Exhibit 10.15

AGREEMENT OF LEASE

BETWEEN

MORGAN CREEK PROPERTIES 311 Pty(Ltd)

Registration Number: 2019/535043/07

VAT REGISTRATION NUMBER: 4420184899

HEREIN REPRESENTED BY

HENDRIK SPOELSTRA

ID Number: 680803 5069 087

(Hereinafter referred to as “The LESSOR”)

and

PDS Photonica Holdings South Africa (PTY) LTD

Registration Number: 2021/701779/07

HEREIN REPRESENTED BY

Full Names: Robert Ainscow

Director

Passport Number:                        (UNITED KINGDOM)

BUSINESS ADDRESS:

33 Eland street

Koedoespoort

Pretoria

(Hereinafter referred to as “The LESSEE”)

This agreement supersedes all previous agreements between Molybdos, in Business rescue, and Morgan Creek properties 311 (Pty) Ltd, rendering all previous agreements null and void.

The LESSOR hereby leases the Leased premises to the LESSEE, which hires the same from the LESSOR, in the ‘as is’ state, including all improvements and latent defects as per alterations made by Molybdos. The permanent structural improvements, including the air handling system is the sole property of the LESSOR. The LESSEE is allowed to use these at his own risk, cost and benefit during the lease period.

This lease shall:

1 October 2021 Building Rental

(The Commencement date)

31 December 2030

(The Expiration date)

The amount may be utilised by the LESSOR to defray the costs of any breakages or damage done by the LESSEE to or in respect of the premises or to make up any amount due and payable by the LESSEE whom the LESSEE has failed to pay. As soon as any part of the deposit has been utilised by the LESSOR, as aforesaid, the LESSEE will be obliged immediately to pay an equivalent amount to the LESSOR so as to ensure that the LESSOR will at all times be in possession of the full amount of the deposit and the LESSEE shall not be entitled to off-set rental and cost or any other amounts owing against the deposit.

The Lessee is obliged to top up the deposit annually on date of increase, to amount to an amount equal to 18 months rent calculated on the increased monthly rental.

The following principle regarding deposits will apply for the duration of the contract, as changes are expected i.t.o. the supply of services to the premises as a whole.

The LESSOR is entitled to retain the deposit for the full period of the lease and upon termination of the lease either by cancellation thereof or due to effluxion of time the LESSOR shall refund the deposit or any balance thereof to the LESSEE after deduction of any amount for the aforesaid purposes. No interest shall be payable on the deposit to the Lessee, other than set out above.

A deposit will be payable for each access card issued and will be refunded in full upon return of the access card, no interest will be payable on the deposit.

Premises

The rent payable by the LESSEE hereunder for the hire of the Leased premises shall, subject to the provision of Annexure “A” be the following

Parking

Rental escalation, all rental:

After the period of annual fixed escalation (7.5%) ending 30 June 2022, the rent will escalate annually on the first day of July. The escalation will be the calculated average between the “CPI” of the preceding year and 7.5% (fixed).

For purposes for the calculation of the escalation rate “CPI” means the latest available year on year increase in the headline Consumer Price Index (metropolitan areas, all items) as published in the Statistical Release P0141.1 compiled by Statistics South Africa, or, in the absence thereof, a similar index nominated by the Lessor‘s auditors.

If any dispute about the escalation rate and its calculation arises, the rate of 7.5 % per annum will apply until the dispute is resolved, after which the applicable escalation will be applied retrospectively.

All rent and invoiced consumer account payments shall be made to the financial institution stipulated on the monthly VAT invoices.

The rental amount EXCLUDES all consumption and the Lessee will be invoiced for both the fixed cost according the connection type and all metered consumption including water, electricity, sewerage and waste removal and consumables.

Should any consumer service not be metered at the time of this agreement, the LESSOR is entitled, at any time during the occupation by the Lessee, to install meterage systems and the Lessee will be obliged to pay the amount due for consumption.

In principle it is agreed that the LESSOR can recover, in advance, all costs arising from the supply of electricity to the LESSEE, whether these costs have been part of this contract or arise from future legislation or an altered supply dispensation

The premises are let for the purpose of being used for running a molybdenum processing plant where gaseous molybdenum compound will be treated. The process comprises several stages of compression and expansion during which the product is purified. The premises will be used for the above and business related to the process and for no other purpose whatsoever, without the prior written consent of the LESSOR, which consent shall not be unreasonably withheld. The LESSOR does not warrant that the premises are fit or suitable for the said purpose. The premises are hereby let to the LESSEE voetstoots.

