COLLABORATION AGREEMENT

BETWEEN

APEXSGROUP OF COMPANIES

AND

PLC INTERNATIONAL SDN BHD

(XXXXXX-X)

APRIL 2016
This AGREEMENT (hereinafter referred to as AGREEMENT) is made on this _22_
day of __April___ month, year 2016.

Between;
APEXSGROUP, a group of companies incorporated under the laws of Malaysia and
having its principal office at Unit A12B-18, Jalan Selaman 1/1, Dataran Palma, 68000
Ampang, Selangor MALAYSIA (hereinafter referred to as APEXS).
and its associated companies, under the group associates and partners:

Apex Synergy Resources (002463673-M)

Rex Imperator Sdn Bhd (1055702-D)

Apex Symphony Sdn Bhd (777495-U)

G2G Systems Sdn Bhd (863801-A)

Quadrant 2 Technologies Sdn Bhd (557062-K)

Apexs Harmony Resources (002332704-K)

Resources Staffing Sdn Bhd (829520-D)

Neraca Synergy (002168955-V)

Neraca Petroleum & Resources (002168956-D)

Neraca Exploration [Sabah] (F-889971)

and;
PLC INTERNATIONAL SDN BHD (Co.No.:XXXXXXXXX-X), a company
incorporated under the laws of Malaysia and having its principal office in Peninsular
at 43-2 Jalan Dwitasik 1, Taman Dwitasik, Bandar Tasik Permaisuri, 56100 Kuala
Lumpur, MALAYSIA hereinafter referred to as PLCGROUP).
Throughout this Agreement, any reference to the PARTY shall mean PLCGROUP or
APEXS and/or its associated company as per the context of this Agreement or
collectively, the PARTIES.

1. SUMMARY
Both PARTIES jointly agreed to collaborate in the future to be identified project
under these circumstances, i.e.:

Selected ITB / ITQ / RFP / RFQ received under PETRONAS LICENSE

category

PLCGROUPS services and products range that are suitable and

required by APEXSs clients (client lists)
and any other joint Business Development Effort

The business of the COLLABORATION shall be as follows:

A. BY PLCGROUP
Providing required licenses, i.e. Petronas, MOF and others and Financial support
and links to the financial institution as per required by the said project.
Health & Safety
Engineering & Design work
Procurement, Installation / Construction and Commissioning
Project Delivery
B. BY APEXS
Providing Supply Chain Management (SCM) and Sourcing for selected project as
specified herein pertaining to each projects specific requirement for ICT and
relevant license headings and business development and marketing of the
products and services under PCLGROUPs offerings:
ICT and Telecommunications
Oil & Gas related technical services
Safety & Health products & services
Support installation, testing and commissioning for the above project delivery
Maintenance & Operations Support service packages
i.

Manpower Supply (Specialist Engineer, System Analyst & Analyst

Programmer)

ii.

Labour Supply

iii.

Spare part warranty (as channel to the manufacturer) & replacement

part

Risk & Safety

i.

Project risk & project delivery (Including Cyber security)

ii.

Value Engineering

iii.

Simulation & Testing

Risk & Safety Assessments / Management Plan

2. WHEREAS
Both companies agreed to jointly develop and deliver the said project in the
technical and non-technical areas for an identified business opportunity
capitalizing anyone of the company within APEXS & PLCGROUP
alliance/associates and other areas subject to approval by both parties.
Each company shall quote internally to the fronting company or party inclusive
its margin prior to tender or RFQ/RFP/Quotation/Proposal submission to client.
The parties agree that if required, the project capital may be increased in
accordance to the project requirement and mutually agreed by the parties
hereto and the issuance of the additional project capital shall be in the
proportion set out in clause above or otherwise if agreed upon by both parties.
3. ALLOCATIONS
Books & Records. The COLLABORATION shall keep adequate books and
records by the Project Management Team (PMT), consist of a Project Director,
Project Manager and Project Financial Controller, setting forth a true and
accurate account of all business transactions arising out of and in connection
with the conduct of the COLLABORATION and nature of the project unless
otherwise being advised to handover to a new identified PMT by APEXS and
PLCGROUP, upon approval by both parties.
4. PROJECT PAYMENT
All payment shall be made payable to a designated project account, jointly
signed by appointed representatives from all parties, i.e. APEXS and PLCGROUP.

5.

CONTRIBUTION AND RESTRICTIONS

Now therefore resolved as below:

PLCGROUP to its best ability to perform all technical and non-technical work and
services as set forth herein but not limited to the above, in order to deliver the
project on timely manner and within the agreed budget by maintaining the
target profit margin.

PLCGROUP to its best ability to be part of the PMT to manage the project and its
risks, in term of project, financial and technical risks including its safety aspect.

APEXS to its best ability to provide the COLLABORATION with the necessary
subject matter expertise inclusive of all scopes and services as stipulated
herein.

APEXS is given the Right Of First Refusal to provide required expertise and
supply to support and deliver the project prior to open invitation to subcontractors and suppliers when necessary.

APEXS & PLCGROUP shall allow the COLLABORATION to utilize all of its previous
credentials and supporting documents to enhance both COMPANYs profile to
secure project in unlimited industry for domestic and international market
beyond this project at later stage.

With all of the above, PLCGROUP and APEXS to jointly pursue the opportunity
identified by either PLCGROUP or APEXS, to provide complete solution, from
field trial to complete system in stages from procurement, solution
development, testing and commissioning of all Scope of Work and Scope of
Services stipulated herein.

Where necessary, both companies shall make addendum to this agreement on

project specific matters prior award of any project by any client in detailing each
Partys roles & responsibilities.

All of the above shall be effective for three (3) years as long as neither party
request to execute the termination clause herein.

6. REWARD

On success basis, APEXS shall be rewarded with minimum of 40% of the gross
profit of the secured job / project declared using the Cost Revenue Model (CRM
table) approved by both parties prior to any submission of the project
participation document (ITB / ITQ / RFP / RFQ / Proposal & etc)

The disbursement to APEXS shall be released in one tranche or in stages within

14 days upon each payment received and cleared in PLCGROUPs dedicated

joint-project account, failing which the other party shall reserve the rights to
request for payment to be released immediately

At all times, PLCGROUP shall be transparent to APEXS on all related payments

that are released and cleared in to its dedicated project bank account

On monthly basis, both parties shall sit for coordination meeting to update each
other on the invoices to be issued, AR status and payment(s) received, if any

7. TERMINATION CLAUSE

This agreement is made for the duration of three (3) years. It will be selfterminated if none of the party requested for extension of time in writing to the
opposite party.

In the event of any defaulting party, the other party shall issue an advice to the
defaulting party to improve and remedy the setback within six (6) months. A
second advice will be issued if no immediate improvement made by the
defaulting party within three (3) additional months. Either of these parties may
terminate this agreement at least in three (3) months notice with the reason
above-mentioned.
AUTHORIZED SIGNATURE

AUTHORIZED SIGNATURE

.
M SHAHZAR M IDRIS
GROUP CEO
APEXSGROUP

HJ HAZIM NOORDIN
MANAGING DIRECTOR
PLC INTERNATIONAL SDB BHD

Date:

Date:

WITNESSED BY

WITNESSED BY

.
Name:

Name:

NRIC:

NRIC:

Date:

Date:

APPENDIX A: CLIENT LIST

APEXSs CLIENT

GLOBAL

companies / alliances)
MKLAND Holdings Berhad (and/or its associated companies / alliances)
Setiaharuman Sdn Bhd (and/or its associated companies / alliances)
EMKAY Holdings Sdn Bhd (and/or its associated companies / alliances)
PNB, PNB Ventures, KL118 (and/or its associated companies / alliances)
Mesiniaga Berhad (and/or its associated companies / alliances)
Tanjung Bin Power & Malakoff Berhad (and/or its associated companies /

alliances)
Daya Materials Berhad (and/or its associated companies / alliances)
Akra Engineering Sdn Bhd (and/or its associated companies / alliances)
Hospital PUSRAWI, Hotel MAIWP (and/or its associated companies / alliances)

FACILITIES

MANAGEMENT

SDN

BHD

(and/or

its

associated

All other clients are divided into two categories:

a) Green market / client to be develop jointly under this Agreement /
Collaboration and listed as joint client
b) Brown market set of client that are already awarded job / projects to
PLCGROUP before this agreement / collaboration is signed