investment of capital in finance and

undeveloped property, contemporaneously with the execution of this
Agreement, as follows:

PARTNER CAPITAL INVESTED

6th Sense Homes Limited Land (subsequently 50% of the
need finance to improve the
structure)
Aion Global Homes LTD Land (subsequently 50% of the
need finance to improve the
structure)
Anonymous Partner (Represented by N100,000,000 (One Hundred
Aion Global Homes Ltd) Million Naira)
The payment of the investment of N100,000,000 (One Hundred Million Naira) by
the anonymous partner will be paid in two installments of 50% each. The first
installment will be paid on or before the last week of February 2024 while the
final instalment will be paid on or before the last week of March 2024

In addition to each Partner's share of the profits and losses of the Partnership, as
set forth in Section 5, each Partner is entitled to an interest in the assets of the
Partnership.
b. The amount credited to the capital account of the Partners at any time shall be
such amount as set forth in this Section 4 above, plus the Partner's share of the
net profits of the Partnership and any additional capital contributions made by
the Partner and minus the Partner's share of the losses of the Partnership and
any distributions to or withdrawals made by the Partner. For all purposes of this
Agreement, the Partnership net profits and each Partner's capital account shall
be computed in accordance with generally accepted accounting principles,
 consistently applied, and each Partner's capital account, as reflected on the
Partnership income tax return as of the end of any year, shall be deemed
conclusively correct for all purposes, unless an objection in writing is made by
any Partner and delivered to the accountant or accounting firm preparing the
income tax return within one (1) year after the same has been filed with the
Federal Inland Revenue Service. If an objection is so filed, the validity of the
objection shall be conclusively determined by an independent certified public
accountant or accounting firm mutually acceptable to the Partners.

5. Profits and Losses.

Until modified by mutual consent of all the Partners, the profits and losses of the
Partnership and all items of income, gain, loss, deduction, or credit shall be shared by the
Partners in the following proportions:
PARTNER % PROFIT % LOSS
6th Sense Homes Limited 37.5 37.5
Aion Global Homes Ltd 37.5 35.5
Anonymous Partner (Represented by 25 25
Aion Global Homes Ltd)
The above ratio can only be applied after the Anonymous Partner receives the repayment
of the invested sum of N100,000,000 (One Hundred Million Naira) thereafter dividends
will be share the mentioned proportion.

6. Books and Records of Account.

The Partnership books and records shall be maintained at the principal office of 6 th Sense
Homes Limited and each Partner shall have access to the books and records at all
reasonable times.

7. Future Projects.
The Partners recognize that future projects for the Partnership depend upon many factors
beyond present control, but the Partners wish to set forth in writing and to mutually
acknowledge their joint understanding, intentions, and expectations that the relationship
among the Partners will continue to flourish in future projects on similar terms and
conditions as set forth in this Agreement, but there shall be no legal obligations among
the Partners to so continue such relationship in connection with future projects.
8. Time and Salary.
Until and unless otherwise decided by unanimous agreement of the Partners, Each
Partner shall nonetheless be expected to devote such time and attention to Partnership
affairs as shall from time to time be determined by agreement of the Partners. No Partner
shall be entitled to any salary or to any compensation for services rendered to the
Partnership or to another Partner.

9. Transfer of Partnership Interests.

a. Restrictions on Transfer.
None of the Partners shall sell, assign, transfer, mortgage, encumber, or otherwise
dispose of the whole or part of that Partner's interest in the Partnership, and no
purchaser or other transferee shall have any rights in the Partnership as an assignee
or otherwise with respect to all or any part of that Partnership interest attempted to
be sold, assigned, transferred, mortgaged, encumbered, or otherwise disposed of,
unless and to the extent that the remaining Partner(s) have given consent to such
sale, assignment, transfer, mortgage, or encumbrance, but only if the transferee
forthwith assumes and agrees to be bound by the provisions of this Agreement and
to become a Partner for all purposes hereof, in which event, such transferee shall
become a substituted partner under this Agreement.

b. Transfer Does Not Dissolve Partnership.

No transfer of any interest in the Partnership, whether or not permitted under this
Agreement, shall dissolve the Partnership. No transfer, except as permitted under
Subsection 9.A. above, shall entitle the transferee, during the continuance of the
Partnership, to participate in the management of the business or affairs of the
Partnership, to require any information or account of Partnership transactions, or
to inspect the books of account of the Partnership; but it shall merely entitle the
transferee to receive the profits to which the assigning Partner would otherwise be
entitled and, in case of dissolution of the Partnership, to receive the interest of the
assigning Partner and to require an account from the date only of the last account
agreed to by the Partners.
10. Death, Incompetency, Withdrawal, or Bankruptcy.
Neither death, incompetency, withdrawal, nor bankruptcy of any of the Partners or of any
successor in interest to any Partner shall operate to dissolve this Partnership, but this
Partnership shall continue as set forth in Section 3, subject, however, to the following
terms and conditions:
a. Death or Incompetency.
In the event any Partner dies or is declared incompetent by a court of competent
jurisdiction, the successors in interest of that Partner shall succeed to the
partnership interest of that Partner and shall have the rights, duties, privileges,
disabilities, and obligations with respect to this Partnership, the same as if the
successors in interest were parties to this Agreement, including, but not limited to,
the right of the successors to share in the profits or the burden to share in the
losses of this Partnership, in the same manner and to the same extent as the
deceased or incompetent Partner; the right of the successors in interest to continue
in this Partnership and all such further rights and duties as are set forth in this
Agreement with respect to the Partners, the same as if the words "or his or her
successors in interest" followed each reference to a Partner; provided, however,
that no successor in interest shall be obligated to devote any service to this
Partnership and, provided further, that such successors in interest shall be treated
as holding a passive, rather than active, ownership investment.

