COOPERATIVE FINANCING AGREEMENTPurchase Revised... · Web viewRNING THE PAYMENT OF FEES, AS WELL AS NON-CIRCUMVENTION AND NON-DISCLOSURE SHALL APPLY FOR A PERIOD OF FIVE (5) YEARS,

Letter of Intent (LOI)

DEED OF AGREEMENT (DOA)

The Provider :Address : Company Reg No : Represented by : ID Number : Nationality : Telephone No : Provider’sEmail :

( Hereinafter to the 'Seller' on one part)

And

The Buyer : Address :Represented by : Nationality : Passport # :Telephone :(Hereinafter to the 'Buyer' on the other part)

WHEREAS. The Buyer desires to Purchase Bank Instrument (BG/SBLC) from the Seller. Buyer confirms with full corporate and legal responsibility that funds available to fulfill the requirements for the Purchase of this instrument is ready and Buyer further confirm to cooperate with the Seller.

WHEREAS. The Seller desires to Purchase, transfer and assign all rights title and interest of the BG/SBLC available to it to the Buyer. Seller represents and warrants that it has the ability and resource to arrange through associates, contracts and sources, with full corporate responsibility, financial instrument in the term of assignments to be provided to Buyer. Seller hereby declares under penalty of perjury that the BG/SBLC will be backed by funds that are good, clean, clear, and free of non criminal origin, the BG/SBLC will be free and clear of all liens, encumbrances and third party interests.

NOW THEREFORE, The Buyer has agreed to Purchase the BG/SBLC at 55% of Face Value for the instrument requested and Seller has agreed to issue BG/SBLC for Purchase and both Parties hereby agree to the following:

Description of Instrument:

1. Instrument: BG, LC, SBLC, FRESH CUT (FC), 100% CASH-BACKED, ON ICC FORMAT 458 OR 758 OR 6002 (A). Minimum Face Value: : 25 Million to xxxxxxxx in First Tranche with a BlockFunds MT799 or ICBPO required AND up to 50 Billion USD/Euro in Tranches of 500 Million USD/Euro each.2. (B). Contract Amount: XXXXXXXX Billion Euro/Dollar; Euro/$X,000,000,0001st Trnache: XXXXXXXX Million Euro/Dollar; Euro/$xxx,000,000,2nd Tranche: xxxxxxxx Million Euro/Dollar; Euro/$xxxx,000,000,2 (C). Beneficiary:3. Issuing Bank: HSBC Bank London, Barclays Bank, Credit Suisse, Zurich, Duetsch Bank and other AA Rated Banks.4. Age: One Year and One Day5. Leasing Price: 52% + 3% commission, making it 55% of the BG Face Value 6. Delivery: {Bank-To-Bank Swift}7. Payment: MT1038. Hard Copy: Bonded Courier Service {within three banking days}

TRANSACTION PROCEDURES

1) (A) LESSEE SUBMITS TO LESSOR THIS SIGNED AGREEMENT, TOGETHER WITH CLIENT

INFORMATION SHEET, CORPORATE BOARD RESOLUTION, NON-SOLICITATION LETTER, SIGNATORY'S PASSPORT COPY, CORPORATE REGISTRATION AND THE IRREVOCABLE MASTER FEE PROTECTION AGREEMENT.(B) LESSEE PROVIDES HIS BANK OPINION LETTER APPROVING VERBIAGE OF OUR SWIFT MT-799 (AS PER “APPENDIX A” TO LESSOR’S DESIGNATED RECEIVING BANK; OR SENDS HIS BANK CONDITIONAL RWA LETTER TO ENDORSE YOUR PROMISSORY NOTE AS PER OUR ATTACHED APPENDICES (D) & (E).

2) AFTER COMPLETING DUE DILIGENCE, LESSOR COUNTERSIGNS THIS AGREEMENT AND IT THUS BECOMES A FULL RECOURSE COMMERCIAL CONTRACT AND RETURNS IT TO LESSEE, ALONG WITH LESSOR’S FULL BANKING COORDINATES.

3) WITHIN THREE (3) BANKING DAYS AFTER SIGNING AND LODGING OF THIS AGREEMENT, LESSEE SHALL ISSUE BLOCKED FUND OR ICBPO VIA SWIFT MT-799 (AS PER "APPENDIX A") OR MT103.23 OR BANK-ENDORSED PROMISSARY NOTE (APPENDIX E)TO LESSOR’S DESIGNATED RECEIVING BANK.

4) WITHIN THREE (3) BANKING DAYS AFTER RECEIPT AND CONFIRMATION OF THE BLOCKED FUND VIA MT-799 OR ICBPO OR MT103.23 OR PROMISSORY NOTE HARD COPY, LESSOR SHALL ISSUE A PRE-ADVICE VIA SWIFT MT-799 (AS PER "APPENDIX B").

5) WITHIN THREE (3) BANKING DAYS OF RECEIPT OF THE CONFIRMATION OF THE ABOVE MT-799 PRE-ADVICE, LESSOR’S ISSUING BANK THEN ISSUES THE BANK GUARANTEE (BG) VIA SWIFT MT-760 (AS PER "APPENDIX C") TO LESSEE’S DESIGNATED BANK RECEIVING ACCOUNT. LESSOR SHALL PROVIDE A SCANNED COLOR COPY OF SAID MT-760 TO LESSEE’S EMAIL ADDRESS FOR TRACING.

6) WITHIN FIVE (5) BANKING DAYS AFTER CONFIRMATION OF THE ABOVE MT-760 BANK GUARANTEE (BG), LESSEE'S PAYING BANK SHALL RELEASE THE AGREED FUNDS TO LESSOR’S DESIGNATED BANK ACCOUNT, AND SIMULTANEOUSLY LESSEE PAYS DIRECTLY WIRE TRANSFER THROUGH THE RELEASE FUND OF MT-103 WITH THE CONSULTING FEES PER EACH FINANCING TO THE CONSULTANTS AS PER THE RELEVANT IRREVOCABLE MASTER FEE PROTECTION AGREEMENT.

7) WITHIN SEVEN (7) BANKING DAYS OF RECEIPT OF AGREED PAYMENTS, LESSOR’S BANK SHALL SEND THE BG HARD COPY ORIGINAL TO LESSEE’S DESIGNATED BANK RECEIVING ACCOUNT BY BANK BONDED COURIER.

8) ANY UNAUTHORIZED BANK CALLS, PROBES OR COMMUNICATIONS, OR AN IMPROPER SOLICITATION OR DISCLOSURE INVOLVING ANY OF THE BANKS CONCERNED IN THIS TRANSACTION WILL RESULT IN IMMEDIATE CANCELLATION OF THIS TRANSACTION AND SUBJECT THE VIOLATING PARTY TO DAMAGES.