Morgan Creek management offices, 33 Eland Street, Koedoespoort, Pretoria, South Africa

The premises as described in 2.3

FOR LESSOR :

SIGNED AT PRETORIA ON THIS THE 12 DAY OF OCTOBER 2021

FOR LESSEE :

SIGNED AT PRETORIA ON THIS THE 12 DAY OF OCTOBER 2021

Duly authorised to act for and on behalf of the LESSEE

RESOLUTION - LESSEE

We,

……………………………………………… ID No ……………………………….

and

……………………………………………… ID No ……………………………….

The Director/s of the Company of :

Registration Number : ……………………………………………………………………….

do hereby certify that :

On …………………………2021 the Director/s of the Company passed a resolution in the following terms : “RESOLVED that the Company enter into an agreement with MORGAN CREEK PROPERTIES 311 CC substantially in the form of the LEASE and the annexure thereto submitted to the Director/s of the Company and that any one of the Directors by authorised to execute the LEASE and any other documents that may be necessary to give effect thereto.

……………………………………………………………………………………..… ID No …………………………………………………………………………………………………. will be

authorised to sign all documentation relevant to leasing the property specified in clause (a).

……………………………… ………………………………

DIRECTORS

ANNEXURE “A”

This clause shall become effective when an increase from the local or other responsible authority increases percentage wise more than the annual percentage increase of the rent.

The LESSOR shall pay the property rates, which may be levied by the CITY COUNCIL and/or any other lawfully constituted Authority. The LESSEE shall pay to the LESSOR, in addition to the rental payable hereunder, immediately upon demand therefore an amount equal to that portion of the rates which increased more than the annual increase of the rent as set out in clause 5 of the lease agreement. This additional amount will be added to the rent and will be in proportion to the Lessee’s share of the total rentable area in respect of the whole property when fully let.

The rental specified in clause 5 of the Lease Agreement is a gross rental and the Lessee will, other than being liable for payment as set out in this paragraph, only be responsible for the share of increases due his presence and business’ operation

This clause shall become effective when the increase in operating cost increases percentage wise more than the annual percentage increase of the rent.

The rental specified in clause 5 of the Lease Agreement is a gross rental, excluding consumer charges as set out in paragraph 4

Here off, and the Lessee will only be responsible for the pro-rata share of increases.

The LESSEE shall be obliged, at his own expense, to comply with all the requirements of all Municipal or other Laws, By-Laws and regulations as well as requirements from industry specific regulations, directly or indirectly applicable to the leased premises or to the type of business conducted therein by the LESSEE and the LESSOR shall not be called upon at any time to comply with any such requirements.

In or to the leased premises whether such failure or interruption arises from the negligence of the LESSOR, the LESSOR servants, vis major, causes fortuitous or any other cause whatsoever.

Whether the person so injured or any dependant of any such injured person, howsoever such injury may be caused, nor shall the LESSOR be responsible for the death, howsoever caused, of any such person occurring in the leased premises, whether to dependants or otherwise. The LESSEE hereby indemnifies the LESSOR against any claim of whatsoever nature that may be made against the LESSOR in respect of the loss of, or damage to anything contained in the leased premises, and such indemnity shall be fully effective notwithstanding that between the LESSOR and any claimant in question, the LESSOR is liable to such claimant in respect of his claim. All the provisions of this clause shall apply and be fully operative, notwithstanding that any loss, damage, loss of life or injury hereinbefore referred to may occur or be sustained in consequence of anything done or omitted by the LESSOR or any of its directors, servants, employees or agents.

Neither the LESSOR nor any of its directors, agents, employees or servants shall be liable for personal injury to, or the death of any person, or loss of, or damage to any property of whatever nature in the premises, or in the building, or on the property, however arising or caused.

The LESSEE hereby indemnifies the LESSOR and its directors, agents, employees or servants against any claim of whatever nature, which may be made against any of them arising out of any of the foregoing occurrences.

If the LESSEE is required to do so by the LESSOR in writing, within 30 (thirty) days of that expiration or termination, the LESSEE shall remove the said alterations or additions and reinstate the building and/or the leased premises in question, at the LESSEE cost, to their same condition (fair wear and tear excepted) prior to the carrying out of such alteration or additions, and if the LESSEE fails to do so after notice as aforesaid, the LESSOR shall be entitled to remove the said alterations or additions and reinstate the building and/or the leased premises as aforesaid at the LESSEE cost.

Notwithstanding the aforementioned, the LESSOR shall be entitled to insist in the LESSOR’s sole discretion that the LESSEE restore the premises to the condition of a bare shell at the LESSEE’s cost, upon termination of this lease agreement or the LESSEE’s vacation of the premises.

