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INVESTMENT AGREEMENT


 

TropicTrade Application — Profit Share & Loan Arrangement

Date of Agreement: May 31, 2026

■  DOCUSIGN ENVELOPE — This document requires electronic signatures from all parties listed herein. Both parties will receive a signed copy upon completion via DocuSign.

 

  1. PARTIES

This Investment Agreement ("Agreement") is entered into as of May 31, 2026 by and between:

 

COMPANY ("360 SaaS Ltd"):

360 SaaS Ltd, a company registered in England and Wales.

Registered Representative: Camarlo Richards

Company Registration Number: 15297454

 

INVESTOR ("Ms. Makh"):

Jaskir Makh

97 Stoney Lane

Kidderminster, Worcestershire

DY10 2LX

United Kingdom

 

  1. BACKGROUND AND PURPOSE

360 SaaS Ltd is the developer and operator of the TropicTrade application (the "App"). The Company wishes to raise investment capital to support the development and/or operation of the App. In consideration of a financial contribution from the Investor, the Company agrees to the terms set out in this Agreement.

 

  1. INVESTMENT AMOUNT

The Investor agrees to provide a sum of Five Thousand Pounds Sterling (£5,000.00) (the "Investment") to 360 SaaS Ltd on or before the date of this Agreement.

 

Payment details shall be provided separately by 360 SaaS Ltd to the Investor in writing prior to transfer.

 

  1. LOAN REPAYMENT

Repayment Date: 29 October 2026

The Company undertakes to repay the full Investment amount of £5,000.00 to the Investor no later than 29 October 2026, which is exactly six (6) calendar months from the date of this Agreement (29 April 2026).

 

Repayment shall be made by bank transfer to the Investor's nominated account details, which must be provided in writing to the Company within fourteen (14) days of signing this Agreement.

 

The Investment does not accrue interest during the loan period (29 April 2026 to 29 October 2026).

 

  1. PROFIT SHARE ENTITLEMENT

Profit Share Commencement Date: 29 October 2026

From and including 29 October 2026 — the date on which the full £5,000.00 has been repaid to the Investor — the Investor shall be entitled to receive Two and a Half Percent (2.5%) of the net annual profits generated by the TropicTrade App.

 

For the avoidance of doubt, the Profit Share commences only upon full repayment of the £5,000.00 Investment and not before.

 

The Profit Share shall be paid annually, within sixty (60) calendar days of the end of each financial year of 360 SaaS Ltd, commencing with the first full financial year following 29 October 2026.

 

"Net annual profits" means the gross revenues of the TropicTrade App less all allowable operating costs, expenses, taxes, and liabilities directly attributable to the App, as determined by the Company's accountants in accordance with applicable accounting standards.

 

 

  1. DURATION

This Agreement shall remain in force indefinitely from the date of signing, unless terminated by mutual written agreement of both parties, or upon such other circumstances as expressly set out in this Agreement.

 

  1. TRANSFER AND ASSIGNMENT

The Investor's rights under this Agreement, including the right to receive the Profit Share, are personal to Jaskir Makh and may not be assigned, transferred, or otherwise disposed of without the prior written consent of 360 SaaS Ltd.

 

  1. CONFIDENTIALITY

Both parties agree to keep the terms of this Agreement strictly confidential and shall not disclose them to any third party without the prior written consent of the other party, except as required by law or by a relevant regulatory authority.

 

  1. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of England and Wales. Any disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of England and Wales.

 

  1. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior discussions, representations, warranties, and agreements. Any amendment to this Agreement must be made in writing and signed by both parties.

 

  1. KEY DATES SUMMARY

  DATE REFERENCE TABLE

  Agreement Date:                           29 April 2026

  Investment Amount:                        £5,000.00

  Loan Repayment Deadline:                  29 October 2026

  Profit Share Commencement:                29 October 2026 (upon repayment of £5,000.00)

  Profit Share Rate:                        2.5% of TropicTrade App net annual profits

 

 

  1. SIGNATURES

By signing below, the parties confirm that they have read, understood, and agree to be legally bound by the terms of this Agreement.

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Signed by Camarlo Richards
Signed On: April 30, 2026


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Document name: INVESTMENT AGREEMENT
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April 30, 2026 9:44 am BSTINVESTMENT AGREEMENT Uploaded by Camarlo Richards - Camarlo@360saas.co.uk IP 86.15.178.115
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