0001493152-24-002250 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • January 12th, 2024 • HWH International Inc. • Wholesale-drugs, proprietaries & druggists' sundries • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 31, 2022, is made and entered into by and among Alset Capital Acquisition Corp., a Delaware corporation (the “Company”), Alset Acquisition Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”).

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SATISFACTION AND DISCHARGE OF INDEBTEDNESS PURSUANT TO UNDERWRITING AGREEMENT DATED JANUARY 31, 2022 DECEMBER 18, 2023
Satisfaction And • January 12th, 2024 • HWH International Inc. • Wholesale-drugs, proprietaries & druggists' sundries

This Satisfaction and Discharge of Indebtedness (the “Satisfaction and Discharge”) is made and entered into December 18, 2023, to be effective as of the closing of the Business Combination, as defined below, by and between Alset Capital Acquisition Corp., a Delaware corporation (the “Company”), HWH International Inc., a Nevada corporation (“HWH”), and EF Hutton LLC (f/k/a EF Hutton LLC) (“EF Hutton”). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Underwriting Agreement (as defined below).

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