Exhibit
4.18



Australian
Oilseeds Holdings Limited



Cowcumbla
Investments Pty Ltd



Intercompany
Loan Agreement





Execution
version



101
Collins Street

Melbourne
VIC 3000 Australia T +61 3 9614 1011

F
+61 3 9614 4661

www.allens.com.au



©
Allens Australia 2024



Allens
is an independent partnership operating in alliance with Linklaters LLP.











|Intercompany
    Loan Agreement | 
|------------------------------- | 



Contents



|1              | Defined
    terms & interpretation | 1                                           
|-------------- | ---------------------------------- | --------------------------------------------
|               | 1.1                                | Defined
    terms                           
|1.2            | Incorporated
    definitions       | 1                                           
|1.3            | Interpretation                     | 2                                           
|2              | Loans                              |                                             
|3              | Interest                           | 3                                           
|4              | Repayment                          | 3                                           
|5              | Payment                            | 3                                           
|               | 5.1                                | Payments                                    
|               | 5.2                                | Payments
    in gross                       
|               | 5.3                                | Payments
    on demand                      
|               | 5.4                                | Payment
    to be made on Business Day      
|6              | Events                             | of
    Default                              
|               | 6.1                                | Events
    of Default                       
|               | 6.2                                | Consequences
    of an Event of Default     
|7              | Tax                                |                                             
|8              | Notices                            |                                             
|               | 8.1                                | Notices
    other than those sent by email  
|               | 8.2                                | Notices
    sent by email                   
|               | 8.3                                | Receipt
    of Notices sent by email        
|               | 8.4                                | Reliance                                    
|9              | General                            |                                             
|               | 9.1                                | Receipt
    of Securities Purchase Agreement
|               | 9.2                                | Governing
    law and jurisdiction          
|               | 9.3                                | Invalidity                                  
|               | 9.4                                | Waivers                                     
|               | 9.5                                | Variation                                   
|               | 9.6                                | Assignment                                  
|               | 9.7                                | Cumulative
    rights                       
|               | 9.8                                | Counterparts                                
|Schedule
    1 |                                    | 7                                           
|               | Notice
    Details                 | 7                                           







page (i)







|Intercompany
    Loan Agreement | 
|------------------------------- | 



This
Agreement is made on               2024



Parties



|1 | Australian
    Oilseeds Holdings Limited, an exempted company incorporated in the Cayman Islands (the Lender).     
|- | -------------------------------------------------------------------------------------------------------------------
|  |                                                                                                                    
|2 | Cowcumbla
    Investments Pty Ltd (ACN 155 048 454) of Unit 2, 100 Park Road, Slacks Creek QLD 4127 (the Borrower).



Recitals



|A | The
    Lender has or will borrow amounts under the Debentures.                                                                                                                                     
|- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  |                                                                                                                                                                                                     
|B | The
    Borrower has requested the Lender, and the Lender has agreed, to lend all amounts borrowed under the Debentures to the Borrower on
    the terms and conditions contained in this Agreement.



It
is agreed as follows.



|1   | Defined
    terms & interpretation                                                                                                                                                                                                                                                        
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                           
|1.1 | Defined
    terms                                                                                                                                                                                                                                                                         
|    |                                                                                                                                                                                                                                                                                           
|    | In
    this Agreement:                                                                                                                                                                                                                                                                    
|    |                                                                                                                                                                                                                                                                                           
|    | Advancemeans a drawing under this Agreement.                                                                                                                                                                                                                                              
|    |                                                                                                                                                                                                                                                                                           
|    | Debenturehas the meaning given to it under the Securities Purchase Agreement.                                                                                                                                                                                                             
|    |                                                                                                                                                                                                                                                                                           
|    | Event
    of Default means any event specified in clause 6 (Events of Default).                                                                                                                                                                                                           
|    |                                                                                                                                                                                                                                                                                           
|    | Excluded
    Tax means a Tax imposed by any jurisdiction on the net income of the Borrower.                                                                                                                                                                                               
|    |                                                                                                                                                                                                                                                                                           
|    | Interest
    Payment Datemeans in respect of an Advance, the last day of each Interest Period for that Advance.                                                                                                                                                                           
|    |                                                                                                                                                                                                                                                                                           
|    | Interest
    Period means, for an Advance, each period selected as agreed between the Lender and the Borrower.                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                           
|    | Interest
    Rate means six percent (6%).                                                                                                                                                                                                                                                 
|    |                                                                                                                                                                                                                                                                                           
|    | Loanmeans the amount to be lent by the Lender to the Borrower in accordance with this Agreement.                                                                                                                                                                                          
|    |                                                                                                                                                                                                                                                                                           
|    | Principal
    Outstandingmeans at any time, the aggregate of all Advances outstanding at that time together with all accrued interest,
    any capitalised interest and all other debts and monetary liabilities of the Borrower to the Lender under or in relation to this
    Agreement.
|    |                                                                                                                                                                                                                                                                                           
|    | Purchasermeans Arena Investors, LP, a Delaware limited partnership.                                                                                                                                                                                                                       
|    |                                                                                                                                                                                                                                                                                           
|    | Securities
    Purchase Agreementmeans the Securities Purchase Agreement dated on 23 August 2023 (as amended from time to time) between,
    amongst others, the Lender and the Purchaser.                                                                                                
|    |                                                                                                                                                                                                                                                                                           
|1.2 | Incorporated
    definitions                                                                                                                                                                                                                                                              
|    |                                                                                                                                                                                                                                                                                           
|    | Definitions
    in the Securities Purchase Agreement (including by incorporation) apply in this Agreement unless the context requires otherwise or
    the relevant term is defined in this Agreement.                                                                                    



page 1







|Intercompany
    Loan Agreement | 
|------------------------------- | 



|1.3 | Interpretation
|--- | --------------
|    |               
|    | (a)           
|    |               
|    | (b)           
|    |               
|    | (c)           
|    |               
|    | (d)           
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|    |               
|2   | Loans         
|    |               
|    | (a)           



page 2









|Intercompany
    Loan Agreement | 
|------------------------------- | 



|    | (b)                                                                                                                                                                                 | The
    Loan will be utilised in one or more Advances, with each Advance being automatically made:                                                                                                                      
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                     |                                                                                                                                                                                                                         
|    |                                                                                                                                                                                     | (i)                                                                                                                                                                                                                     
|    |                                                                                                                                                                                     |                                                                                                                                                                                                                         
|    |                                                                                                                                                                                     | (ii)                                                                                                                                                                                                                    
|    |                                                                                                                                                                                     |                                                                                                                                                                                                                         
|3   | Interest                                                                                                                                                                            |                                                                                                                                                                                                                         
|    |                                                                                                                                                                                     |                                                                                                                                                                                                                         
|    | The
    Borrower agrees to pay interest on each Advance made to it at the Interest Rate for the applicable Interest Period to or as directed
    by the Lender. Interest:          
|    |                                                                                                                                                                                     |                                                                                                                                                                                                                         
|    | (a)                                                                                                                                                                                 | accrues
    daily from (and including) the first day of an Interest Period to (and excluding) the last day of the Interest Period or, if earlier,
    the date of repayment or prepayment of all or part of the Advance;
|    |                                                                                                                                                                                     |                                                                                                                                                                                                                         
|    | (b)                                                                                                                                                                                 | is
    payable on each Interest Payment Date and on repayment or prepayment of all or part of the Advance; and                                                                                                          
|    |                                                                                                                                                                                     |                                                                                                                                                                                                                         
|    | (c)                                                                                                                                                                                 | is
    calculated on actual days elapsed using a year of 365 days.                                                                                                                                                      
|    |                                                                                                                                                                                     |                                                                                                                                                                                                                         
|4   | Repayment                                                                                                                                                                           |                                                                                                                                                                                                                         
|    |                                                                                                                                                                                     |                                                                                                                                                                                                                         
|    | (a)                                                                                                                                                                                 | The
    Borrower must repay all or part of the Principal Outstanding to the Lender on demand.                                                                                                                           
|    |                                                                                                                                                                                     |                                                                                                                                                                                                                         
|    | (b)                                                                                                                                                                                 | The
    Borrower may prepay to the Lender any outstanding principal of the Loan and any unpaid interest, after giving reasonable advance
    notice to the Lender.                                                      
|    |                                                                                                                                                                                     |                                                                                                                                                                                                                         
|5   | Payment                                                                                                                                                                             |                                                                                                                                                                                                                         
|    |                                                                                                                                                                                     |                                                                                                                                                                                                                         
|5.1 | Payments                                                                                                                                                                            |                                                                                                                                                                                                                         
|    |                                                                                                                                                                                     |                                                                                                                                                                                                                         
|    | All
    payments by the Borrower to the Lender under this Agreement must be made:                                                                                                  
|    |                                                                                                                                                                                     |                                                                                                                                                                                                                         
|    | (a)                                                                                                                                                                                 | in
    same day funds;                                                                                                                                                                                                  
|    |                                                                                                                                                                                     |                                                                                                                                                                                                                         
|    | (b)                                                                                                                                                                                 | in
    Dollars; and                                                                                                                                                                                                     
|    |                                                                                                                                                                                     |                                                                                                                                                                                                                         
|    | (c)                                                                                                                                                                                 | on
    or before 11.00am on the due date, in such manner as the Lender may direct from time to time.                                                                                                                    
|    |                                                                                                                                                                                     |                                                                                                                                                                                                                         
|5.2 | Payments
    in gross                                                                                                                                                              
|    |                                                                                                                                                                                     |                                                                                                                                                                                                                         
|    | All
    payments which the Borrower is required to make under this Agreement must be:                                                                                              
|    |                                                                                                                                                                                     |                                                                                                                                                                                                                         
|    | (a)                                                                                                                                                                                 | without
    any set off, counterclaim or condition (other than as contemplated in the Payment Directions Deed); and                                                                                                     
|    |                                                                                                                                                                                     |                                                                                                                                                                                                                         
|    | (b)                                                                                                                                                                                 | without
    any deduction or withholding for any Tax or any other reason, unless the Borrower is required to make a deduction or withholding
    by applicable law.                                                     
|    |                                                                                                                                                                                     |                                                                                                                                                                                                                         
|5.3 | Payments
    on demand                                                                                                                                                             
|    |                                                                                                                                                                                     |                                                                                                                                                                                                                         
|    | If
    any amount payable to the Lender under this Agreement is not expressed to be payable on a specified date that amount is payable by
    the Borrower on demand by the Lender.



