Phoenix Plus Corp. Sample Contracts

SUBSCRIPTION AGREEMENT
Subscription Agreement • September 16th, 2019 • Phoenix Plus Corp. • Nevada

The undersigned (the “Subscriber”), desires to become a holder of common shares (the “Shares”) of PHOENIX PLUS CORP., a corporation organized under the laws of the state of Nevada (the “Company”); one share of Common Stock has a par value $0.0001 per share. Accordingly, the Subscriber hereby agrees as follows:

COLLABORATION AGREEMENT
Collaboration Agreement • February 26th, 2021 • Phoenix Plus Corp. • Construction - special trade contractors • Hong Kong

This Agreement is made between Phoenix Plus International Limited, a wholly owned subsidiary of Phoenix Plus Corp (hereafter referred as “PPIL”), a private Limited company incorporated in Hong Kong and WWB Corporation, a subsidiary of Abalance Corporation listed in Tokyo Stock Exchange (hereafter referred as “WWB”), a company based in Tokyo Japan, on 2 October 2019 to market and perform certain complementary business activities, particularly the solar farm project in East Coast Sabah (“Project”). The estimated Project revenue, cost and time are stipulated under Appendix 1.

COLLABORATION AGREEMENT
Collaboration Agreement • December 2nd, 2019 • Phoenix Plus Corp. • Construction - special trade contractors • Hong Kong

This Agreement is made between Phoenix Plus International Limited, a wholly owned subsidiary of Phoenix Plus Corp (hereafter referred as “PPIL”), a private Limited company incorporated in Hong Kong and WWB Corporation, a subsidiary of Abalance Corporation listed in Tokyo Stock Exchange (hereafter referred as “WWB”), a company based in Tokyo Japan, on 2 October 2019 to market and perform certain complementary business activities, particularly the solar farm project in East Coast Sabah (“Project”). The estimated Project revenue, cost and time are stipulated under Appendix 1.

EMPLOYMENT AGREEMENT
Employment Agreement • November 13th, 2025 • Rhino Bitcoin Inc. • Construction - special trade contractors • New York

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made on June 24, 2024 by and between Rhino Digital Inc., a Nevada corporation (the “Company”) and Lyle Hauser (the “Executive”).

DATED 13 OCTOBER 2021 BETWEEN VETTONS CITY ANGELS SDN. BHD. AND THE ANGEL INVESTORS SHAREHOLDERS’ AGREEMENT
Shareholders’ Agreement • November 12th, 2021 • Phoenix Plus Corp. • Construction - special trade contractors
Dated the 8 day of JANUARY 2023 PHOENIX PLUS CORP and LEE CHONG CHOW EMPLOYMENT AGREEMENT
Employment Agreement • January 12th, 2023 • Phoenix Plus Corp. • Construction - special trade contractors • Nevada
SUBSCRIPTION AGREEMENT
Subscription Agreement • February 26th, 2021 • Phoenix Plus Corp. • Construction - special trade contractors • Nevada

The undersigned (the “Subscriber”), desires to become a holder of common shares (the “Shares”) of PHOENIX PLUS CORP., a corporation organized under the laws of the state of Nevada (the “Company”); one share of Common Stock has a par value $0.0001 per share. Accordingly, the Subscriber hereby agrees as follows:

AGREEMENT AND PLAN OF MERGER
Merger Agreement • August 8th, 2025 • Phoenix Plus Corp. • Construction - special trade contractors • New York

THIS AGREEMENT AND PLAN OF MERGER (the “Agreement”), is made and entered into as of August 5, 2025, by and among Phoenix Plus Corp.. a Nevada corporation (“Parent”), Rhino Merger Acquisition Sub, Inc., a Nevada corporation and wholly owned subsidiary of Parent (“Merger Sub”), Rhino Digital Inc., a Nevada corporation (the “Company”), and solely with respect to Section 9.1(d), the Selling Shareholders set forth on Schedule 9.1(d) hereof. Certain other capitalized terms used in this Agreement are defined in Exhibit A attached hereto.