UNTUK PASILITAS KRIDIT INSTRUMENT KITA PEMAKAIAN BERSAMA.50= 50 .PEMAKAIANNYA SILAKAN DILIHAT ATURAN MAINNYA DRAFNYA ADA DI BAWAH .KANTOR PELAKSANAAN DI BADUNG DAN DI JAKARTA.TIDAK ADA PEMAKAAN BIAYA DIAWAL PERTAHUN 6+3.SILAKAN KORDINASI KESAYA.NO .HP.082164476700.IMEL./[email protected] DEED OF AGREEMENT BANK INSTRUMENT APPLICATION FORM AGE: Fresh Cut BANK INSTRUMENT: BG ⦿ SBCL MTN CD FACE VALUE: AMOUNT €500’000,000.00 EUR ⦿ USD PURPOSE OF THE INSTRUMENT: _____________________________ This Agreement is made and enters into the date xx/09/2013, by and between the parties described below: The LESSOR’S information Corporate Name: CORPORACION ACCION S.A.DE C.V. & CO-ASSIGNS Mailing Address: CALLE PEREDO NO. 208 ALTOS, DEPTO. 1, ESQUINA AVE. 27 DE FEBRERO NO. 641, CENTRO, VILLAHERMOSA, TABASCO, MEXICO Company Reg / No: Tax ID No: Country: CAC9604195R2 CAC9604195R2 Represented By: Title: MR. RAUL CASTRO-VAZQUEZ PRESIDENT/C.E.O. Passport No: Nationality: Telephone No: Direct Email: Skype id: (Hereinafter referred to the LESSOR on one part) AND The LESSEE’S information Corporate Name Mailing Address Company Reg. No Country Represented By Title Passport. no Nationality Direct Tel No Direct Fax No Direct Email Skype id (Hereinafter referred to the LESSEE on the other part) WHEREAS. The LESSEE desires to buy BG/SBLC from the LESSOR. LESSEE confirms with full corporate and legal responsibility that funds are available to fulfil the requirements for the buying of this instrument are ready and LESSEE further confirms to cooperate with the LESSOR. WHEREAS. The LESSOR desires to sell and transfer and assign all rights title and interest of the BG/ SBLC available to LESSEE. LESSOR represents and warrants that it has the ability and resources to arrange through associates, contacts and sources, with full corporate responsibility, financial instruments per the terms of assignments to be provided to LESSEE. SENDER hereby declares under penalty of perjury that the BG/SBLC will be cash 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 LESSEE has agreed to Lease, the BG/SBLC at total of 6% of Face Value (plus) consultant fees (3%) for the instruments requested and LESSOR has agreed to issue BG/SBLC for sale and both Parties hereby agree to the following: INSTRUMENTS DESCRIPTION DETAILS: 1. Instrument Type BG/SBLC 2. Total Face Value XXX EUR/USD 3. Issuing Bank HSBC/ Barclays/Credit Suisse/ Deutsche Bank 4. Leasing Fee 6% of Full Face Value + 3% commission to be shared as specified here below. 5. Payment After signing and submit contract, Sender send signed contract in “PDF Format”, with instruction letter instructing his bank to proceed with swift mt799. And after confirmation of swift mt799, Receiver will send ICBPO by swift MT199 for the value of the 6%+2% of Face Value to Sender’s Bank. Thereafter, sender will gives instruction to his bank to proceed with swift mt760. 6. Hard Copy Bonded Courier within 7 banking days PROCEDURES: 1. Lessee submits to Lessor the Deed of Agreement via e-mail with compliance documents, including ATV (Exhibit 1), CIS, copy of Signatories passport, copy of company’s Certificate of Incorporation and IMFPA. 2. After Due Dilligence within 2 banking days Lessor countersigns the Deed of Agreement, which thereby automatically becomes a full recourse commercial contract. 3. Within 2 banking days after countersigning of the Deed of Agreement Lessor’s bank officer shall contact Lessee’s bank officer in the agreed window time for authentication of Lessee’s ATV via phone conference. 4. Within 2 banking days after verification of ATV Lessee’s bank shall send BCL via MT199 (Exhibit 2) to Lessor’s bank and within 1-24 banking hours Lessee shall send copy of the BCL MT-199 to Lessor. 5. Whitin next 2 banking days Lessor’s issuing bank shall send MT-799 Pre-advice (Exhibit 3) to Lessee’s bank. (Pre-Advice shall be valid for (10) Ten banking days only). Within 1-24 banking hours, Lessor shall send copy of the MT-799 Pre-Advice to Lessee. 6. Within next 2 to 5 Banking days Lessee shall cause his bank to issue ICBPO by SWIFT MT199 (Exhibit 4) to Lessees bank; with full banking RESPONSIBILITY to pay the funds in amount of 6+3% of the instrument Face Value. 7. Within next 2 to 5 Banking days Lessor’s issuing bank shall deliver the BG/SBLC by SWIFT MT760 (Exhibit 5) to Lessees bank account. 8. Within next 1 to 4 Banking days Lessee’s bank shall pay 6% of the instrument Vace Value to Lessor’s nominated accounts and 3% commission fees to agents as per IMFPA. (Should Lessee default to pay the fees to the Lessor and the Intermediaries fees as agreed on this contract within allowed number of days on confirmation of Swift MT-760, Lessor shall instruct the issuing bank to put a claim on the BG/SBLC thereby forcing the Lessees bankers to return the BG/SBLC swift MT-760 to the issuing Bank.) 9. Within 7 banking days after receiving money by Lessor and agents, Hard copy of the BG/SBLC will be sent to Lessee’s bank by bank-bonded courier. 10. Subsiquent tranches will follow from point number 4 to point number 9 until funds and collateral have been exhausted by the both parties 11. Any unauthorized calls by any party or its representative lawyers to probes or communication in an improper way to bank(s) in this transaction shall be prohibited and contract terminated. 12. This Deed of Agreement is a full recourse commercial commitment governed by the Law of the jurisdiction that both parties reside and standards under ICC Regulation. SANCTIONS (NON PERFORMANCE): After this contract is signed by both by Sender and Lessee, and copies exchanged electronically or otherwise by a delivery service, failure to follow the closing procedure in time and form herein is considered breach of this contract and puts the failing party in default position to pay a onetime penalty fee of 1% of the contract to the suffering Party. UNAUTHORIZED BANK COMMUNICATION: Neither Party is allowed to contact the Bank of the other Party without the authorization of the Party whose bank is to be contacted. Any unauthorized contact act is breach of this contract. Notice: This is a private sale between two entities and is not to be construed as an offer of funds nor a sale of securities as defined in the Securities Act of 1933/34 NON-SOLICITATION The LESSEE hereby confirms and declares that the LESSOR, its associates or representatives or any person or persons on its behalf has/have never ever solicited the LESSEE, its shareholders or associates or representatives in any way whatsoever that can be construed as a solicitation for this transaction or for future transactions. FORCE MAJEURE Any delay in or failure of performance by either party of their respective obligations under this agreement shall not constitute a breach hereunder or give rise to any claims for damages if, and to the extent that such delays or failures in performance are caused by events or circumstance beyond the control of such party. The term “Beyond the Control of Such Party “Include Lawful order of Government or Authority, Act of War, Rebellion or Sabotage, Fire, Flood, Earthquake or other natural disasters. Any other cause not within the control of such party or which is by exercise of reasonable diligence, the party will be unable to foresee or prevent or remedy. ARBITRATION All disputes and questions whatsoever which arises between the parties to this agreement and touching on this agreement on the construction or application thereof or any account cost, liability to be made hereunder or as to any act or way relating to this agreement shall be settled by the arbitration in accordance with the arbitration laws of the ICC. This agreement contains the entire agreement and understanding concerning the subject matter hereof and supersedes and replaces all prior negotiations and proposed agreements, written or oral. Neither of the parties may alter, amend, nor modify this agreement, except by an instrument in writing signed by both parties. This agreement will be governed by and construed in accordance with the laws of United Kingdom. In the event that either party shall be required to bring any legal actions against the other it enforce any of the terms of this agreement the prevailing party shall be entitled to recover reasonably attorney fees and costs. For and On behalf of the LESSEE For and On behalf of the LESSOR ________________________________ __________________________________ Name: Name RAUL CASTRO-VAZQUEZ Passport #: Passport Nationality: Nationality: MEXICAN Issue date: Issue Date: Expiry date: Expiry date: LESSOR and LESSEE agree to the following banking co-ordinates pertaining to the agreement herein above stated: LESSOR’S BANK CO-ORDINATES TO ISSUE THE INSTRUMENT Bank Name TBD Bank Address TBD SWIFT Code TBD Account Number TBD LESSOR RESERVES THE RIGHT TO USE ANY ISSUING BANK FROM ITS MENU OF ISSUING BANKS, AND BANK ACCOUNT FOR SENDING OF THE BANK INSTRUMENT VIA SWIFT MT799 AND SWIFT MT760 (IT’S OUR BANK REGULATIONS AND PROCEDURE). LESSOR’S BANK CO-ORDINATES TO VERIFY ATV, BCL MT199 AND FOR RECEIPT OF 6% FACE VALUE BG/SBLC AS PAYMENT BY MT103 UNCONDITIONAL Bank Name BANCO SABADELL ATLANTICO SA Bank Address AV. RAMON DE CARRANZA,28,11006 CADIZ,SPAIN Account Name FOR FURTHER-CREDIT TO : CONTROMATION S.A. CORPORACION ACCION S.A.DE C.V.FOR MR RAUL CASTRO-VAZQUEZ SWIFT Code BSABESSBBXXX Account Number 0001483252 IBAN Number ES09 0081 0340 5000 0148 3252 Bank Officer Bank Tel Bank Fax Mr. Luis Gutierrez Perez +34 956 283700 +34 956 272302 SENDER RESERVES THE RIGHT TO USE ANY BANK ACCOUNT TO RECEIVE THE 1% CHARGE (IT’S OUR BANK REGULATIONS AND PROCEDURE). LESSEE’S BANK CO-ORDINATES TO RECEIVE THE INSTRUMENT MT799 AND MT760 Bank Name Bank Address Bank Officer BANK TEL: BANK FAX : BANKER EMAIL: SWIFT Code Account Holder Account Number Signatory Name LESSEES PAYING BANK CO-ORDINATES TO PAY FEES (6+3% of the Instruments Face Value) Bank Name Bank Address Bank Officer Bank Secured Tel: Bank Fax Banker Email SWIFT Code Account Holder Account Number Signatory Name LESSEE RESERVES THE RIGHT TO USE ANY OF HIS BANK ACCOUNT TO PAY FEE AND RECEIVE HIS INSTRUMENTS. (IT’S OUR BANK REGULATIONS AND PROCEDURE CLIENT INFORMATION SUMMARY In accordance with Articles two (2) through five (5) of the Due Diligence Convention and the Federal Banking Commission Circular of December 1998, concerning the prevention of money laundering, and Article 305 of the Swiss Criminal Code, the following information may be supplied to banks and/or other financial institutions for the purpose of verification of identity and activities of the investing Member, and the nature and origin of the funds that are to be utilized. All parties have an obligation to respect professional secrecy and to take all appropriate precautions to protect the confidentiality of the information each holds in respect of the others’ activities. This legal obligation shall remain in full force and effect at all times. Amount of Funds/Assets Available : €500,000,000.00 (FIVE HUNDRED MILLION EUROS) Name of Funds Owner : Client Name (Signatory) : Passport Number : Country of Residence : Passport Issue / (Date/Place) : Passport Expiry Date : Date and Place of Birth : Home Address : Home Telephone Number : Home Fax Number : Mobile Tel Number : Clients Email Address : Do you speak English? : Business Name : Business Address : Registered Office Domicile : Business Tax ID Number : (If Applicable) Years in Business : Registration Number : Country / State of Incorporation : Business Telephone Number : Business Fax Number : Legal Adviser: (Law Firm) : Legal Adviser Mail Address : Address for Mail Delivery : Address for Courier Delivery : Bank Name : Branch : Bank Address : Bank Officer / Title : Bank Officer / Title : Bank Officer Telephone Number : + Facsimile Number : + Account Number : SWIFT Code : ABA / Sort Code : Account Name : Account Signatory : Clients Account where Bank Guarantee are to be sent by SWIFT MT799 /MT760: Name of Bank : Bsnk Address : Account No. : Account Name : Sort Code ABA No. : SWIFT CODE : Bank Telephone : Bank Fax : Account Officer : President – (signatory) : (If Applicable) How were funds/assets earned? (three lines brief explanation)______ ___________________________________________________________ Origin of the funds/assets? Are funds/assets free and clear? Brief Overview of Corporate Activity: (4 lines brief explanation) ___________________________________________________________ Declaration: I/we swear under penalty of perjury, the information given above is both true and accurate. I am the signatory on the aforementioned bank account under JVA with Corporacion Accion S.A. de C.V./RaulCastro Vazquez. All monies/assets engaged in this transaction are derived from non-criminal origin: and are good cleared. The origin of funds/assets is in compliance with Anti-Money-Laundering Policies as set forth by the Financial Action Task Force (FATF) 6/01. FOR AND ON BEHALF OF: (Name or Lesee’s Corporate Name) DATE: (insert date) _________________ Name: Title: (If Using A Corporation) Passport No.: Country of Issue: RESOLUTION OF THE BOARD OF DIRECTORS COMPANY Minutes of the meeting of the Board of Directors, held on Friday, 29 November 2013 Articles of Incorporation of the Company A special meeting of the Board of Directors of COMPANY (hereinafter referred to as “Corporation”) was duly held in accordance with the Articles of Association/By Laws of the Corporation. Present at the meeting were the following Directors: Director and Chairman Mr Acting as General Manager Mr The meeting of the Directors undertook the following Corporate Resolution, which has been recorded in the Minute of the Book of the Corporation. It was unanimously resolved to utilize funds/assets in deposit at (name of the Bank) for an investment opportunity. Additionally it was unanimously resolved, that xxxxxxx, Director of the Corporation since DD/MM/YYYY and authorized signatory of the funds/assets on deposit, is authorized to use corporate bank accounts, to enter into instrument and fee agreements as necessary, to make selections as to which investment will suit best the placement of these funds/assets so as to assure the anticipated financial returns and to receive and distribute all profits from the investment. The necessary authority and powers required to undertake these tasks and responsibilities are hereby granted to: Name : X Passport No. : X Country of Origin “EXHIBIT A1” AUTHORIZATION TO VERIFY AND AUTHENTICATE Date November 29, 2013 To ____________________________ Reference € 0,000,000.000,00 EUR. TRANSACTION CODE Dear Sir, I, , Officer/Director of , holder of Passport Number , hereby authorize FC BG’s Provider and his nominated bank to verify and authenticate our funds (or credit line) in amount of (€000,000,000.00), being at , in Account Number , on a bank-to-bank basis. I, , warrant and attest that I have bank-acknowledged signatory control and title over these funds in this account, and signatory power for any agreements that result from verification of the funds. I hereby authorize you and/or your banker to verify and confirm the herein-referenced funds. Bank Name Bank Address Bank Officer Bank Telephone /Fax S.W.I.F.T. Code Account Name Account Number Account Signatory It is agreed the email attachments or facsimile copy of this Authorization to Verify and Authenticate letter is to be considered as a valid, legally acceptable copy of the original. As such it is considered legally binding and fully enforceable by mutual consent of the Parties. For and on behalf of ______________________________________ Authorized Signature: Name: Title: Passport Number: Country of Issue: S “EXHIBIT 2” ON LESSEE’S BANK LETTERHEADED BANK CONFIRMATION LETTER (BCL) TO BE SENT FROM LESEE’S BANK VIA MT199 DATE 11/29/2013 9:11:08 a11/p11 FROM BANK NAME BANK ADDRESS SWIFT CODE BANK OFFICER AMOUNT ) ACCOUNT NAME IBAN NUMBER TO BANK NAME BANK ADDRESS SWIFT CODE TEL N°. + FAX N°. + EMAIL ADDRESS BANK OFFICER . IN FAVOR OF CORPORACION ACCION S.A.DE C.V.FOR MR RAUL CASTRO-VAZQUEZ TRANSACTION CODE DEAR SIRS, WE, BANK, REPRESENTED BY THE UNDERSIGNED OFFICERS, HEREBY ISSUE THIS BANK CAPABILITY LETTER CONFIRMING WITH FULL BANK RESPONSIBILITY AND LIABILITY ON BEHALF OF OUR ACCOUNT HOLDER NAME THAT THEY HAVE CASH FUNDS IN THE AMOUNT OF EURO _________________ MILLION EURO/USD (€_____,000,000.00) FOR THE BENEFIT OF CORPORACION ACCION S.A.DE C.V.FOR MR RAUL CASTRO-VAZQUEZ, AS OF THE DATE OF THIS TRANSMISSION BEING THE FIRST TRANCHE AMOUNT TO LEASE FROM THE LESSOR FRESH CUT BANK GUARANTEE TO BE ISSUED FROM (BANK NAME). WE HEREBY ALSO CONFIRM THAT THESE FUNDS ARE LEGALLY EARNED, GOOD, CLEAN, CLEARED AND OF NON-CRIMINAL ORIGN AND VERIFIABLE ON BANK-TO-BANK BASIS BY PHONE OR FAX. FOR AND ON BEHALF OF BANK ____________________________ ___________________________ BANK OFFICER: (1) BANK OFFICER: (2) TITLE PIN: TITLE PIN: BANK SEAL EXHIBIT 3 SAMPLE PRE-ADVICE SWIFT MT-799 FROM ISSUING BANK TO LESSEE’S BANK (Text may vary in substance but the essential undertaking must be maintained) FROM BANK NAME: BANK ADDRESS: BANK TEL: BANK FAX: BENK OFFICER NAME: SWIFT CODE: ACCOUNT NAME: ACCOUNT NO: TO BANK NAME: BANK ADDRESS: BANK TEL: BANK FAX: BENK OFFICER NAME: SWIFT CODE: ACCOUNT NAME: ACCOUNT NO: DEAR SIR, WE, XX, HEREBY CONFIRM WITH FULL BANK RESPONSIBILITY, PURSUANT TO THE REQUEST AND ON BEHALF OF OUR CLIENT XX, WITH ACCOUNT NUMBER , THAT WE ARE READY, WILLING AND ABLE TO ISSUE AN UNCONDITIONAL, DIVISIBLE, AND ASSIGNABLE, CASH BACKED BG / SBLC OF ICC 500 FORMAT, TO THE BENEFICIARY XXXX IN THE TOTAL AMOUNT OF XXXX WITH MATURITY DATE OF ONE YEAR AND ONE MONTH FROM ISSUANCE DATE AND IT SHALL BE TRANSMITED VIA SWIFT MT760 WITHIN 48 BANK HOURS UPON RECEIVING SWIFT MT199 ICBPO PAYMENT OF 9% (6%+3%) TO XXXX DESIGNATED BANK ACCOUNT FROM . XXXX DESIGNATED BANK ACCOUNT. FOR AND ON BEHALF OF:XXX ISSUING BANK XXX XXX ISSUING BANK ADDRESS XXX BANK OFFICER 1 BANK OFFICER 2 TITLE (PIN) TITLE (PIN) EXHIBIT 4 SWIFT MT 199 - ICBPO PAYMENT UNDERTAKING (Text may vary in substance but the essential undertaking must be maintained) DATE: 11/29/2013 9:11:08 A11/P11 FROM: BANK NAME BANK ADDRESS SWIFT CODE BANK OFFICER IBAN NUMBER ACCOUNT NAME TO: BANK NAME BANK ADDRESS SWIFT CODE BANK OFFICER: Mr. TRANSACTION CODE: ACCOUNT NAME: ACCOUNT NUMBER: DEAR SIRS, AT THE REQUEST OF OUR CLIENT, NAME FOR THE BENEFIT OF CORPORACION ACCION S.A.DE C.V.FOR MR RAUL CASTRO-VAZQUEZ, WE, BANK , HEREBY IRREVOCABLY CONFIRM THAT WE ARE PREPARED TO UNDERTAKE THE FOLLOWING: TO RECEIVE, VIA SWIFT MT760 INTO OUR CLIENT’S ABOVE-LISTED ACCOUNT, FIVE HUNDRED MILLION EURO (€500,000,000.00) CASH-BACKED, ASSIGNABLE, TRANSFERABLE AND UNCONDITIONAL BANK GUARANTEE (“€500M BG”); AND, TO SWIFT TRANSFER A PRINCIPAL AMOUNT OF TIRTY MILLION EURO (€30,000,000.00) WITHIN THREE (3) EUROPEAN BANKING DAYS TO THE BELOW-LISTED ACCOUNT AFTER SUCCESSFULLY RECEIVING AND AUTHENTICATING THE €500M BANK GUARANTEE DELIVERED VIA SWIFT MT760 TO OUR CLIENT’S ABOVE ACCOUNT. THE HARD COPY WILL BE RECEIVED BY OUR HEAD OFFICE BY BONDED COURIER IN THE 7 (SEVEN DAYS) BANK NAME: BANK ADDRESS ACCOUNT NUMBER: ACCOUNT NAME: CORPORACION ACCION S.A.DE C.V.FOR MR RAUL CASTRO-VAZQUEZ WE, HEREBY CONFIRM THAT THE THIRTY MILLION EURO (€30,000,000.00) ARE GOOD, CLEAN AND CLEARED FUNDS DERIVED FROM A LEGAL SOURCE. YOURS FAITHFULLY, YOURS FAITHFULLY, FOR AND ON BEHALF OF BANK _________________________________ AUTHORIZED BANK OFFICER 1 _________________________________ AUTHORIZED BANK OFFICER 2 EXHIBIT 5 SAMPLE SWIFT MT-760 FROM ISSUING BANK TO LSSEE’S BANK (Text may vary in substance but the essential undertaking must be maintained) (RECEIVER MAY USE THEIR BANK VERBIAGE) FROM BANK NAME: BANK ADDRESS: BANK TEL: BANK FAX: BENK OFFICER NAME: SWIFT CODE: ACCOUNT NAME: ACCOUNT NO: TO BANK NAME: BANK ADDRESS: BANK TEL: BANK FAX: BENK OFFICER NAME: SWIFT CODE: ACCOUNT NAME: ACCOUNT NO: TRANSACTION CODE: BG/SBLC NO: CURRENCY: AMOUNT: ISSUING DATE: MATURITY DATE: FOR THE VALUE RECEIVED, WE XXXX. HEREBY IRREVOCABLY AND UNCONDITIONALLY, WITHOUT PROTEST OR NOTIFICATION PROMISE AND GUARANTEE TO PAY ON TIME, IN FULL AND WITHOUT DELAY, AGAINST THIS BG /SBLC IN FAVOUR OF XX CLIENT’S NAME XXX, THE BEARER OR HOLDER THEREOF, AT MATURITY THE OF 00,000,000.00 (AMOUNT IN WORD) IN THE LAWFUL CURRENCY OF XXX THE UNITED STATES OF AMERICA OR EUROPEAN UNION XXX. SUCH PAYMENT WILL BE MADE UPON PRESENTATION AND SURRENDER OF THIS BG / SBLC AT THE OFFICE OF XXXX WITHOUT SET OFF AND FREE AND CLEAR OF ANY DEDUCTIONS, CHARGES, FEE OR WITHHOLDING OF ANY NATURE NOW OR HEREAFTER IMPOSED, LEVIED, COLLECTED, WITHHELD OR ASSESSED BY THE GOVERNMENT OF THE ISSUING OR PAYING BANK OR ANY POLITICAL SUBDIVISION OR AUTHORITY THEREOF OR THEREIN. THIS BG /SBLC SHALL BE GOVERNED AND BE CONSTRUED IN ACCORDANCE WITH THE UNIFORM RULES FOR DEMAND GUARANTEE (URDG), AS SET FORTH BY THE INTERNATIONAL CHAMBER OF COMMERCE, PARIS, FRANCE ICC PUBLICATION #600. THIS BG / SBLC IS TRANSFERABLE, ASSIGNABLE AND DIVISIBLE WITHOUT PRESENTATION TO US. FOR AND ON BEHALF OF: XXX ISSUING BANK XXX XXX ISSUING BANK ADDRESS XXX BANK OFFICER 1 BANK OFFICER 2 TITLE (PIN) TITLE (PIN) EXHIBIT 6 PROPOSED TRANCHE SCHEDULE WEEK DAY TRANCHE # FACE VALUE REMARKS 1 1 1 €500M REQUIRED 1ST TR. 2 5 2 €1B 2 9 3 €1B 3 15 4 €1B 3 19 5 €1B 4 24 6 €1B 4 28 7 €1B 5 31 8 €1B 5 05 9 €1B 6 09 10 €1B DEAL IS MADE BASED AT THE VELOCITY OF REPLY VIA SWIFT WIRE TRANSFER AND PAYMENTS TO BE MADE BY BUYER BANK TO SELLER BAN IRREVOCABLE FEE PROTECTION AGREEMENT LESSEES PAYING BANK CO-ORDINATES TO PAY 3% FEES of the Instruments Face Value Bank Name Bank Address Bank Officer Bank Secured Tel: Bank Fax Banker Email SWIFT Code Account Holder Account Number Signatory Name Both LESSOR and LESSEE agree that the LESSEE’s and LESSORs agents are entitled to 3% of the *BG/SBLC face value commission fees. These commission fees will be shared between the LESSOR’’s and LESSEE’s agents as specified here below. The parties agree that the commission fees stated are compensation for services rendered and are irrevocably and unconditionally guaranteed to be paid by the Lessee to the agents and intermediaries listed in this FPA by wire transfer simultaneously with the lessee’s payment of 6% of the face value of the *BG/SBLC as leasling fee to the LESSOR for every tranche and/or transaction of the *BG/SBLC. The commission fees will be free of legal impediment and free of any deductions, excluding bank transfer fees, for this and all subsequent transactions between the parties. In consideration of the mutual benefits to be derived by the associates or affiliated individuals, agents, companies, designees, trustees or executors, it is understood and agreed that the parties hereto are mutually desirous of effecting this business transaction in co-operation with one another for their mutual benefit and all signatory parties agree to abide by the following terms and conditions: 1. Each party agrees that they will not make any contact with, deal with or be involved with individuals, trader and investor introduced by other signatories without specific permission of the introduced signatory for the Investor. 2. The signatory agrees to keep confidential the identity of and all contacts so provided by any other signatories. 3. The parties hereto agree that all commissions or fees as agreed by the parties shall be paid in full at the end of every transaction. 4. This agreement shall be legally binding on the parties hereto, their principals, employees, representatives, agents and assigns in all countries of the world. The parties hereto affirm that in every case they will act with the highest standards of ethics and honesty in all their dealings. This agreement shall be respected and honoured at all times, unless otherwise mutually agreed upon and any party will permit no attempt or hint of circumvention. Each of the above parties agrees and understands that any overt or covert action of circumvention prescribed by this agreement shall be a fraudulent act against the other party and will be subject to judicial action, recompense for damages, possible punitive damages and injunctive relief imposed by the legal process. Both parties hereby agree that the agents and intermediaries referred to in this FPA shall be as follows: TOTAL COMMISSION FEE OF 3% (THREE PERCENT) OF FACE VALUE IN EURO/USD PAID BY THE LESSEE TO BE SHARED AS FOLLOW: TOTAL COMMISSION OF ONE [1%] TO SELLERS SIDE SELLER SIDE :0.75% Of 1.0% Of Each and Every Tranche (CLOSED) PARTICULARS PAYMASTER 1 Name Bank Name TBD Bank Address ABA Routing Number Account Number Account Name SWIFT Bank Officer Bank Telephone Beneficiary: Special Instructions: THERE SHALL BE NO UNAUTHORIZED CONTACT WITH THE BANK Required Message: All transfer instructions shall state: “FUNDS ARE CLEAN AND CLEAR OF NON-CRIMINAL ORIGIN AND ARE PAYABLE IN CASH IMMEDIATELY UPON RECEIPT BY BENEFICIARY’S BANK.” All Wire transfers shall incorporate above Text Message and a copy of Bank Wire Transfer slip shall be emailed to: XXXXXXXXXXXXXX SELLER SIDE :0.25% Of 1.0% Of Each and Every Tranche (CLOSED) PARTICULARS PAYMASTER 1 Bank Name Bank Address ABA Routing Number Account Number Account Name SWIFT Bank Officer Bank Telephone Beneficiary: Special Instructions: THERE SHALL BE NO UNAUTHORIZED CONTACT WITH THE BANK Required Message: All transfer instructions shall state: “FUNDS ARE CLEAN AND CLEAR OF NON-CRIMINAL ORIGIN AND ARE PAYABLE IN CASH IMMEDIATELY UPON RECEIPT BY BENEFICIARY’S BANK.” All Wire transfers shall incorporate above Text Message and a copy of Bank Wire Transfer slip shall be emailed to: XXXXXXXXXXXXXXXand XXXXXXXXXXXXXXXX for legal verification and documentation pursuant to Patriot Act/ Banking regulations TOTAL COMMISSION OF ONE [1%] TO FACILITATOR’S SIDE (1.0% Of Each and Every Tranche) PAYMASTER 1: TO RECEIVE 0.50% Of 1.0% Of Each and Every Tranche (Closed) FOR Jason PARTICULARS PAYMASTER 1 Name Jason Bank Name TBD Bank Address ABA Routing Number Account Number Account Name SWIFT Bank Officer Bank Telephone Beneficiary: Special Instructions: THERE SHALL BE NO UNAUTHORIZED CONTACT WITH THE BANK Required Message: All transfer instructions shall state: “FUNDS ARE CLEAN AND CLEAR OF NON-CRIMINAL ORIGIN AND ARE PAYABLE IN CASH IMMEDIATELY UPON RECEIPT BY BENEFICIARY’S BANK.” All Wire transfers shall incorporate above Text Message and a copy of Bank Wire Transfer slip shall be emailed to: XXXXXXXXXXXXXX PAYMASTER 2: TO RECEIVE 0.50% Of 1.0% Of Each and Every Tranche PARTICULARS PAYMASTER 1 Name PB GROUP CLOSED Bank Name TBD Bank Address ABA Routing Number Account Number Account Name SWIFT Bank Officer Bank Telephone Beneficiary: Special Instructions: THERE SHALL BE NO UNAUTHORIZED CONTACT WITH THE BANK Required Message: All transfer instructions shall state: “FUNDS ARE CLEAN AND CLEAR OF NON-CRIMINAL ORIGIN AND ARE PAYABLE IN CASH IMMEDIATELY UPON RECEIPT BY BENEFICIARY’S BANK.” All Wire transfers shall incorporate above Text Message and a copy of Bank Wire Transfer slip shall be emailed to: XXXXXXXXXXXXXX TOTAL COMMISSION OF ONE [1%] TO BUYER’S SIDE (1.0% Of Each and Every Tranche) BUYER’S SIDE (A): 1,0% Of 1.0% Of Each and Every Tranche OPEN GROUP 1 ; CONSULTANT/FACILITATOR GROUP - 0.50% OF 1.0% Of Each and Every Tranche Paymaster Bernard James McSweeney Passport 707724701 Beneficiaries Names CONSULTANT GROUP Bank Name HSBC BANK PLC Bank Address Queensway, 43 Queensway, London W2 4QL UNITED KINGDOM SORT CODE 40-05-33 Account No. 51042149 Account Name Bernard James McSweeney SWIFT Code MIDLGB22 Bank Oficer THE MANAGER Bank Telephone Tel : 020 7301 1340, Bank Fax Fax : 020 7301 1341 SPECIAL WIRE INSTRUCTIONS: SAME DAY WIRE TRANSFER AND IMMEDIATE CREDIT. ALL TRANSFER TRANSACTIONS SHALL STATE: “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.” PLEASE E-MAIL NOTIFICATIONS TO THE FOLLOWING BENEFICIARIES IMMEDIATELY [email protected] BENEFICIARIES TBA BY SUB AGREEMENT Signature & Seal Special Instructions: PREADVICE MUST BE SENT VIA SWIFT PRIOR TO WIRE TRANSFER & a notification immediately upon each tranche transfer payment together with the transactions code/s to: GROUP 2 ; LESSEE’S MANDATE GROUP - 0.50% OF 1.0% Of Each and Every Tranche PARTICULARS PAYMASTER 1 Name RUDI OPEN Bank Name Bank Address ABA Routing Number Account Number Account Name SWIFT Bank Officer Bank Telephone Beneficiary: Special Instructions: THERE SHALL BE NO UNAUTHORIZED CONTACT WITH THE BANK Required Message: All transfer instructions shall state: “FUNDS ARE CLEAN AND CLEAR OF NON-CRIMINAL ORIGIN AND ARE PAYABLE IN CASH IMMEDIATELY UPON RECEIPT BY BENEFICIARY’S BANK.” All Wire transfers shall incorporate above Text Message and a copy of Bank Wire Transfer slip shall be emailed to: XXXXXXXXXXXXXX For and On behalf of the RECEIVER. _________________________ Name: Nationality: Passport #: Issue date: Expiry date: Place of Issue: (RECEIVER’S PASSPORT COPY IN CO RECEIVER’S COMPANY REGISTRATION COPY LESSOR’S COPY OF PASSPORT
Posted on: Fri, 29 Nov 2013 03:10:53 +0000
Trending Topics
Recently Viewed Topics
© 2015