page 3









|Intercompany
    Loan Agreement | 
|------------------------------- | 



|5.4 | Payment
    to be made on Business Day                                                                                                                                                                                                                                                                                                                                     
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                            
|    | If
    any payment is due on a day which is not a Business Day, the due date will be the next Business Day unless that day falls in the
    following month, in which case, the due date will be the previous Business Day.                                                                                                                                                
|    |                                                                                                                                                                                                                                                                                                                                                                            
|6   | Events
    of Default                                                                                                                                                                                                                                                                                                                                                      
|    |                                                                                                                                                                                                                                                                                                                                                                            
|6.1 | Events
    of Default                                                                                                                                                                                                                                                                                                                                                      
|    |                                                                                                                                                                                                                                                                                                                                                                            
|    | It
    will be an Event of Default if:                                                                                                                                                                                                                                                                                                                                     
|    |                                                                                                                                                                                                                                                                                                                                                                            
|    | (a)                                                                                                                                                                                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                            
|    | (b)                                                                                                                                                                                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                            
|6.2 | Consequences
    of an Event of Default                                                                                                                                                                                                                                                                                                                                    
|    |                                                                                                                                                                                                                                                                                                                                                                            
|    | At
    any time while an Event of Default is subsisting the Lender may by notice to the Borrower declare the Loan and all other amounts
    payable under this Agreement immediately due and payable, and the Borrower shall immediately pay to the Lender such amounts.                                                                                                   
|    |                                                                                                                                                                                                                                                                                                                                                                            
|7   | Tax                                                                                                                                                                                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                            
|    | The
    Borrower must pay any Tax other than an Excluded Tax in respect of the Lender, which is payable in respect of the execution, delivery,
    performance, release, discharge, amendment, enforcement or attempted enforcement of this Agreement, any transaction contemplated
    under this Agreement and any payment made or received in respect of this Agreement.
|    |                                                                                                                                                                                                                                                                                                                                                                            
|8   | Notices                                                                                                                                                                                                                                                                                                                                                                    
|    |                                                                                                                                                                                                                                                                                                                                                                            
|8.1 | Notices
    other than those sent by email                                                                                                                                                                                                                                                                                                                                 
|    |                                                                                                                                                                                                                                                                                                                                                                            
|    | Any
    notice, demand, consent or other communication (a Notice) given or made under this Agreement (unless it is made under
    clause 8.2):                                                                                                                                                                                                                             
|    |                                                                                                                                                                                                                                                                                                                                                                            
|    | (a)                                                                                                                                                                                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                            
|    | (b)                                                                                                                                                                                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                            
|    | (c)                                                                                                                                                                                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                            



page 4







|Intercompany
    Loan Agreement | 
|------------------------------- | 



|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                    |                                                                                                                                                                                                                                                                                                  
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                     | (iii)                                                                                                                                                                                                                                                                                                              | in
    the case of fax, on receipt by the sender of a transmission control report from the despatching machine showing the relevant number
    of pages and the correct destination fax machine number and or name of recipient indicating that the transmission has been made without
    error;
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                    |                                                                                                                                                                                                                                                                                                  
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                     | but
    if the result is that a Notice would be taken to be given or made on a day that is not a Business Day in the place to which the Notice
    is sent or is later than 4pm (local time) it will be taken to have been duly given or made at the start of business on the next Business
    Day in that place.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                    |                                                                                                                                                                                                                                                                                                  
|8.2 | Notices
    sent by email                                                                                                                                                                                                                                                                                                                                                                                                                          
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                    |                                                                                                                                                                                                                                                                                                  
|    | Any
    Notice which may be given or made under this Agreement may instead be sent by email if:                                                                                                                                                                                                                                                                                                                                                    
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                    |                                                                                                                                                                                                                                                                                                  
|    | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                 | the
    Notice is signed by a person clearly authorised by the sender in a manner that complies with the electronic signature guidelines
    agreed by the sender and the intended recipient; and                                                                                                                 
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                    |                                                                                                                                                                                                                                                                                                  
|    | (b)                                                                                                                                                                                                                                                                                                                                                                                                                                                 | the
    Notice is sent to the email address set out in Schedule 1 for that recipient or as last notified by the intended recipient to the
    sender.                                                                                                                                                             
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                    |                                                                                                                                                                                                                                                                                                  
|8.3 | Receipt
    of Notices sent by email                                                                                                                                                                                                                                                                                                                                                                                                               
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                    |                                                                                                                                                                                                                                                                                                  
|    | A
    Notice sent under clause 8.2 will be taken to be duly given or made on the first to occur of:                                                                                                                                                                                                                                                                                                                                                
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                    |                                                                                                                                                                                                                                                                                                  
|    | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                 | receipt
    by the sender of an email acknowledgement from the recipient’s information system showing that the Notice has been delivered to the
    email address stated above;                                                                                                                                   
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                    |                                                                                                                                                                                                                                                                                                  
|    | (b)                                                                                                                                                                                                                                                                                                                                                                                                                                                 | the
    time that the Notice enters an information system which is under the control of the recipient; and                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                    |                                                                                                                                                                                                                                                                                                  
|    | (c)                                                                                                                                                                                                                                                                                                                                                                                                                                                 | the
    time that the Notice is first opened or read by an employee or officer of the recipient,                                                                                                                                                                                                                  
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                    |                                                                                                                                                                                                                                                                                                  
|    | but
    if the result is that a Notice would be taken to be given or made on a day that is not a Business Day in the place to which the Notice
    is sent or is later than 4pm (local time) it will be taken to have been duly given or made at the start of business on the next Business
    Day in that place.                                                                                                                                 
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                    |                                                                                                                                                                                                                                                                                                  
|8.4 | Reliance                                                                                                                                                                                                                                                                                                                                                                                                                                           
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                    |                                                                                                                                                                                                                                                                                                  
|    | Any
    notice sent under this clause 8 can be relied on by the recipient if the recipient reasonably believes the notice to be genuine and
    if it bears what appears to be the signature (original or facsimile) of an authorised officer of the sender (without the need for
    further enquiry or confirmation). Each party must take reasonable care to ensure that no forged, false or unauthorised notices are
    sent to another party.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                    |                                                                                                                                                                                                                                                                                                  
|9   | General                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                    |                                                                                                                                                                                                                                                                                                  
|9.1 | Receipt
    of Securities Purchase Agreement                                                                                                                                                                                                                                                                                                                                                                                                       
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                    |                                                                                                                                                                                                                                                                                                  
|    | The
    Borrower acknowledges and agrees that it has received a copy of the Securities Purchase Agreement.                                                                                                                                                                                                                                                                                                                                         
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                    |                                                                                                                                                                                                                                                                                                  
|9.2 | Governing
    law and jurisdiction                                                                                                                                                                                                                                                                                                                                                                                                                 
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                    |                                                                                                                                                                                                                                                                                                  
|    | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                 | This
    Agreement is governed by the laws of New South Wales.                                                                                                                                                                                                                                                    
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                    |                                                                                                                                                                                                                                                                                                  
|    | (b)                                                                                                                                                                                                                                                                                                                                                                                                                                                 | Each
    of the parties irrevocably submits to the non-exclusive jurisdiction of the courts of New South Wales.                                                                                                                                                                                                   



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|Intercompany
    Loan Agreement | 
|------------------------------- | 





|9.3 | Invalidity                                                                                                                                                                                     
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                
|    | (a)                                                                                                                                                                                            
|    |                                                                                                                                                                                                
|    |                                                                                                                                                                                                
|    |                                                                                                                                                                                                
|    |                                                                                                                                                                                                
|    |                                                                                                                                                                                                
|    | (b)                                                                                                                                                                                            
|    |                                                                                                                                                                                                
|9.4 | Waivers                                                                                                                                                                                        
|    |                                                                                                                                                                                                
|    | (a)                                                                                                                                                                                            
|    |                                                                                                                                                                                                
|    | (b)                                                                                                                                                                                            
|    |                                                                                                                                                                                                
|    | (c)                                                                                                                                                                                            
|    |                                                                                                                                                                                                
|    | (d)                                                                                                                                                                                            
|    |                                                                                                                                                                                                
|    | (e)                                                                                                                                                                                            
|    |                                                                                                                                                                                                
|9.5 | Variation                                                                                                                                                                                      
|    |                                                                                                                                                                                                
|    | No
    variation of this Agreement is effective unless made in writing and signed by each party.                                                                                               
|    |                                                                                                                                                                                                
|9.6 | Assignment                                                                                                                                                                                     
|    |                                                                                                                                                                                                
|    | Neither
    the Lender nor the Borrower may transfer or assign any of its rights and obligations under this Agreement.                                                                         
|    |                                                                                                                                                                                                
|9.7 | Cumulative
    rights                                                                                                                                                                          
|    |                                                                                                                                                                                                
|    | Except
    as expressly provided in this Agreement, the rights of a party under this Agreement are in addition to and do not exclude or limit
    any other rights or remedies provided by law.
|    |                                                                                                                                                                                                
|9.8 | Counterparts                                                                                                                                                                                   
|    |                                                                                                                                                                                                
|    | This
    Agreement may be executed in any number of counterparts, each of which, when executed, is an original. Those counterparts together
    make one instrument.                           



page 6







|Intercompany
    Loan Agreement | 
|------------------------------- | 



Schedule
1 Notice Details



Part
A: The Lender



|Name                                     |  | Company Number |  | Address and service details             
|---------------------------------------- |  | -------------- |  | ----------------------------------------
|Australian
    Oilseeds Holdings Limited |  | 396507         |  | Address:                                
|                                         |  |                |  |                                         
|                                         |  |                |  | Attention:                              
|                                         |  |                |  |                                         
|                                         |  |                |  | Email:    gary@energreennutrition.com.au



Part
B: The Borrower



|Name                              |  | ABN/ACN/ARBN/Company Number |  | Address and service details         
|--------------------------------- |  | --------------------------- |  | ------------------------------------
|Cowcumbla
    Investments Pty Ltd |  | 155
    048 454             |  | Address:                            
|                                  |  |                             |  |                                     
|                                  |  |                             |  | Attention:                          
|                                  |  |                             |  |                                     
|                                  |  |                             |  | Email: bob@energreennutrition.com.au



page 7







|Intercompany
    Loan Agreement | 
|------------------------------- | 



Executedas an Agreement.



LENDER



|Executed by Australian Oilseeds Holdings Limited:     | 
|----------------------------------------------------- | 
|                                                      | 
|Signature                                             | 
|Gary
    Seaton, Chairman and Chief Executive Officer | 
|Print
    Name                                        | 



page 8







|Intercompany
    Loan Agreement | 
|------------------------------- | 



BORROWER



|Executedin accordance with section 127 of the Corporations Act 2001by Cowcumbla Investments Pty Ltd: |  |                                             
|---------------------------------------------------------------------------------------------------- |  | --------------------------------------------
|                                                                                                     |  |                                             
|Director
    
    Gary
    Seaton                                                                    |  | Director/Secretary
    
    Bob
    (Wei) Wu
|Print
    Name                                                                                       |  | Print
    Name                              



page 9