BENEFICIARY OF BANK INSTRUMENTS

BANKING INFORMATIONSELLER'S BANKING COORDINATES: (1) PARTY A’S ISSUING BANK COORDINATES FOR SENDING MT-799 PRE-ADVICE, MT-760 BG AND HARD COPY OF BG

BANK NAMEBANK ADDRESSACCOUNT NUMBERACCOUNT NAMESWIFT CODEBANK OFFICERBANK TELEPHONEBANK FAXBANKER’S E-MAIL

(2) SELLER’S PAYMENT RECEIVING BANK COORDINATES FOR RECEIVING POF AND 52% PAYMENT BENEFICIARY

BANK NAMEBANK ADDRESSACCOUNT NUMBERACCOUNT NAMEABA ROUTINGSWIFT CODEBANK OFFICERBANK TELEPHONEBANK FAXBANKER’S E-MAILSPECIAL INSTRUCTIONS:

UPON RECEIPT OF FUNDS, PAYMASTER TO SEND NOTIFICATION BY EMAIL TO THE DESIGNATED BENEFICIARIES IN GROUP #1 AT AND, RESPECTIVELY.

REQUIRED MESSAGE: ALL TRANSFER INSTRUCTIONS SHALL STATE: “FUNDS ARE CLEAN AND CLEAR, OF NON-CRIMINAL ORIGIN, AND ARE IMMEDIATELY PAYABLE IN CASH”

BUYER BANKING COORDINATE TO ISSUE BLOCKFUNDS MT799 OR ICBPO OR MT103.23 AND MAKE ALL PAYMENT S:

BANK NAME:BANK ADDRESS: SWIFT: ACCOUNT NO:ACCOUNT NAME:BANK OFFICER:TELEPHONE:FAX:

BUYER BANKING COORDINATE TO RECEIVE PRE-ADVICE VIA MT 799 FOLLOW ED BY MT 760 :

BANK NAME:BANK ADDRESS: SWIFT: ACCOUNT NO:ACCOUNT NAME:BANK OFFICER:TELEPHONE:FAX:

IMPROPER RELEASE OF THE ABOVE BANKING INFORMATION, FOR ANY REASON, WITHOUT THE WRITTEN PRIOR AUTHORIZATION OF OTHER PARTY, SHALL BE CONSIDERED AS A BREACH OF CONTRACT AND WILL MAKE A DEFAULTED PARTY TO BE ACTIONABLE FOR DAMAGES SUSTAINED HEREBY. EACH PARTY IS NOT ALLOWED TO CONTACT THE OTHER PARTY'S BANK WITHOUT EXPRESSED WRITTEN PERMISSION. ANY SELLER ATTEMPTING TO DO SO WILL LEAD TO CANCELLATION OF THIS FINANCING AGREEMENT. SPECIAL CONDITIONSANY UNAUTHORIZED CALLS BY ANY PARTY OR ITS REPRESENTATIVE LAWYERS TO PROBE OR COMMUNICATION IN AN IMPROPER WAY TO SELLER’S OR BUYER’S BANK(S) IN THIS FINANCING SHALL BE PROHIBITTED AND CONTRACT TERMINATED.MULTIPLE BANKS AND ACCOUNTS MAY BE USED BY SELLER AND BUYER TO FACILITATE EXHAUSTION OF THE CONTRACT. SELLER AND BUYER MAY CHANGE OR ADD THEIR BANKS BY PROVIDING WRITTEN NOTICE WITHIN TWENTY-FOUR (24) BANKING HOURS TO EACH OTHER.

BOTH PARTIES SHALL BE RESPONSIBLE FOR THEIR OWN INSTITUTIONAL COSTS, AND ACCEPT LIABILITY FOR TAXES, IMPOSTS, LEVIES OR CHARGES THAT MAY BE APPLICABLE IN THE EXECUTION OF THE FINANCING.

GENERALLY RECOGNIZED INTERNATIONAL STANDARDS CONCERNING THE PAYMENT OF FEES, AS WELL AS NON-CIRCUMVENTION AND NON-DISCLOSURE SHALL APPLY FOR A PERIOD OF FIVE (5) YEARS, RENEWABLE FOR ANOTHER FIVE YEARS PERIOD OF TIME AT THE OPTION OF BOTH PARTIES.

THIS FINANCING CONSTITUTES A PRIVATE PLACEMENT FOR BANK INSTRUMENTS BETWEEN THE PARTIES AND SHALL NOT BE CONSTRUED AS A SECURITY TRANSACTION DESCRIBED IN THE UNITED STATES SECURITIES ACT OF 1934 AS AMENDED OR BY THE LAWS OF ANY OTHER NATION.

FACSIMILE, E-FAX OR E-MAIL TRANSMISSION AND COPIES OF THIS DOCUMENT, WHEN FULLY EXECUTED ARE TO BE CONSIDERED ORIGINAL AND BINDING DOCUMENTS.

UPON ACCEPTANCE, THIS AGREEMENT BECOMES A LEGAL AND BINDING CONTRACT BETWEEN THE PARTIES. EACH PARTY HOLDS ONE OF THE AGREEMENT SIGNED IN ORIGINAL AND MAY BE EXCHANGED TO COMPLETE SIGNATURES IN WET INK AS HARD COPY CONTRACT WHEN REQUIRED.

BOTH SELLER AND BUYER JOINTLY AND SEVERALLY COVENANT AND UNDERTAKE TO ENSURE THAT THEIR RESPECTIVE OBLIGATIONS UNDER THIS CONTRACT ARE MET. FAILURE TO PERFORM THEIR OBLIGATION UNDER THIS CONTRACT WILL SUBJECT TO THE PENALTY OF TWO PERCENT (2%) OF FACE VALUE OF THE BG TO THE INJURED PARTY WITHOUT RECOURSE.

ARBITRATIONANY CONTROVERSY OR CLAIM ARISING OUT OF OR RELATING TO THIS CONTRACT, WHICH IS NOT SETTLED BY THE PARTIES, SHALL BE SUBJECT TO BINDING ARBITRATION. THE VERDICT RENDERED BY THE PANEL OF ARBITRATORS SHALL BE FINAL AND BINDING AND MAY BE ENFORCED IN ANY COURT OF COMPETENT JURISDICTION. IN THE EVENT OF A DISPUTE, THE FOLLOWING PROCEDURES SHALL APPLY:

(A) A WRITTEN NOTICE SHALL BE SENT (BY REGISTERED MAIL WITH RETURN RECEIPT REQUESTED) BY THE AGGRIEVED PARTY TO THE PARTY IN DEFAULT, WHICH SHALL INCLUDE AN EXPLICIT AND DETAILED STATEMENT OF THE DISPUTE. THE BUYER BEING SERVED THE NOTICE SHALL HAVE (15) BUSINESS DAYS TO RESPOND IN WRITING AND / OR TO CURE THE DEFAULT. IF THE PARTIES FAIL TO RESOLVE THE DISPUTE WITHIN THE FIFTEEN-BUSINESS DAY PERIOD, THE MATTER WILL BE SUBMITTED TO ARBITRATION AS FOLLOWS.

(B) THE PARTIES AGREE THAT ANY CONTROVERSY OR CLAIM ARISING OUT OF OR RELATING TO THIS BY ARBITRATION IN ACCORDANCE WITH THE RULES OF CONCILIATION AND ARBITRATION OF THE INTERNATIONAL CHAMBER OF COMMERCE, PER ICC DOCUMENT Y432-A AND OTHER APPLICABLE ICC DOCUMENTS. ARBITRATION PROCEEDINGS SHALL BE DIRECTED BY THREE ARBITRATORS, ONE APPOINTED BY EACH SELLER AND THE THIRD SUBSEQUENTLY APPOINTED BY THE FIRST TWO ARBITRATORS. THE ARBITRATORS TO BE CHOSEN BY THE PARTIES SHALL BE CHOSEN WITHIN 30 DAYS OF THE SERVICE OF A DEMAND FOR ARBITRATION ON ANY OF THE PARTIES. THE APPOINTMENT OF ANY ARBITRATOR MAY BE SUBJECT TO CHALLENGE BY ANY PARTY ONLY BY REASON OF A CONFLICT OF INTEREST. THE PARTIES AGREE TO HAVE THE DISPUTE ARBITRATED IN ACCORDANCE WITH SAID RULES OF ARBITRATION. THE ARBITRATION PROCEEDINGS SHALL BE HELD IN ------, OR OTHER LOCATION MUTUALLY AGREED IN WRITING BY THE PARTIES FAILURE TO APPEAR WITHOUT A SHOWING OF GOOD CAUSE, SHALL ENTITLE THE OTHER PARTY TO AN AWARD.

(C) THE DECISION AND AWARD MADE BY THE ARBITRATORS SHALL INCLUDE THE AWARD OF ALL COSTS AND EXPENSES INCLUDING ATTORNEY'S FEES AND EXPENSES, INCURRED BY THE AGGRIEVED PARTY AS A RESULT OF THE DISPUTE. ANY SUCH AWARD SHALL BE PAID TO THE THE UNSUCCESSFUL PARTY WITHIN THIRTY (30) DAYS AFTER THE AWARD. IN THE EVENT OF CIRCUMVENTION, EITHER DIRECTLY OR INDIRECTLY, OR ANY OTHER DISPUTE ARISING OUT OF, OR RELATING TO THIS CONTRACT, THE AGGRIEVED PARTY SHALL BE ENTITLED TO MONETARY COMPENSATION EQUAL TO THE MAXIMUM FEE, REMUNERATION, CONSIDERATION, OR BENEFIT IT WOULD HAVE RECEIVED FROM SUCH TRANSACTION, AND SUCH OTHER DAMAGES AND RELIEF AS MAY BE DEEMED APPROPRIATE. THE SUM ALLOWED AND RELIEF GRANTED SHALL BE PAID AND BECOME DUE AND PAYABLE WITHIN THE THIRTY (30) DAY PERIOD REQUIRED FOR THE PAYMENT OF FEES AND EXPENSES, UNLESS OTHERWISE SPECIFIED IN THE ARBITRATION DECISION. SETTLEMENT UPON AN AWARD SHALL BE FINAL, AND MAY BE ENTERED IN ANY COURT OF COMPETENT JURISDICTION.

NO N-C I R C U M V E N T I O N & NO N-DI S C L O S U RE THE PARTIES HEREIN AGREE THE NON-CIRCUMVENTION / NON-DISCLOSURE RULES OF ICC, LATEST EDITION, SHALL APPLY TO THE TRANSACTION FOR A PERIOD OF (5) FIVE YEARS FROM THE DATE OF EXECUTION OF THIS AGREEMENT BY THE UNDERSIGNED, HIS/HER ASSIGNS, AGENTS, AND/OR HEIRS. THIS NC/ND ALSO APPLIES TO ANY AND ALL OTHER TRANSACTIONS DIRECT OR INDIRECT. REGARDING THIS TRANSACTION AND ITS POSSIBLE ROLLOVERS AND EXTENSIONS, EACH PARTY AND THEIR RESPECTIVE INTERMEDIARIES WARRANT NOT REVEALING THE BANKING COORDINATES, PROVIDED HEREIN, TO ANY INDIVIDUAL OR INSTITUTION OTHER THAN THOSE BANKING OFFICERS NECESSARY FOR COMPLETION OF THIS FINANCING.

AFTER CONFIRMATION, BY SIGNATURE AND SEAL, THIS DOCUMENT WILL BE EFFECTIVE EQUAL AS AN AGREEMENT/ CONTRACT. EACH PARTY HOLDS ONE OF THE EFFECTIVE AGREEMENT/CONTRACTS BY THEIR EXECUTION BELOW, THE PARTIES HERETO AGREE TO THE GENERAL TERMS AND ALL CONDITIONS HEREIN AND WARRANT UNTO THE OTHER THE ENTIRE AGREEMENT BETWEEN PARTIES.

IN WITNESS WHEREOF THE PARTIES EXECUTED THIS AGREEMENT ON THE DATE BELOW WRITTEN.

SIGNED BY THE BUYER

<SEAL>_____________________________ Date: 15 September 2023 Name: Title: Passport No.: Country: Issue Date: Expiry Date:

SIGNED BY THE BUYER

<SEAL>_____________________________ Date: 15 September 2023 Name: Title: Passport No.: Country: Issue Date: Expiry Date:

APPENDIX A

BANK OPINION LETTER

(PLEASE NOTE THAT THE FOLLOWING BANK OPINION LETTER WILL BE REQUIRED BY US ALONG WITH YOUR LOI. THE CLIENT IS REQUIRED TO SEND ANY ONE OF THEM THROUGH SWIFT 799 FOR RECEIVING BG/SBLC, AFTER THE CLIENT RECEIVES OUR COUNTERSIGNED CONTRACT FROM THE BG/SBLC PROVIDER. IT IS NEITHER ANY COMMITMENT OF PAYMENT NOR ANY TYPE OF RWA FROM CLIENT. IT IS JUST AN OPINION LETTER ABOUT OUR VERBIAGES AS BELOW).

THE CLIENT WILL HAVE TO FOLLOW THIS CLAUSE IN OUR DOA PROCEDURE:

(B) LESSEE/BUYER PROVIDES HIS BANK OPINION LETTER REGARDING ACCEPTANCE OF OUR VERBIAGE OF OUR SWIFT MT-799 (AS PER “APPENDIX A” TO LESSOR’S/SELLER’S DESIGNATED RECEIVING BANK ALONG WITH HIS LOI.

BANK OPINION LETTER APPROVING OUR VERBIAGE OF ICBPO ON BANK LETTERHEAD

(Addressed to the PROVIDER or to its own client)

WE AGREE WITH THE VERBIAGE OF THE BLOCKFUNDS MT 799 OR OF ICBPO AS GIVEN IN APPENDIX A.

BANK OFFICER: (……………..NAME, SIGN AND SEAL…………..)

APPENDIX AACCEPTABLE DRAFT OF

PROOF OF FUNDS – BLOCK FUNDS SWIFT INPUT: MT 799

PROOF OF FUNDS – BLOCKED FUNDSREGARDING

TRANSACTION CODE: …………………………………….

SENDERBANK NAME: BANK ADDRESS: BANK TEL/ FAX: BANK OFFICER NAME: SWIFT CODE: ACCOUNT NAME: ACCOUNT NO:

RECEIVERBANK NAME: BANK ADDRESS: BANK OFFICER NAME: SWIFT CODE: ACCOUNT NAME: ACCOUNT NO: BANK TEL / FAX:WE,-----------------------THE BANK, HAVING AN ADDRESS AT---------------- , HEREBY CONFIRM WITH FULL BANK RESPONSIBILITY AND LIABILITY THAT OUR CLIENT-----------------------------HAS ON DEPOSITS WITH OUR BANK UNDER THEIR SOLE SIGNATURE IN ACCOUNT NUMBER---------------- (or IBAN NUMBER: -----------------), FOR THE THE SUM OF XXXXXXXXXX MILLIONTHESE FUNDS ARE CLEAN, CLEARED, OF NON-CRIMINAL ORIGIN AND ARE FREE OFANY LIENS AND ENCUMBRANCES AND ARE AVAILABLE TO THE CLIENT WITHOUT ANY RESTRICTIONS.

THESE FUNDS ARE CURRENTLY PUT ON ADMINISTRATIVE HOLD FOR THE BENEFIT OF (BENEFICIARY NAME), FOR THE PERIOD OF 45 DAYS OR TILL THE TRANSACTION …………………………………..IS COMPLETED, WHICHEVER IS EARLIEST. THIS INSTRUMENT WILL REMAIN VALID UNTILL THE END OF THIS TRANSACTION. THIS INSTRUMENT WILL AUTOMATICALLY EXPIRE IF PRE-ADVICE MT799 OR MT760 IS NOT RECEIVED BY US WITHIN 10 BANKING DAYS OF ITS ISSUING DATE.

THIS INSTRUMENT IS VERIFIABLE AND CONFIRMABLE BY RESPONSIBLE BANK INQUIRY AND IS SUBJECT TO THE UNIFORM COMMERCIAL CODE AND IS GIVEN FOR AND ON BEHALF OF …………………………………., THE ISSUER.

BANK OFFICER NAME BANK OFFICER NAME TITLE TITLE PIN NO: PIN NO:

ACCEPTABLE DRAFT OF ICBPO

SWIFT INPUT: MT 799REGARDING

TRANSACTION CODE: …………………………………….

IRREVOCABLE CONDITIONAL BANK PAYMENT ORDER via MT-799

SENDER:BANK:BANK OFFICER:PHONE NUMBER:FAX NUMBER:S.W.I.F.T. CODE:ACCOUNT NUMBER:ACCOUNT HOLDER:BY THE ORDER OF:

RECEIVER:BANK NAME:BANK ADDRESS: SWIFT CODE :ACCOUNT NAME:ACCOUNT NUMBER:BANK OFFICER: BANK TELEP NO.: DATE OF ISSUE;DATE OF EXPIRE:TRANSACTION CODE:

NARRATIVE: WE, ____________ BANK NAME____________REPRESENTED BY THE UNDERSIGNED OFFICERS HEREBY OPEN OUR IRREVOCABLE, ASSIGNABLE, TRANSFERABLE, CONFIRM-ABLE AND CONDITIONAL BANK PAYMENT ORDER IN FAVOR OF ……………………. FOR THE THE SUM OF XXXXXXXXXXX DUE 45 DAYS FROM THE DATE OF THE TRANSMISSION OF THIS SWIFT WHICH IS:____ (DATE) OR UNTIL THIS TRANSACTION IS COMPLETED WHICHEVER ONE COMES FIRST. THIS INSTRUMENT WILL REMAIN VALID UNTILL THE END OF THIS

TRANSACTION. THIS INSTRUMENT WILL AUTOMATICALLY EXPIRE IF PRE-ADVICE MT799 OR MT760 IS NOT RECEIVED BY US WITHIN 10 BANKING DAYS OF ITS ISSUING DATE. PAYMENT IS AVAILABLE ON THE BENEFICIARY'S FIRST WRITTEN DEMAND VIA BANK WIRE TRANSFER UPON THE SUCCESSFUL COMPLETION OF THE TRANSACTION AS CONTAINED IN TRANSACTION CODE NO:XXXXXXX WE ALSO CONFIRM THAT PARTIAL DRAWINGS AND MULTIPLE PRESENTATIONS ARE ACCEPTABLE. WE, ENGAGE WITH YOU THAT THE DRAFTS DRAWN UNDER AND IN COMPLIANCE WITH THE TERMS OF THIS IRREVOCABLE, CONDITIONAL BANK PAYMENT ORDER SHALL BE DULY HONORED ON THE PRESENTATION TO US. THIS IRREVOCABLE, CONDITIONAL BANK PAYMENT ORDER IS SUBJECT TO UNIFORM CUSTOM AND PRACTICE FOR DOCUMENTARY CREDIT (1993 EDITION) I.C.C. PUBLICATION NUMBER 500. THIS BANK PAYMENT GUARANTEE IS CASH-BACK AND IT SHALL EXPIRE ON:…. FOR AND ON BEHALF OF …………………(FULL NAME AND ADDRESS OF ISSUING BANK) END OF TRANSMISSION:

BANK OFFICER (1) BANK OFFICER (2)NAME: NAME:TITLE: TITLE:

I AGREE TO ISSUE ANY ONE OF THE MT799 AS PER VERBIAGES ABOVE AFTER GETTING THE COUNTERSIGNED CONTRACT FROM THE PROVIDER.

Signed this 15 September 2023

<SEAL>_____________________________ Date: 15 September 2023 …………Signatory Name: Title: DirectorPassport No.: Country: Date of Issue: Date of Expiration:

ASSURANCE OF PRE-ADVICE DELIVERY TO CLIENT’S BANK

We further confirm that upon the swift transmission and the copy of such transmission with your bankautomatic answer back code clearly readable been given to you and your receiving bank is unable to tracesuch swift transmission from our Issuing Bank, we will initiate bank to bank communication via other securedmeans such as via Bank to Bank Email. We will endeavor to assist you bank to trace such swift transmissionfrom our Issuing Bank until it is be traced.

We irrevocably confirm to refund the amount of US$ 15,800.00 (Fifteen Thousand and Eight Hundred Dollars)to you should we unable to send the Pre Advise via swift MT799 within 5 (Five) days of receiving this swifttransmission fees and or if within 10 (Ten) days of receiving this swift transmission fees we still unable to haveour Issuing Bank communicate with your Receiving Bank to assist in tracing the swift MT799 Pre Advise.

We further attest our confirmation as above by fixing our signature and company seal / stamp.

Truly,

PROVIDER

APPENDIX A2SWIFT FORMAT MT 799 SBLC PRE ADVISE(TO BE ISSUED BY SBLC ISSUING BANK)

---------------------------Message Header-------------------------------Swift Output ： MT799 Free Format MessageSender ：Receiver ：--------------------------------Message Text--------------------------------79： Narrative

ATTENTION BANK OFFICER:

DEAR SIR / MADAM,

PLEASE ADVICE THIS SWIFT IMMEDIATELY TO YOUR CLIENT, ________________

WE, ____________, _________________ WITH FULL BANKING RESPONSIBILITY, HEREBY CONFIRMTHAT WE ARE READY, WILLING AND ABLE TO ISSUE THE BELOW MENTIONED STANDBY LETTER OFCREDIT VIA SWIFT MT760 IN YOUR CLIENT FAVOR FOR THE ACCOUNT OF YOUR CLIENT,______________ WITH A STANDBY LETTER OF CREDIT VALIDITY OF ONE (1) YEAR AND ONE (1)DAY SINCE DATE OF ISSUE, IN THE FACE AMOUNT OF USD $50,000,000.00 (SAY UNITED STATESDOLLARS FIFTY MILLION ONLY). TEXT OF THE STANDBY LETTER OF CREDIT AS BELOW:.<<QUOTE

At the request of ______________ (the “applicant”) with a registered at ____________ wehereby establish in your favour our cash backed irrevocable standby, transferable andassignable letter of credit for maximum million ($__0,000,000) dollars, to guaranteepayment of the sums due to you by our customer for _________ (the “Contract”).

Upon our receipt of your demand by authenticated swift at our counter stating the amountis due and has not been paid under the aforementioned Contract, we shall within 7 bankingdays pay you the amount specified in each of your demands provided that the maximum amountdrawn does not exceed the maximum amount due under this standby letter of credit.

We hereby irrevocably undertake and agree to pay you on receipt of your claim by way ofauthenticated swift, without any further proof or condition. Except as expressly stated,this standby letter of credit is not subject to any condition or qualification. Ourobligations under this standby letter of credit shall be individual obligations.

This standby letter of credit shall come into effect on the issuing date and shall expireat our counters on _______. Upon the date of expiry, this standby letter of credit shallautomatically become null and void whether or not it is returned to us for cancellation.

All notices and communications to us shall be sent to _____________ via authenticatedswift. All demand made hereunder must be marked “Drawn under ______ Bank _______ Branch,Standby Letter of Credit No. ______ Dated ________”. Partial and Multiple drawings arepermitted.

This standby letter of credit will expire on the above mentioned expiry date at ourcounters at __________ after which date our liability to you under this letter of creditwill cease and will be of no further effect whether this instrument is returned to us ornot.

This standby letter of credit is subject to the uniform customs and practice fordocumentary credits (2007revision) international chamber of commerce publication 600including any of its latest revisions.

For and on behalf of (Name of the Issuing Bank)Authorized Officer / Authorized Office

(Name, Title, Pin Code) (Name, Title, Pin Code)UNQUOTE

FOR AND ONHALF OF____ ISSUING BANK ____

APPENDIX B

SWIFT FORMATMT 799 FUNDING CONFIRMATION(TO BE ISSUED BY FUNDING BANK)

-------------------------------Message Header-------------------------------Swift Output ： MT799 Free Format MessageSender ：Receiver ： XXXXXXXXXX--------------------------------Message Text--------------------------------27： Sequence of Total

X/X20： Transaction Reference Number

XXXXXXXXXXXXXXXXXXXX21： Related Reference

XXXXXXXXXXXXXXXXXXXX79： Narrative

DEAR SIR/MADAM,.PLEASE ADVICE THIS SWIFT IMMEDIATELY TO YOUR CLIENT, XXXXXXXXXXXX LIMITED WITH ACCTNO. XXXXXXXXX IN YOUR BANK (“YOUR CLIENT”).WE, XXXXXXXXX AT XXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXX, ACTING ON BEHALF OF_________________ WITH ACCT. NUMBER XXXXXXXXXX IN OUR BANK (“OUR CLIENT”), WITH FULLBANKING RESPONSIBILITY, HEREBY PRESENT THIS IRREVOCABLE COMMITMENT THAT WE ARE READYTO RECEIVE THE BANK INSTRUMENT IN THE FACE AMOUNT OF _____________ (SAY_______________ MILLION ONLY) AND WE ALSO FURTHER CONFIRM THAT THE FUNDS WILL BE MADEAVAILABLE FOR OUR CLIENT’S AND YOUR CLIENT’S TRANSACTION, WITHIN FIVE (5) BANKINGDAYS, ONLY UPON OUR RECEIPT, SATISFACTORY VERIFICATION AND AUTHENTICATION OF THEINSTRUMENT, STANDBY LETTER OF CREDIT MT 760.

IN THE EVENT THE INSTRUMENT IS NOT SWIFT TO OUR BANK IN FAVOR OF OUR CLIENT VIA SWIFTMT760 WITHIN X (X) BANKING DAYS SINCE THE ISSUING DATE OF THIS SWIFT AND/OR CAN NOTBE SUCCESSFULLY SWIFT VERIFIED AND AUTHNETICATED BY OUR BANK, THIS IRREVOCABLECOMMITMENT SHALL BE TERMINATED AND AUTOMATICALLY BECOME VOID AND NULL WITHOUT PRIORNOTIFICATION TO YOUR BANK..FOR AND ON BEHALF OF(BANK NAME)COMPUTERIZED SIGNATURE OF AUTHORIZED BANK OFFICER #1COMPUTERIZED SIGNATURE OF AUTHORIZED BANK OFFICER #2--------------------------------End of Message--------------------------------

Buyer LetterrpadTransaction Code: Seller Code:

APPENDIX CSWIFT FORMAT MT 760

(TO BE ISSUED BY SBLC ISSUING BANK)

-------------------------------Message Header-------------------------------Swift Output ： MT760Sender ：Receiver ：--------------------------------Message Text--------------------------------Date:Name of Issuing Bank:Issuing Bank Address:Bank SWIFT Code:Bank Officer:

Name of Receiving Bank:Bank SWIFT Code:Attention Bank Officer:

Standby Letter of Credit:Beneficiary:Address:Currency:Amount:Issuing Date:Maturity Date:

At the request of ______________ (the “applicant”) with a registered at ___________

_ wehereby establish in your favour our cash backed irrevocable standby, transferable andassignable letter of credit for maximum million ($__0,000,000) dollars, to guaranteepayment of the sums due to you by our customer for _________ (the “Contract”).

Upon our receipt of your demand by authenticated swift at our counter stating the a

mountis due and has not been paid under the aforementioned Contract, we shall within 7 bankingdays pay you the amount specified in each of your demands provided that the maximum amountdrawn does not exceed the maximum amount due under this standby letter of credit.

We hereby irrevocably undertake and agree to pay you on receipt of your claim by wa

y ofauthenticated swift, without any further proof or condition. Except as expressly stated,this standby letter of credit is not subject to any condition or qualification. Ourobligations under this standby letter of credit shall be individual obligations.

This standby letter of credit shall come into effect on the issuing date and shall

expireat our counters on _______. Upon the date of expiry, this standby letter of credit shallautomatically become null and void whether or not it is returned to us for cancellation.

LESSOR’s initials: Page 10 of 21 BUYER’s initials:


All notices and communications to us shall be sent to _____________ via authenticat

edswift. All demand made hereunder must be marked “Drawn under ______ Bank _______ Branch,Standby Letter of Credit No. ______ Dated ________”. Partial and Multiple drawings arepermitted.

This standby letter of credit will expire on the above mentioned expiry date at ourcounters at ………____ after which date our liability to you under this letter of credit

will cease and will be of no further effect whether this instrument is returned to us ornot.

This standby letter of credit is subject to the uniform customs and practice fordocumentary credits (2007 Revision) international chamber of commerce publication 600including any of its latest revisions.

For and on behalf of (Name of the Issuing Bank)Authorized Officer / Authorized OfficerName, Title, Pin Code) (Name, Title, Pin Code)e, Title, Pin Code)

CLIENT’S INFORMATION SHEET

In accordance with Articles two (2) through five (5) of the Due Diligence Convention and the Federal Marketing Commission Circular of December 1998, concerning the prevention of money laundering, the following information may be supplied to Banks and/or other Federal Institutions for purposes of verification.

1. Buyer’s Name:Company’s name Registered Address Contact AddressDirectors Business Registration No. Telephone No. -Facsimile No.

2. Represented for this transaction by: Nationality Passport Number Date of Issue Date of Expiration Date of Birth Place of Birth Address Telephone No.Mobile No. Email Address

3. Legal Counsel: Address Telephone No. Facsimile No.



Email Address

4 Buyer’s Banking:Name of Bank Bank Address

Account Name Account Number Account Signatory S.W.I.F.T. Code Bank Officer / Title Telephone No. Facsimile No.E-Mail:

5 Funds Information:Origin: Funds by Business earningAmount available for this transaction: .....................................Are funds clean and clear? YES

6 Brief Description of Corporate Activities:Investment management

Declaration: I hereby swear under penalty of perjury, that the information provided is both true and accurate. I am the signatory on the aforementioned Bank account. All monies engaged in this transaction are derived from non-criminal origin; and, are good, clean and cleared. The origin of funds is in compliance with Anti-Money-Laundering Policies as set forth by the Financial Action task Force (FATF) 6/01.

Signed this 15 September 2023

<SEAL>_____________________________ Date: 15 September 2023 …………Signatory Name: Title: DirectorPassport No.: Country: Date of Issue: Date of Expiration:

CERTIFICATE OF INCORPORATION OF BUYER

BOARD RESOLUTION

THIS IS TO CERTIFY THAT THE BOARD OF DIRECTORS OF XXXXXX HAVING IT’S CONTACT ADDRESS AT NO.XXXXXXX (HEREINAFTER REFERRED TO AS THE “COMPANY”) HAVING A BOARD OF DIRECTORS MEETING WHICH WAS DULY AND REGULARLY CALLED, NOTICED AND HELD ON 15 SEPTEMBER 2023, AT THE COMPANY’S ABOVE REFERENCED CONTACT ADDRESS



AT WHICH THERE WAS PRESENT A QUORUM THEREOF, WHEREIN THE FOLLOWING RESOLUTIONS WERE UNANIMOUSLY ADOPTED, TO WIT:

RESOLVED: THAT XXXXXXXXX, HOLDER OF XXXXXXX PASSPORT NUMBER XXXXXXXXX, DIRECTOR AND AUTHORIZED SIGNATORY FOR AND ON BEHALF OF THE COMPANY, WAS FULLY AUTHORIZED TO ACT INDIVIDUALLY AS THE SOLE REPRESENTATIVE OF THE COMPANY TO EXECUTE ALL NECESSARY DOCUMENTS ON BEHALF OF THE COMPANY IN CONNECTION WITH BANK INSTRUMENTS TRANSACTIONS AND TO EFFECT THE OPENING AND OPERATION OF BANK ACCOUNTS ON BEHALF OF AND FOR THE BENEFIT OF THE COMPANY AT ANY BANK(S) HE SHALL SELECT, AND BE A SIGNATORY THEREON, TO ACCEPT AND DISBURSE FUNDS THERE FROM, AT HIS DISCRETION AND DETERMINATION, AND TO EXECUTE CONTRACTS WITH HIS SELECTED SOURCES AND BANKS THEREIN, AT HIS DISCRETION, FOR AND IN THE BEST INTEREST OF THE COMPANY.

FURTHER RESOLVED: THAT MR. XXXXXXXXX, DIRECTOR OF THE COMPANY, BE AND HEREBY IS AUTHORIZED AND DIRECTED TO CERTIFY THAT THE FOREGOING RESOLUTIONS AND THE PROVISIONS THEREOF ARE IN CONFORMITY WITH THE CHARTER, BYLAWS AND ARTICLES OF INCORPORATION OF THE COMPANY, AND THAT THE FOREGOING RESOLUTION AND THE AUTHORITY THEREBY CONVEYED SHALL REMAIN IN FULL FORCE AND EFFECT UNTIL THE PURPOSE SET FORTH HEREIN ARE ACCOMPLISHED.

IT IS FURTHER CERTIFIED THAT THIS CORPORATE RESOLUTION’S FAX OR PHOTOCOPIES SHALL BE OF EQUAL VALUE TO THEIR ORIGINAL AND SHALL BE ACCEPTED AS SUCH BY EVERYONE, FOR ALL PURPOSES, EVERYWHERE.

IN WITNESS WHEREOF, I HAVE HEREUNTO SET MY HAND AND SEAL OF THE COMPANY IN CERTIFICATION OF THE ABOVE RESOLUTIONS & PROVISIONS ON THIS DAY OF 15 September2023.

SIGNED BY THE CHAIRMAN OF BOARD:

____________________________NAME: TITLE: OWNER / DIRECTOR PASSPORT №: PLACE OF ISSUE: DATE OF EXPIRY:



NON-CIRCUMVENTION AND NON-DISCLOSUREALL PARTIES DO HEREIN AGREE THAT THE NON-CIRCUMVENTION AND NON-DICLOSURE RULES (NCND) OF ALL ISSUES FROM THE ICC 500 APPLY TO THIS TRANSACTION FOR A PERIOD OF FIVE (5) YEARS FROM DATE OF EXECUTION OF THIS AGREEMENT BY THE UNDERSIGNED, HIS OR HER ASSIGNS, AGENTS AND/OR HEIRS. THIS NCND ALSO APPLIES TO ANY AND ALL OTHER TRANSACTIONS DIRECT OR INDIRECT INITIATED BY THESE INTERMEDIARIES. THE UNDERSIGNED AGREES THAT THIS FEE PROTECTION IS ASSIGNABLE AND TRANSFERABLE TO THE BENEFICIARIES, DESIGNS, HEIRS AND ASSIGNS UPON WRITTEN NOTICE OF ALL PARTIES, AND SHALL NOT BE AMENDED WITHOUT THE EXPRESS WRITTEN CONCENT OF THE PARTIES. IF NO CONTRACT IS COMSUMMATED, THIS FEE PROTECTION AGREEMENT IS NULL AND VOID IN ITS ENTIRETY.

ALL DISCLOSED BANKING INFORMATION SHALL BE STRICTLY CONFIDENTIAL. NO COMMUNICATION BETWEEN BANKING OFFICERS. OTHER THAN TRANSMISSION BY SWIFT WIRE TRANFER AND ANY OTHER TRANSMISSION SPECIFICALLY AUTHORIZED BY THE BENEFICIARIES, IS PERMITTED. ALL COMMUNICATION SHALL CLEARLY REFERENCE THE TRANSACTION CODE, THE SELLER’S CODE AND THE BUYER’S CODE REFERRED TO HEREIN. SHOULD A CONTRACT BE SIGNED BETWEEN THE SELLER AND BUYER, A BANK ENDORSED CORPORATE PAY ORDER WILL BE ISSSUED TO THE PAYMASTER OF EACH GROUP, FOLLOWED BY A SWIFT WIRE TRANSFER TO THE PAYMASTER’S ACCOUNT, WHEN PAYMENT FOR THE BANK INSTRUMENT IS COMPLETED. AN EXECUTED FACSIMILE OR EMAIL COPY SHALL BE DEEMED TO BE AS AN ORIGINAL.

Executed this day………. 15 September 2023 …….by BUYER

<SEAL>________________________For and on behalf of BuyerName: Title: DIRECTORPassport No.:Nationality:



NON-SOLICITATION LETTERI, Buyer name, title, with Passport #, , do hereby confirm that I have requested of you and your associates, specific confidential information and documentation regarding a currently available Private Placement Program to serve for our interest, purposes and understanding only, and not for further distribution. We are hereby agreeing to keep all information received by you as STRICLY CONFIDENTIAL AND PROPRIETARY.

I hereby declare that I am fully aware that the information presented by you is not in any way considered or intended to be solicitation of funds of any sort, or any type of offering, but is intended for general knowledge and educational purposes only. I affirm that I have requested information from you and your associates of my own choice and free will, and further that you have not solicited me in any way.

I understand that the completed transaction is strictly one of private placement, and that it is in no way relying upon or relating to the United States Securities Act of 1933 or related regulations, and it does not involve the sale of registered securities.

Further, I hereby declare that I am not a licensed broker or government employee. I have mutually agreed that this private placement transaction is exempt from the Securities Act, and is not intended for the general public, and all matters are for PRIVATE USE ONLY Agreed and Accepted by the BUYER:

This day xxxxx15 September 2023.

<SEAL>___________________________For and on behalf of BuyerName: Title: DIRECTORPassport No.: Nationality:



IRREVOCABLE MASTER FEE PROTECTION AGREEMENT& IRREVOCABLE CORPORATE PAYMENT ORDER

DATE:

TO: BOTH PARTIES’ CONSULTANTSDescription of Instrument:

1. Instrument: BG, LC, SBLC, FRESH CUT (FC), 100% CASH-BACKED, ON ICC FORMAT 458 OR 758 OR 6002. Minimum Face Value: : 25 Million to xxxxxxxx in First Tranche AND up to 50 Billion USD/Euro in Tranches of 500 Million USD/Euro each.2. (B). Contract Amount: XXXXXXXX Billion Euro/Dollar; Euro/$X,000,000,0001st Trnache: XXXXXXXX Million Euro/Dollar; Euro/$xxx,000,000,2nd Tranche: xxxxxxxx Million Euro/Dollar; Euro/$xxxx,000,000,2 (C). Beneficiary:4. Issuing Bank: HSBC Bank London, Barclays Bank, Credit Suisse, Zurich, Duetsch Bank and other AA Rated Banks.5. Age: One Year and One Day6. Leasing Price: 52% + 3% commission, making it 55% of Face Value 7. Delivery: {Bank-To-Bank Swift}8. Payment: MT1039. Hard Copy: Bonded Courier Service {within three banking days}

Irrevocably and unconditionally, without protest, demand or delay, promise and guarantee to pay consultancy fees of Three Percent (3%) of the face value of the instruments, for the benefit of the consultants being hereinafter called collectively the “beneficiaries” and individually a “Beneficiary”. The said consultancy fee shall be paid upon the successful closing of each and every tranche concurrently with each payment of the instruments purchased by us. Further, the said consultancy fees shall be paid in good, clean clear and unencumbered Euros/Dollars and delivered, via wire transfer, to your designated trust/bank account coordinates. This “Fee Agreement-Pay Order” is unconditional, assignable and divisible. This “Fee Agreement-Pay Order” shall endure to the benefit of the beneficiaries and their respective heirs, administrators, successors and assigns, as the case may be, and shall be binding and enforceable upon us, our successors and assigns as the case may be, until this transaction, including any renewals, extensions and additions are fully completed. This Fee Agreement-Pay Order, if transmitted by facsimile or electronic mail shall be considered an original, legally enforceable document. Generally recognized International Standards of Non Circumvention and Non-disclosure are applicable for a period of Five Years from the date of this document or the last date of the contract including any renewals, extensions and additions are fully completed and we agree to respect those. We hereby declare that we are fully aware that the information received from you is in direct response to our request and is not in any way considered or intended to be a solicitation of funds of any sort, or any type of offering, and is intended for our general knowledge only. We hereby affirm, under penalty of perjury, that we have requested information from you and your organization by our choice and free will, and further that you have not solicited us in any way. Intermediaries are NOT Advisors of any kind. Parties to this agreement are independent contractors and all contemplated payments and/or disbursements hereunder are divided interests. Nothing in this agreement construes or creates a



partnership or employer/employee relationship between or among the parties hereto. All taxes, federal, state or other are the independent responsibility of each of the parties hereto. The above stated codes, (the Seller’s code to be provided by the Seller) and any other identification codes shall remain the same and shall not be changed until this transaction including any renewals, extensions and additions are fully completed and we agree to respect those. The transaction code may be amended only by agreement between all parties hereto. This transmission via facsimile will be accepted as an original and I confirm that I have authority to execute this Pay Order.

Irrevocable Fee Protection / Irrevocable Pay order for Consultant Fees of Three Percent (3%) of the face value from each and every tranche of this transaction, including any rolls or extensions, to be paid to Buyer’s broker only:

TOTAL COMMISSIONS: 3%

SELLER’S SIDE COMMISSION: Total 1% (Closed) OF FULL FACE VALUE, INCLUDING ROLLS AND EXTENSIONS, TO BE SPLIT AND PAID TO THE FOLLOWING PAYMASTERS:

PAYMASTER #S-1: TO RECEIVE 100% OF THE 1% OF THE FACE VALUE (CLOSED)Paymaster Name HUSSAIN KHAN, TOKYOPaymaster AddressPassport NumberPaymaster TelephonePaymaster FaxPaymaster EmailBank NameBank AddressBank OfficerBank TelephoneBank FaxSWIFT CodeABA RoutingAccount NameAccount Number (IBAN)BeneficiarySpecial InstructionsRequired Instructions Text Message: The S.W.I.F.T. or Clear Stream text

message covering all remittances shall clearly state the following: “THE REMITTER IS KNOWN TO US. THIS IS DONE WITH FULL BANKING RESPONSIBILITY AND WE ARE SATISFIED AS TO THE SOURCE OF FUNDS SENT TO US.” FOR SAME DAY SETTLEMENT.

Special Instructions Same Day Transfer and Immediate Credit - CURRENCY: Euro or US Dollars. All Wire transfers shall incorporate below Text Message and a copy of Bank Wire Transfer slip shall be emailed to: for legal verification and documentation pursuant to Patriot Act/Banking regulations with One Original Contract copy to be filed with Bank



BUYER’S SIDE COMMISSION: (Open) 1% OF FULL FACE VALUE, INCLUDING ROLLS AND EXTENSIONS, TO BE SPLIT AND PAID TO THE FOLLOWING PAYMASTERS:

PAYMASTER #S-2: TO RECEIVE XX% OF THE 1% (Closed)Paymaster NamePaymaster AddressPassport NumberPaymaster TelephonePaymaster FaxPaymaster EmailBank NameBank AddressBank OfficerBank TelephoneBank FaxSWIFT CodeABA RoutingAccount NameAccount Number (IBAN)BeneficiarySpecial InstructionsRequired Instructions Text Message: The S.W.I.F.T. or Clear Stream text

message covering all remittances shall clearly state the following: “THE REMITTER IS KNOWN TO US. THIS IS DONE WITH FULL BANKING RESPONSIBILITY AND WE ARE SATISFIED AS TO THE SOURCE OF FUNDS SENT TO US.” FOR SAME DAY SETTLEMENT.

Special Instructions Same Day Transfer and Immediate Credit - CURRENCY: Euro or US Dollars. All Wire transfers shall incorporate below Text Message and a copy of Bank Wire Transfer slip shall be emailed to: for legal verification and documentation pursuant to Patriot Act/Banking regulations with One Original Contract copy to be filed with Bank

PAYMASTER #B-3: (open)TO RECEIVE ONE PERCENT (1%)Paymaster NamePaymaster AddressPaymaster TelephonePaymaster FaxPaymaster EmailBank NameBank AddressBank OfficerBank TelephoneBank FaxSWIFT Code



ABA RoutingAccount NameAccount Number (IBAN)BeneficiarySpecial Instructions SEND PRE-ADVICE PRIOR ON SENDING CASH

FUNDS TO LEGITIMATE BENIFICIARIES AND PAYMASTER FOR NOTIFICATION PURPOSES.

Required Instructions Text Message: The S.W.I.F.T. or Clear Stream text message covering all remittances shall clearly state the following: “THE REMITTER IS KNOWN TO US. THIS IS DONE WITH FULL BANKING RESPONSIBILITY AND WE ARE SATISFIED AS TO THE SOURCE OF FUNDS SENT TO US.” FOR SAME DAY SETTLEMENT.

Special Instructions Same Day Transfer and Immediate Credit - CURRENCY: Euro or US Dollars. All Wire transfers shall incorporate below Text Message and a copy of Bank Wire Transfer slip shall be emailed to: XXXXXXX for legal verification and documentation pursuant to Patriot Act/Banking regulations with One Original Contract copy to be filed with Bank

Paymasters may change their receiving banks by serving prior notice in writing to Buyer/payor within 8 banking hours thereof. Paymasters shall issue their own respective payment orders for all beneficiaries/consultants identified within their own groups per addendum a for profits received specific to this agreement and said payment orders shall be lodged with their bank officers as herein written for implementation.

This irrevocable profit participation agreement becomes unconditional, assignable, and divisible upon the successful initiation of the transaction referenced above.

All profit transfers specific to this agreement are to be made by wire or internal bank transfers and transferred immediately upon closing of each transaction or tranche or as soon thereafter as banking processes allow without liens or delays of any kind whatsoever.

This agreement becomes effective with the execution of the purchase agreement/letter of intent/transaction contract referenced by the transaction code, Seller’s code, and Buyer’s code set forth above and shall remain valid and enforceable for the full term of the contract and shall apply to any and all renewals, extensions, or any new agreements between Buyer and Seller or their shareholders and/or assigns for a period of five (5) years from the date hereof.

The applicable non-circumvention/non-disclosure conditions of the ICC 500 rules and regulations are binding upon all parties to this agreement or any other pending or future transactions. All signed copies of this agreement including fax transmissions thereof, shall be considered legally binding documents. This agreement and the rights and obligations hereof are binding and inure to the respective heirs, legal representatives, assignees and/or successors of the parties hereof.

Buyer as Master Paymaster and its bank coordinate for payment of fees:

Bank:Address:S.W.I.F.T.:Account Name:Account No.:



Acct. Signatory Name:Bank Officer:Bank Officer Tel:Bank Officer Fax:

It is understood that all parties herein involved are considered to be bound by international standard of non-circumvention/non-disclosure as governed by the international chamber of commerce, and if subject to litigation, to the laws of the involved countries.

Parties to this agreement are independent contractors and all contemplated payments and/or distributions hereunder are divided interests. All taxes, federal, state or other, are the independent responsibility of each of the parties hereto. Reporting of income and the payment of any related taxes is the sole responsibility of the parties individually.

This agreement will become an integral part and included within the purchase agreement/letter of intent/transaction contract identified with transaction code: XXXXXXX, Seller’s code: xxxxxxxxxxxxx, and Buyer’s code: XXXXXXXXXXXXXXXXXXXXXXX as soon as the contract becomes valid and signed. If no transaction is completed under the aforesaid transaction, Seller, and Buyer codes collectively, then no obligation to the beneficiaries/consultants and any other parties under this agreement is established.

The receipt of this document constitutes acknowledgement on the part of recipients hereof that the transactions herein are not to be in violation of existing regulations and laws and all parties herein are bound to obey and be in compliance with all regulations and laws as related to the transactions herein.

The signatory hereof avers and confirms that he has the power and authority to execute this irrevocable fee agreement and pay order.

ISSUED BY THE BUYER

<SEAL>_____________________________ Date: 15 September 2023

Name: Title: Passport No.: Country: Issue Date: Expiry Date:



PASSPORT COPY OF BUYER’S AUTHORIZED SIGNATORY

SIGNED BY THE SELLER

<SEAL>_____________________________ Date: 15 September 2023

Name: Title: Passport No.: Country: Issue Date: Expiry Date:

PASSPORT COPY OF SELLER’S AUTHORIZED SIGNATORY


Documents

COOPERATIVE FINANCING AGREEMENTPurchase Revised... · Web viewRNING THE PAYMENT OF FEES, AS WELL AS NON-CIRCUMVENTION AND NON-DISCLOSURE SHALL APPLY FOR A PERIOD OF FIVE (5) YEARS,