b. Payments upon Retirement or Withdrawal of Partner.

i. Amount of Payments. Upon the retirement or withdrawal of a Partner, that
Partner or, in the case of death or incompetency, that Partner's legal
representative shall be entitled to receive the amount of the Partner's capital
account (as of the end of the fiscal year of the Partnership next preceding
the day on which the retirement or withdrawal occurs) adjusted for the
following:
(a) Any additional capital contributions made by the Partner and any
distributions to or withdrawals made by the Partner during the period from
the end of the preceding fiscal year to the day on which the retirement or
withdrawal occurs;
(b) The Partner's share of profits and losses of the Partnership from the end
of the preceding fiscal year of the Partnership to the day on which the
retirement or withdrawal occurs, determined in accordance with generally
accepted accounting principles, consistently applied; and
 (c) The difference between the Partner's share of the book value of all of
the Partnership assets and the fair market value of all Partnership assets, as
determined by a fair market value appraisal of all assets. Unless the retiring
or withdrawing Partner and the Partnership can agree on one appraiser,
three (3) appraisers shall be appointed--one by the Partnership, one by the
retiring or withdrawing Partner, and one by the two appraisers thus
appointed. All appraisers shall be appointed within fifteen (15) days of the
date of retirement or withdrawal. The average of the three appraisals shall
be binding on all Partners.
ii. Time of Payments. Subject to a different agreement among the Partners or
successors thereto, the amount specified above shall be paid in cash, in full,
but without interest, no later than twelve (12) months following the date of
the retirement or withdrawal.
iii. Alternate Procedure. In lieu of purchasing the interest of the retiring or
withdrawing Partner as provided in subparagraph (1) and (2) above, the
remaining Partners may elect to dissolve, liquidate and terminate the
Partnership. Such election shall be made, if at all, within thirty (30) days
following receipt of the appraisal referred to above.

11. Procedure on Dissolution of Partnership.

Except as provided in Section 10.B.(iii) above, this Partnership may be dissolved only by
a unanimous agreement of the Partners. Upon dissolution, the Partners shall proceed
with reasonable promptness to liquidate the Partnership business and assets and wind-up
its business by selling all of the Partnership assets, paying all Partnership liabilities, and
by distributing the balance, if any, to the Partners in accordance with their capital
accounts, as computed after reflecting all losses or gains from such liquidation in
accordance with each Partner's share of the net profits and losses as determined under
Section 5.

12. Title to Partnership Property.

If for purposes of confidentiality, title to Partnership property is taken in the name of a
nominee or of any individual Partner, the assets shall be considered to be owned by the
Partnership and all beneficial interests shall accrue to the Partners in the percentages set
forth in this Agreement.
13. Leases.
All leases of Partnership assets shall be in writing and on forms approved by all the
Partners.

14. Controlling Law.

This Agreement and the rights of the Partners under this Agreement shall be governed by
the laws of the Federal Capital Territory Abuja.

15. Notices.
Any written notice required by this Agreement shall be sufficient if sent to the Partner or
other party to be served by WhatsApp or by registered or certified mail, return receipt
requested, addressed to the Partner or other party at the last known home or office
address, in which event the date of the notice shall be the date of deposit in the mail,
postage prepaid.

16. General.
This Agreement contains the entire agreement of the Partners with respect to the
Partnership and may be amended only by the written agreement executed and delivered
by all of the Partners.

17. Binding Upon Heirs.

This Agreement shall bind each of the Partners and shall inure to the benefit of (subject to
the Sections 9 and 10) and be binding upon their respective heirs, executors,
administrators, devisees, legatees, successors and assigns.

IN WITNESS WHEREOF, the Partners have executed this Agreement the date first
above written.

NAME SIGNATURE
_______________________________ ________________________
Director 6th Sense Homes Limited
NAME SIGNATURE
_______________________________ ________________________
Director Aion Global Homes Ltd

NAME SIGNATURE
_______________________________ ________________________
Anonymous Partner (represented by Aion
Global Homes Ltd)

Witness Details
Name:
Address:
Date: