Exhibit 10.2

MASTER SOFTWARE SOURCE CODE TRANSFER AGREEMENT

(this “Agreement”)

This Agreement is made as of the 8^th April, 2026.

AMONG

NVTH LIMITED, a company incorporated in the British Virgin Islands (the “BVI”) with company number 1539724 and whose registered office is at Vistra Corporate Services Centre, Wickhams Cay II Road Town, Tortola, VG1110, BVI, British Virgin Islands (the “Vendor”);

NVTHK Limited, a company registered in Hong Kong with registered number 72956219 and registered address at 29/F, Chinachem Leighton Plaza, 29 Leighton Road, Causeway Bay, Hong Kong (“NVT”); and

Republic Power Group Limited, a company registered in Cayman Islands with registered address at 5008 Ang Mo Kio Ave 5, #04-09 Techplace II, Singapore 569874 (the “Purchaser” or “Customer”).

WHEREAS

THE PARTIES HEREBY AGREE as follows:

“Annexures” means the Annexures under this Agreement agreed by the Parties from time to time.

“Agreement” means this Master Agreement as may be varied or amended from time to time in accordance with this Agreement, including all of its accompanying schedules, exhibits and Annexures executed by the Parties.

“Affiliate” means any entity that, directly or indirectly, controls, is controlled by, or is under common control with a Party; and “control” means the direct or indirect possession of the power to direct or cause the direction of the management and policies of another entity, whether through the ownership of voting securities, by contract or otherwise.

“Applicable Law” means any declaration, decree, directive, legislative enactment, order, ordinance, regulation, rule, or other binding restriction of or by any state, municipal, local, territorial, or other governmental department, regulatory authority, judicial, or administrative body (whether domestic, international, or foreign), as amended from time to time applicable to this Agreement and the Services.

“Authorized Representatives” means, in respect of a Party, its and its Affiliates’ directors, officers, employees, agents, and professional advisors (including legal, financial, and accounting advisors) who have a need to know the Confidential Information for the purposes of this Agreement.

“Confidential Information” means all information which relates to the Disclosing Party’s and its Affiliates’ business, including any information of a confidential nature relating to the products, operations, processes, trade secrets, plans, intentions, strategies, product information, market opportunities, Digital Assets or business affairs of the Disclosing Party and its Affiliates, but shall not include information which is: (a) already known to the Receiving Party at the time of disclosure; (b) received from a third party who is not bound by an obligation to keep it confidential; (c) through no fault of the Receiving Party becomes public knowledge; or (d) independently internally developed by the Receiving Party without reference to the Confidential Information.

“Core Engine” means the foundational software architecture, reusable logic modules, libraries, and frameworks developed by NVT that form the functional basis of the Software and are intended for use across multiple client implementations.

“Customer Derivative Works” means any modifications, enhancements, adaptations, or derivative works of the Source Code created solely and independently by the Customer or its Affiliates after delivery of the Source Code by NVT, without any contribution from NVT.

“Digital Assets” means the blockchain-based tokens or any digital assets the Customer made available or intended to be made available to its end client.

“Disclosing Party” means the Party, including any of its Authorized Representatives, who discloses its Confidential Information to the other Party.

“Dispute” means any dispute, controversy or claim arising out of or in connection with this Agreement, including any question regarding the existence, validity or termination of this Agreement.

“Documentation” means all standard materials, documentation, specifications, technical manuals, user manuals, flow diagrams, file descriptions and other written information that describes the function and use of the Software and Source Code and is provided by NVT to the Customer.

“Effective Date” means the date of this Agreement as set out at the beginning of this Agreement.

“Fees” means the total fees for the Source Code Transfer and Services as set out in this Agreement and in Annexure A.

“Intellectual Property Rights” means patents, registered designs, trademarks and service marks (whether registered or not), copyright, database right, design right, moral right and other property rights in other jurisdictions that grant similar rights as the foregoing, including those subsisting in inventions, drawings, performances, software, semiconductor topographies, business names, goodwill and the style of presentation of goods and services and in applications for the protection of any of the foregoing and all rights in the nature of any of the foregoing anywhere in the world.

“NVT IP” means: (a) the Software and Source Code as delivered by NVT to the Customer; (b) any deliverables that NVT is required to deliver as expressly listed in each of the Annexures; (c) any other software or materials owned, developed or created by NVT (including NVT Affiliates or by any party on behalf of NVT) in the performance of the Services; (d) any software owned, developed or created by a third party which is licensed to NVT for the purpose of providing the Services to the Customer; and (e) any modifications to any of the above made by or on behalf of NVT.

“Receiving Party” means the Party, including its Authorized Representatives, who receives Confidential Information from the other Party.

“Professional Investor” has the meaning ascribed to it under the Securities and Futures Ordinance (Cap. 571) of Hong Kong, being an investor who meets the applicable financial threshold or professional criteria as defined therein.

“Reservoir Marketplace” means the over-the-counter secondary trading marketplace software for tokenized RWA assets issued through the RWA Tokenization System, operating as an independent protocol accessible via the Distributor End and Investor End of the RWA Tokenization System, as further described in Annexure A.

“RWA Tokenization System” means the real-world asset tokenization platform software, forming part of the Software, as further described in Annexure A.

“Services” means each of the maintenance, support services and/or other services, all as specified in the relevant Annexure.

“Software” means the RWA Tokenization System and the Reservoir Marketplace, together with all related components transferred by NVT to the Customer under this Agreement and as specified in Annexure A.

“Source Code” means the complete source code of the Software, including front-end, back-end, database scripts, smart contracts, and scripts related to development, testing, and deployment.

[*redacted*].

Customer will not, nor will it authorize or assist others to:

The aggregate liability of the Customer to NVT in respect of all causes of action arising under or in connection with this Agreement shall in no circumstances exceed the total Fees paid or payable by the Customer under this Agreement.

Each Party may have access to certain non-public information of the other Party, in any form or media, including without limitation trade secrets and other information related to the Services, software, technology, data, know-how, or business of the other Party, and any other information that a reasonable person should have reason to believe is proprietary, confidential, or competitively sensitive (the “Confidential Information”). The Documentation shall be considered as Confidential Information hereunder. Each Party shall take reasonable measures, at least as protective as those taken to protect its own confidential information, but in no event less than reasonable care, to protect the other Party’s Confidential Information from disclosure to a third party. The receiving party’s obligations under this Clause, with respect to any Confidential Information of the disclosing party, shall not apply to and/or shall terminate if such information: (a) was already lawfully known to the receiving party at the time of disclosure by the disclosing party; (b) was disclosed to the receiving party by a third party who had the right to make such disclosure without any confidentiality restrictions; (c) is, or through no fault of the receiving party has become, generally available to the public; (d) was independently developed by the receiving party without access to, or use of, the disclosing party’s Confidential Information; or (e) is disclosed to any enforcement agency in any competent jurisdiction under the Applicable Law.

or as otherwise specified by the relevant Party by notice in writing to the other Party. Any notice shall be deemed to have been duly received: (a) if delivered personally or by email, when left at the address or email address referred to in this clause (provided that, in the case of email, no automated delivery failure notification is received by the sender); (b) if sent by pre-paid first-class post or recorded delivery, on the second Business Day after posting; or (c) if delivered by commercial courier, on the date and at the time that the courier’s delivery receipt is signed.

IN WITNESS WHEREOF this Agreement has been entered into the day and year first before written.

NVTH LIMITED:

NVTHK LIMITED:

REPUBLIC POWER GROUP LIMITED: