0001493152-22-025583 Sample Contracts

SPONSOR SUPPORT AGREEMENT
Sponsor Support Agreement • September 12th, 2022 • Alset Capital Acquisition Corp. • Blank checks • New York

This SPONSOR SUPPORT AGREEMENT, dated as of September 9, 2022 (this “Agreement”), is entered into by and among the stockholder(s) listed on Exhibit A hereto (each, a “Stockholder”), HWH International Inc., a Nevada corporation (the “Company”), and Alset Capital Acquisition Corp., a Delaware corporation (“Buyer”). Capitalized terms used but not defined in this Agreement shall have the meanings ascribed to them in the Merger Agreement (as defined below).

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AGREEMENT AND PLAN OF MERGER by and among ALSET CAPITAL ACQUISITION CORP. HWH MERGER SUB, INC. and HWH INTERNATIONAL INC. Dated as of September 9, 2022
Agreement and Plan of Merger • September 12th, 2022 • Alset Capital Acquisition Corp. • Blank checks • Delaware

This AGREEMENT AND PLAN OF MERGER, dated as of September 9, 2022 (this “Agreement”), by and among Alset Capital Acquisition Corp., a Delaware corporation (“Alset”), HWH Merger Sub, Inc., a Nevada corporation (“Merger Sub”), and HWH International Inc., a Nevada corporation (the “Company”). Alset, Merger Sub, and the Company are sometimes referred to individually herein as a “Party” and, collectively, the “Parties”.

COMPANY SHAREHOLDER SUPPORT AGREEMENT
Company Shareholder Support Agreement • September 12th, 2022 • Alset Capital Acquisition Corp. • Blank checks

This COMPANY SHAREHOLDER SUPPORT AGREEMENT, dated as of September 9, 2022 (this “Support Agreement”), is entered into by the shareholder listed on Exhibit A hereto (the “Shareholder”), HWH International Inc., a Nevada corporation (the “Company), and Alset Capital Acquisition Corp., a Delaware corporation (“Alset”). Capitalized terms used but not defined in this Support Agreement shall have the meanings ascribed to them in the Merger Agreement (as defined below).

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