The LESSEE shall be entitled, from time to time, to erect in the leased premises, such fixtures and fittings as may be required or necessary for the carrying on of the LESSEE business, but which shall be:

The LESSEE shall not be entitled to affix any hanging signs, sign writing, advertising or the like to any part of the leased premises without the prior written approval of the LESSOR, which approval shall not be unreasonably withheld.

The LESSOR shall keep the exterior of the premises in good order and repair and the LESSEE undertakes and it shall be his duty to notify the LESSOR in writing of any defects in the exterior of the building which become apparent to him during the period of this lease, in which event the LESSOR shall remedy the defect within a reasonable time. In any event the LESSOR shall not be responsible for any damage to the property of the LESSEE by reason of any defect in the premises or from any cause unless caused directly by the LESSOR, including any damage due to leakage.

In the event of value added tax or any other form of tax imposed by the Government or any Regional, Local or other competent Authority, being or becoming payable by the LESSOR on the rent or any other amount due by the LESSEE in terms of this lease, the LESSEE shall refund to the LESSOR on demand such tax or other amounts so payable by the LESSOR.

The LESSEE and/or his Agents or servants shall not do nor permit to be done anything in or upon the Leased premises or any part thereof which may cause or be a nuisance or annoyance, to the Lessees occupying other portions of the LESSOR property or neighbours generally.

In the event of the leased premises being totally or partially destroyed by fire, riot, vis major or any act of god or by any other cause whatsoever, this lease shall for such reason not terminate, but the LESSEE shall be entitled to an agreed rebate of rent during the repair of the building or the rebuilding, as the case may be, proportionate to the LESSEE’S beneficial occupation of the premises, unless such fire has occurred through his or his servant’s negligence when no rebate of rent will be allowed or claimable, the onus of proof of negligence to lie with the LESSOR.

In the event of a dispute arising between the LESSOR and the LESSEE as to the rebate of rent, or the availability for beneficial occupation, same shall be determined by submission to The South African Institute of Valuers, for arbitration by two independent members appointed by the Chairman of the Branch, who decision the parties agree to accept. The LESSEE shall not have any claim on the LESSOR for damages in consequence of any deprivation, the LESSOR at all times having the right to elect whether he shall rebuild or not and he shall give written notice of his intention to the LESSEE within one (1) month after such occurrence, and should he fail to do so, then he shall be deemed to have elected not to erect the building, in which case this lease shall terminate upon the expiry of such period of one (1) month. In the event however of the LESSOR restoring the property or rebuilding the same, he shall give the LESSEE the same accommodation the LESSEE had under this LEASE. Should the LESSOR decide to rebuild or restore the property, he shall be obliged to commence and complete the work as quickly as reasonably possible.

The LESSOR or his Agents shall be entitled during working hours and on 24 hour notice to the LESSEE to enter upon and inspect the Leased premises or any portion thereof, subject to an orderly arrangement of these inspections without putting the trade secrets or terms of operational permits of the LESSEE at risk. In the event of any damage having been caused to the Leased premises for which the LESSEE is responsible under LEASE, to call upon the LESSEE to repair such damage. In default of the LESSEE effecting such repairs within fourteen (14) days after receiving such notice, the LESSOR may himself effect the repairs and charge the LESSEE with the cost thereof.

The LESSOR shall be entitled to display a “For Sale” sign upon the Leased premises at any time during the currency of this lease and he may likewise display a “To Let” sign at any time within a period of three (3) months prior to the expiry of this LEASE. The LESSEE shall permit any intended LESSEE or purchaser to view the Leased premises during working hours and with 24 hours notice to the LESSEE.

The LESSEE shall not cede, assign or transfer this Agreement of Lease nor shall he sub-let, assign or part with possession of the Leased premises or any part thereof without the consent of the LESSOR in writing first being had and obtained, which consent, however, shall not be unreasonably withheld. It is recorded that a sale of shares in the LESSEE Company shall be deemed to be alienation in terms of this condition.

Any relaxation or indulgence which the LESSOR may show the LESSEE shall not in any way prejudice his rights under this lease and, more particularly, no act of the LESSOR in accepting rent after due date or in accepting a lesser sum than the amount of rent due shall be construed as a waiver by the LESSOR of his rights under this LEASE. In particular no waiver of any fashion whatsoever shall prejudice the Lessor’s rights in terms of this lease agreement.

This Agreement shall be the whole and only contract between the LESSOR and the LESSEE and the LESSEE acknowledges that no statement, warranties, presentations have been made to him by or on behalf of the LESSOR other than herein contained. Should any variations be required at any time during the currency of this lease, such variations shall only be binding on the parties if contained in writing and signed by the LESSOR and the LESSEE.

Should the LESSEE:

In the event of the LESSOR instructing its Attorney to take measures for the enforcement of any of the LESSOR rights under this lease, the LESSEE shall pay to the LESSOR such collection charges and other legal costs, on an attorney and own client basis, as shall be lawfully charged by such attorneys to the LESSOR.

The LESSEE consents in terms of Section 45 of Act 32 of 1944 (or any amendments or substitutions thereof) to the LESSOR taking steps for the eviction of the LESSEE.

In regard to any other dispute arising from or in connection with this contract shall be finally resolved with the Rules of the Arbitration Foundation of Southern Africa by an Arbitrator appointed by the Foundation.

The parties agree to submit to the rules for domestic arbitration South Africa of the ARBITRATION FOUNDATION SOUTH AFRICA https://arbitration.co.za/domestic-arbitration/commercial-rules/ in terms of legal proceeding for enforcing any of his rights under this Agreement of Lease for recovery of any monies claimable under this lease or otherwise.

In regard to the sewerage system, it is a condition of this lease that only standard toilet paper will be used in the toilets and the LESSEE will be held responsible for any blockage caused by its employees to the sewer pipes which attributable to the misuse of the system.

At the termination of this lease the LESSEE agrees that he will give up vacant possession of the Leased premises to the LESSOR.

The maximum floor loading capacity of the Leased premises is 450 Kilograms per square metre and the LESSEE undertakes that machinery and/or goods to be stored or stacked in the Leased premises will not exceed this floor loading capacity.

The LESSEE shall pay the entire expenses incidental to and in connection with the preparation and execution of this lease and any renewal thereof, if applicable.

All ventilation equipment currently installed is included in the rental. All costs related to running, maintenance and upgrading is for the account of the LESSOR.

All improvements to the air conditioning system will remain the property of the LESSOR at the expiry of the lease agreement.

Should any amount due by the LESSEE in terms of this LEASE, whether in respect of rental or otherwise, not be paid on due date, such amount will bear interest at the rate of interest charged from time to time by ABSA Bank in respect of overdraft facilities plus 5 %. Interest will accrue on the unpaid amount from the date on which payment was due until payment is made and the interest will be due and payable upon its accrual, which interest will be calculated daily.

All costs incurred in the collection of any amount due by the LESSEE in terms of this LEASE, not paid on due date, shall be for the account of the LESSEE.

In the event of the LESSOR not immediately enforcing the due or full compliance with all or any of the terms and conditions of this LEASE, or neglecting to do so, or in the event of an extension of time being granted by the LESSOR to the LESSEE for the observance of any provision hereof, such failure, neglect or indulgence by the LESSOR will in no way be construed as a novation of this agreement nor will it in any other way be binding upon the LESSOR.

The LESSEE hereby waives its right of election to terminate this LEASE, or any extension hereof, in the event of the LESSOR selling or transferring the building in which the premises hereby let are situated, to any third party. The LESSEE further agrees that it shall continue to be bound by the terms and conditions of this lease upon the sale and/or transfer referred to herein taking place.

The lessee is entitled to register this lease agreement at the Deeds Office at his own cost.

The premises is being developed as a Techno park and numerous of the tenants develop new technologies, therefore it is required from all tenants to respect and comply with rules from management regarding security and/or access control.

If any person working for or have access to the lessee’s premises by virtue of association with the LESSEE fail to comply with rules in this regard or breach the security of other tenants, the management reserves the right to deny such a person access to the premises.

The LESSOR provides, which it shall have no obligation to do and provides no guarantee in this regard, a security service.

Currently it compromises of a single guard on duty, 24 hours, 7 days a week with radio contact with armed mobile reaction units.

The LESSEE shall pay, on demand, to the LESSOR the costs in regard to the control and extermination of any pests and other infestations on the Leased premises, which may cause a health hazard. If more than one LESSEE occupy the building, the costs thereof shall be borne on a pro rata basis by the LESSEE and shall it be determined according to the following formula :

LESSEE SHARE = m² LEASED PREMISES X 100 = %

SHARE

TOTAL m² OF BUILDING                           COSTS

The LESSOR shall be entitled to inspect the Leased premises at all reasonable times for this purpose and the LESSEE shall grant the LESSOR access to the Leased premises to exercise such pest control and/or extermination thereof.

The Tenant hereby consents that, and authorises the Landlord or agent to, at all times: