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Deed of Agreement: Transaction Code: Provider'S Code: Lessee'S Code

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TRANSACTION CODE :

PROVIDER’S CODE :

LESSEE’S CODE :

DEED OF AGREEMENT

THIS LETTER OF INTENT/DEED OF AGREEMENT (HEREINAFTER REFERRED TO AS “AGREEMENT”)IS EXECUTED


WITHOUT PREJUDICE OR CONFLICT OF INTEREST, DULY UNDERSTOOD AND SIGNED BY BOTH PARTIES ACTING AT
THEIR OWN ACCORD ONSenin, September 13, 2021, BY AND BETWEEN:

COMPANY NAME

ADDRESS

COMPANY REGISTRATION

REPRESENTED BY

PASSPORT NUMBER

TELEPHONE

E-MAIL

HEREIN NAMED AS THE "PROVIDER", HEREBY CONFIRM, WITH FULL LEGAL RESPONSIBILITY, UNDER PENALTY OF
PERJURY OF LAW THAT WE ARE READY, WILLING AND ABLE TO DELIVER THE FOLLOWING BANK INSTRUMENT, UNDER
THE TERMS AND CONDITIONS DESCRIBED BELOW, BASED ON GOOD, CLEAN, CLEAR UNENCUMBERED FUNDS OF NON-
CRIMINAL ORIGIN;

AND

COMPANY NAME

ADDRESS

COMPANY REGISTRATION

REPRESENTED BY

PASSPORT NUMBER

TELEPHONE

E-MAIL

HEREIN NAMED AS THE "BENEFICIARY/LESSEE", HEREBY CONFIRM, WITH FULL LEGAL RESPONSIBILITY, UNDER
PENALTY OF PERJURY OF LAW, THAT WE ARE READY, WILLING AND ABLE TO FUND AGAINST THE FOLLOWING BANK
INSTRUMENT, UNDER THE TERMS AND CONDITIONS DESCRIBED BELOW WITH GOOD, CLEAN,CLEAR, UNENCUMBERED
FUNDS OF NON-CRIMINAL ORIGIN.

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 1 OF 31


TRANSACTION CODE :

PROVIDER’S CODE :

LESSEE’S CODE :

BOTH PARTIES COLLECTIVELY BEING REFERRED TO AS THE “PARTIES”

DESCRIPTION OF BANK INSTRUMENT

1 INSTRUMENT STANDBY LETTER OF CREDIT (SBLC)CASH BACKED

2 TERM OPERATIVE, IRREVOCABLE, ASSIGNABLE AND CONFIRMED

3 ISSUING BANK HSBC BANK / BARCLAYS BANK / DEUTSCHE BANK

4 AGE /CURRENCY ONE (1) YEAR AND ONE (1) DAY-FRESH CUT /EURO

5 LEASE FEE TEN PERCENT (10% OF LEASE) PLUS TWO PERCENT (2%)

6 INTERMEDIARY FEES 2% ON FACE VALUE (1% SELL SIDE & 1% BUY SIDE)

7 CONTRACT AMOUNT EURO FIVE BILLION (€ 5,000,000,000.00) PLUS R&E

8 TRANCHES EURO FIVE HUNDRED MILLION (€ 500,000,000.00) FIRST TRANCHE

9 DELIVERY DELIVERED BY ISSUING BANK, BANK PAYMENT UNDERTAKING (“BPU”) (EXHIBIT C) ISSUING
BANK TO ISSUE MT-760 PROVIDER TO SEND SWIFT COPIES OF THE MT-799 AND MT-760 TO
THE BENEFICIARY/LESSEE AS SOON AS THEY ARE SENT PAYMENT FOR THESBLC TO BE
REMITTED WITHIN TEN (10) BANKING DAYS UPON VERIFICATION AND CONSOLIDATION OF
THE MT-760. HARD COPY TO FOLLOW BY BANK BONDED COURIER WITHIN TEN (10)
BANKING DAYS AFTER AUTHENTICATION OF PAYMENT

10 PAYMENT SWIFT MT103

11 HARD COPY BONDED COURIER WITHIN TEN BANKING DAYS.

12 PERIOD OF LEASE ONE YEAR AND ONE DAY (WITH POSSIBLE RENEWED ANNUALLY UP TO FIVE YEARS)

I, LESSEE NAME, POSITION, WITH PASSPORT #, ACCOUNT HOLDER AND AUTHORIZED SIGNATORY, HEREBY CONFIRM
WITH FULL LEGAL AND CORPORATE RESPONSIBILITY, THAT WE ARE READY, WILLING AND ABLE TO UNDERTAKE FOR
THE EXCHANGE OF THE HEREIN DESCRIBED SBLC DERIVED FROM LEGAL SOURCES AND OF NON-CRIMINAL ORIGIN
THROUGH OUR BANKING RESOURCES UNDER THE TERMS AND CONDITIONS STATED HEREIN, AGAINST GOOD, CLEAN,
CLEAR FUNDS OF NON-CRIMINAL ORIGIN.

WHEREAS, THE BENEFICIARY/LESSEE DESIRES TO RECEIVE A COLLATERAL FACILITY FROM THE PROVIDER, IN FORM
OF SBLCFOR THE PURPOSE TO SECURE WORKING CAPITAL AND PROPER MANAGEMENT OF HIS DAILY BUSINESS, AND
FURTHER CONFIRMS WITH FULL CORPORATE AND LEGAL RESPONSIBILITY THAT SUFFICIENT FUNDS ARE AVAILABLE
TO COVER THE COSTS OF THE SAID CREDIT FACILITY.

WHEREAS, THE PROVIDER ACCEPTS BENEFICIARY’S APPLICATION FOR THE COLLATERAL FACILITY, IN FORM OF SBLC
BY ISSUING AND TRANSFERRING TO THE BENEFICIARY ALL ITS RIGHTS ONSBLC TITLE AND ANY OTHER INTEREST,
PLUS FURTHER REPRESENTS AND WARRANTS THAT IT HAS THE ABILITY AND RESOURCE TO CAUSE THE ISSUANCE &
ARRANGE THROUGH ASSOCIATES, CONTRACTS AND SOURCES, WITH FULL CORPORATE RESPONSIBILITY, SUCH

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 2 OF 31


TRANSACTION CODE :

PROVIDER’S CODE :

LESSEE’S CODE :

FINANCIAL INSTRUMENT(S) AS REQUIRED AND AS PER TERMS MUTUALLY AGREED HEREIN. THE PROVIDER HEREBY
DECLARES, UNDER FULL PENALTY OF PERJURY, EACH SBLC WILL BE BACKED BY GOOD, CLEAN, CLEAR FUNDS OF NON-
CRIMINAL ORIGIN, FREE & CLEAR OF ALL LIENS, ENCUMBRANCES & ANY THIRD PARTY INTERESTS.

NOW THEREFORE, THE BENEFICIARY/LESSEE HAS AGREED TO RECEIVE THE INSTRUMENT(S) AND THE PROVIDER
HAS AGREED TO ISSUE/DELIVER SAID INSTRUMENTS BASED ON THE FOLLOWING TERMS AND CONDITIONS:

TRANSACTION PROCEDURE: LEASING

1.THE LESSEESEND TO THE PROVIDER THIS LOI/DOA WITH ALL DOCUMENTS FOR DUE DILIGENCE AND COMPLIANCE
(CIS, CERTIFICATE OF INCORPORATION, BOARD RESOLUTION, , ETC ... AND WITHIN 48 HOURS PROVIDER CONFIRMS
THE DUE DILIGENCE.

2.WITHIN FIVE (5) BANKING DAYS, RECEIVING BANK OF THE LESSEE WILL ISSUE RWA VIA SECURE BANK E-MAIL OR
SWIFT MT199/799 (EXHIBIT A)TO THE DESIGNED BANK BY THE PROVIDER AND SEND COURTESY COPY SWIFT
MESSAGE TO THE PROVIDER WITHIN TWENTY-FOUR (24) BANKING HOURS.
BANK:(PROVIDER’S COMPLIANCE BANK)
BANK E-MAIL:
BANK OFFICER:

ONCE RECEIVED THE BANKING E-AMIL, AND VERIFIED BY PROVIDER’S COMPLIANCE BANK, PROVIDER COUNTER SIGN
THE DOA AND RETURN TO LESSEE, WHICH HEREBY AUTOMATICALLY BECOMES A FULL RECOURSE COMMERCIAL
CONTRACT AFTER THE PROVIDER HAS ACCEPTED / COUNTERSIGNED THE RECEIVER’S APPLICATION.

3.WITHIN FIVE (5) BANKING DAYS, THE ISSUING BANK OF THE PROVIDER WILL ISSUE AN MT-799 PRE-ADVICE
(EXHIBIT B) CONFIRMING THAT THEY ARE READY, WILLING AND ABLE TO ISSUE AS PER THE FORMAT SET OUT IN
EXHIBIT D. PROVIDER SENDS COPY OF THE MT-799 PRE-ADVICE TO THE BENEFICIARY/LESSEE WITHIN TWENTY-
FOUR (24) BANKING HOURS.

4. WITHIN FIVE (5) BANKING DAYS OF THE RECEIPT OF THE PROVIDER’S MT-799 PRE-ADVICE, THE RECEIVING BANK
WILL SEND BY SWIFT MT-799 THE BPU (EXHIBIT C) CONFIRMING RECEIPT AND ABILITY TO PAY THE TOTAL AMOUNT
UP TO 12% (10% + 2%) OF THE TOTAL FACE THE INSTRUMENT WHICH WILL INCLUDE ALL CONSULTANCY FEES.

5. WITHIN FIVE (5) BANKING DAYS OF PROVIDER RECEIVING BPU FROM THE RECEIVING BANK, ISSUING BANK SHALL
ISSUE SWIFT MT-760 (EXHIBIT D) & PROVIDER WILL SIMULTANEOUSLY ISSUE ITS CORPORATE INVOICE FOR THE
SAME.

6.THE RECEIVING BANK WILL RECEIVE, CONFIRM AND VERIFY THE SWIFT MT-760 SBLC. THE RECEIVER, WITHIN FIVE
(5) BANKING DAYS OF MT760 RECEPTION, WILL REMIT PAYMENT TO THE PROVIDER’S DESIGNATED ACCOUNT(S) THE
ASSIGNEMENT FEES AND THE CONSULTANCY FESS TO THE INTERMEDIARIES’ DESIGNATED ACCOUNT(S).

7. SHOULD THE BENEFICIARY/LESSEE DEFAULT IN PAYING THE LEASE FEES AND THE TRANSACTION FEES AS
STIPULATED IN THIS DOA WITHIN THE STIPULATED TIME AFTER RECEIPT OF SWIFT MT-760, PROVIDER SHALL
INSTRUCT THE ISSUING BANK TO PUT A CLAIM ON THE SBLC THEREBY FORCING THE RECEIVING BANK TO RETURN
THE SWIFT MT-760 SBLC TO THE ISSUING BANK.

8. WITHIN TEN (10) BANKING DAYS AFTER RECEIPT OF ALL FEES INCLUDING THE CONSULTANCY FEES, THE HARD

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 3 OF 31


TRANSACTION CODE :

PROVIDER’S CODE :

LESSEE’S CODE :

COPY OF THE SBLC WILL BE SENT TO RECEIVING BANK BY BANK-BONDED COURIER.

9. UPON SUCCESSFUL COMPLETION FIRST TRANCHE, AS MUTUALLY AGREED BY BOTH PARTIES, BEGINNING WITH
PROCEDURE NEXT TRANCHES; PROVIDER WILL ISSUE SWIFT MT760 IN FAVOR OF BENEFICIARY ACCORDING THIS DOA.

10. THIS DOA IS A FULL RECOURSE COMMERCIAL COMMITMENT GOVERNED BY THE LAW OF THE UNITED KINGDOM
AND STANDARDS UNDER ICC REGULATIONS.

11. FIFTEEN (15) DAYS PRIORTO MATURITY DATE OF INSTRUMENT,THE RECEIVING BANK SHOULD RETURN THE INSTRUMENT TO THE ISSUING
BANK UNENCUMBERED AND FREE OF ALL LIENS

SANCTIONS (NON-PERFORMANCE)

AFTER THIS CONTRACT IS SIGNED BY BOTH PROVIDER AND BENEFICIARY/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 ONE-TIME PENALTY (NON-PERFORMANCE) FEE OF 2% OF THE CONTRACT VALUE TO THE PRINCIPAL
SUFFERING PARTY PLUS 1% TO THE INTERMEDIARIES/FACILITATORS (0.5% EACH SIDE).

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 CALLS BY ANY PARTY OR ITS REPRESENTATIVE
AGENTS / BROKERS / LAWYERS TO PROBES OR COMMUNICATION IN AN IMPROPER WAY OR WAYS INDICATIVE OF
DIRECT OR INDIRECT SOLICITATION TO BANK(S) IN THIS TRANSACTION SHALL BE PROHIBITED AND RESULT TO
CONTRACT TERMINATED.

NOTICE: THIS IS A PRIVATE TRANSACTION BETWEEN TWO ENTITIES AND IS NOT TO BE CONSTRUED AS AN OFFER OF
FUNDS OR A SALE/LEASE OF SECURITIES AS DEFINED IN THE US SECURITIES ACT OF 1933/34

RECEIVER/LESSEE OBLIGATION:

THE BENEFICIARY/LESSEE, WITH FULL CORPORATE AND LEGAL RESPONSIBILITIES, AND UNDER PENALTY OF
PERJURY, CONFIRMS THAT HE IS FULLY AWARE OF HIS FINANCIAL ABILITY AND FACILITIES WITH HIS BANK WHEN
SIGNING THIS LOI AND/OR OTHER AGREEMENTS AND DOCUMENTS WITH THE PROVIDER.

THE BENEFICIARY/LESSEE FURTHER CONFIRMS THAT THEPROVIDER IS AUTHORIZED TO VERIFY THE FUNDS OF EACH
TRANCHE OF THE CONTRACT WITH HIS BANK, IF NECESSARY. IN THE EVENT OF UNSATISFACTORY VERIFICATION, THE
TRANSACTION WILL BE SUSPENDED IMMEDIATELY AND THE RECEIVER IS IN BREACH OF THE CONTRACT AND LIABLE
FOR LEGAL CONSEQUENCES.

PROVIDER OBLIGATION:

THE BENEFICIARY/LESSEE WITH FULL CORPORATE AND LEGAL RESPONSIBILITIES, AND UNDER PENALTY OF PERJURY,
CONFIRMS THAT PROVIDER IS FULLY AWARE OF THE COMMITMENT OF THE INSTRUMENTS WHEN COUNTERSIGNING
THIS LOI.

THE PROVIDER FURTHER CONFIRMS TO DELIVER THE INSTRUMENTS, TO NEGOTIATE AND MAKE PROPER

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 4 OF 31


TRANSACTION CODE :

PROVIDER’S CODE :

LESSEE’S CODE :

ARRANGEMENT WITH THE PROVIDER TO CONTINUOUSLY SUPPLY THE INSTRUMENTS UNTIL THE WHOLE
CONTRACTED VOLUME IS EXHAUSTED. WITHOUT EXPRESSED WRITTEN PERMISSION, NEITHER PARTY SHALL
CONTACT THE BANK OF THE OTHER PARTY. BOTH PARTIES MAY CHANGE BANKING COORDINATES WITH WRITTEN
NOTICE TO THE OTHER PARTY.

NON-SOLICITATION

THE BENEFICIARY/LESSEE HEREBY CONFIRMS AND DECLARES THAT THE PROVIDER, ITS ASSOCIATES OR
REPRESENTATIVES OR ANY PERSON OR PERSONS ON ITS BEHALF HAS/HAVE NEVER EVER SOLICITED THE 500
MILLION EUROS STANDBY LETTER OF CREDIT., 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 ENTITLES TO RECOVER REASONABLY ATTORNEY FEES AND COSTS.

ALL ELECTRONIC SIGNATURES (FAX OR EMAIL), INCLUDING THOSE IN COUNTER-PART, IN REGARD TO THIS CONTRACT
SHALL BE ACCEPTED AS ORIGINAL SIGNATURES. THE PARTIES AGREE THAT THIS AGREEMENT IS ENTERED INTO
VOLUNTARILY, BY MUTUAL CONSENT AND NOT UNDER STRESS.

IN WITNESS WHEREOF, THE PARTIES ACCEPT AND AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT
HAVING SET THEIR HANDS AND SEALS AND INITIAL ON EACH PAGE OF THIS AGREEMENT AS OF THE DATE FIRST

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 5 OF 31


TRANSACTION CODE :

PROVIDER’S CODE :

LESSEE’S CODE :

ABOVE WRITTEN

BENEFICIARY OF BANK INSTRUMENTS :SPECIAL INSTRUCTIONS BENEFICIARY OF THE SBLC WILL BE ISSUED WITH
STANDARD FORMAT ICC ISP' 600/758.

BANKING INFORMATION

PROVIDER’S BANKING COORDINATES TO ISSUE MT799 &MT760 SBLC

BANK NAME

BANK ADDRESS

ACCOUNT NAME

ACCOUNT NUMBER

SWIFT CODE

BANK OFFICER

BANK TELEPHONE

BANKER E-MAIL

PROVIDER’S BANKING COORDINATES FOR RECEIVING PAYMENT 10 % OF FACE VALUE :

BANK NAME

BANK ADDRESS

ACCOUNT NAME

SWIFT CODE

ACCOUNT NUMBER

BANK OFFICER

BANK TEL/FAX

BANKIER E-MAIL

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 6 OF 31


TRANSACTION CODE :

PROVIDER’S CODE :

LESSEE’S CODE :

LESSEE’S BANKING COORDINATES TO SENDRWA, FOR ISSUE AND SEND SWIFT MT799 UNCONDITIONAL BANK PAYMENT
UNDERTAKING &FOR TO RECEIVE MT760 SBLC AND TO PAYMENT OF 10% ON FACE VALUE

BANK NAME

BANK ADDRESS

ACCOUNT NAME

ACCOUNT NUMBER

SWIFT CODE

IBAN NUMBER

ACCOUNT SIGNATORY

BANK OFFICER

BANK OFFICER ID NO

BANK TELEPHONE

BANK FACSIMILE

BANK EMAIL ADDRESS

IMPROPER RELEASE OF THE ABOVE BANKING INFORMATION, FOR ANY REASON, WITHOUT THE WRITTEN PRIOR
AUTHORIZATIONOFOTHERPARTY,SHALLBECONSIDEREDASABREACHOFCONTRACTANDWILLMAKEADEFAULTEDPARTY TOBE
ACTIONABLEFORDAMAGESSUSTAINEDHEREBY.EACHPARTYISNOTALLOWEDTOCONTACTTHEOTHERPARTY'S
BANKWITHOUTEXPRESSEDWRITTENPERMISSION.ANYPARTYATTEMPTINGTODOSOWILLLEADTOCANCELLATIONOF THIS
TRANSACTION/AGREEMENT.

ASSIGNMENT

NEITHER PARTY MAY ASSIGN OR DELEGATE ITS INTEREST OR DUTIES WITHOUT PRIOR WRITTEN CONSENT OF THE OTHER
PARTY.

SEVERABILITY

IN THE EVENT THAT ONE OF THE ARTICLES OR ADDENDUM OF THIS AGREEMENT IS CONSIDERED VOID AND ENFORCEABLE,
THE WHOLE AGREEMENT IS CONSIDERED ENFORCEABLE AND CEASES TO EXIST. THE PARTIES SHALL IN GOOD FAITH
NEGOTIATE WITH ANY POSSIBLE CORRECTION TO THE ABOVE EVEN IN ORDER TO PREVENT THE DISSOLUTION OF THE
ENTIRE AGREEMENT.

AGREEMENT EXECUTION

EACH PARTY TO THIS AGREEMENT REPRESENT THAT IT HAS FULL LEGAL AUTHORITY TO EXECUTE THIS AGREEMENT AND
THAT EACH PARTY AGREES TO BE BOUND BY TERMS AND CONDITIONS SET FORTH HEREIN EACH PARTY AGREES THAT THIS
AGREEMENT MAY BE EXECUTED SIMULTANEOUSLY BY AND BETWEEN PARTIES VIA EMAIL OR FACSIMILE TRANSMISSION
WHICH SHOULD BE DEEMED AS ORIGINAL. ALL STATEMENTS MADE BY EITHER PARTY ARE UNDER PENALTY OF PERJURY.

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 7 OF 31


TRANSACTION CODE :

PROVIDER’S CODE :

LESSEE’S CODE :

FOR AND ON BEHALF OF PROVIDER : FOR AND ON BEHALF OF BENEFICIARY/LESSEE:

NAME: NAME :

TITLE: TITLE :

PASSPORT NO.: PASSPORT # :

ISSUE DATE: ISSUE DATE : ( SIGNED & SEALED )

EXPIRY DATE: EXPIRY DATE :

NATIONALITY: NATIONALITY :

EDT (ELECTRONIC DOCUMENT TRANSMISSIONS) SHALL BE DEEMED VALID AND ENFORCEABLE IN RESPECT OF ANY
PROVISIONS OF THIS CONTRACT. AS APPLICABLE, THIS AGREEMENT SHALL BE:-

INCORPORATE U.S. PUBLIC LAW 106-229, ‘‘ELECTRONIC SIGNATURES IN GLOBAL & NATIONAL COMMERCE ACT’’ OR
SUCH OTHER APPLICABLE LAW CONFORMING TO THE UNCITRAL MODEL LAW ON ELECTRONIC SIGNATURES (2001)

ELECTRONIC COMMERCE AGREEMENT (ECE/TRADE/257, GENEVA, MAY 2000) ADOPTED BY THE UNITED NATIONS
CENTRE FOR TRADE FACILITATION AND ELECTRONIC BUSINESS (UN/CEFACT).  

EDT DOCUMENTS SHALL BE SUBJECT TO EUROPEAN COMMUNITY DIRECTIVE NO. 95/46/EEC, AS APPLICABLE.
EITHER PARTY MAY REQUEST HARD COPY OF ANY DOCUMENT THAT HAS BEEN PREVIOUSLY TRANSMITTED BY
ELECTRONIC MEANS PROVIDED HOWEVER, THAT ANY SUCH REQUEST SHALL IN NO MANNER DELAY THE PARTIES
FROM PERFORMING THEIR RESPECTIVE OBLIGATIONS AND DUTIES UNDER EDT INSTRUMENTS.

NEXT PAGES EXHIBITS AND ANNEXES

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 8 OF 31


TRANSACTION CODE :

PROVIDER’S CODE :

LESSEE’S CODE :

“EXHIBIT A”

BANK’S RWA ON BANK LETTERHEAD

To: BENEFICIARY COMPANY NAME

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 9 OF 31


TRANSACTION CODE :

PROVIDER’S CODE :

LESSEE’S CODE :

XXXXXXXXXXXXXXX

XXXXXXXXXXXXXXX

XXXXXXXXXXXXXXX

ATTENTION: XXXXXXXXXXXXXXX

In accordance with instructions received, we (___ RECEIVING BANK NAME ___)located at


(_______________ FULL BANKING ADDRESS ______________) on behalf of our client (___
BENEFICIARY COMPANY NAME ___), with account number ___________, whose
representative and signatory is Mr. _____________________, hereby irrevocably confirm that he
has a Credit Line/ Credit Facilities with us.

We are ready willing and able to utilize your issued SBLC using SWIFT System delivery
protocol in the amount of €100,000,000.00 (ONE HUNDRED MILLION EUROS) against
your credit facilitate. We further confirm that the said cost of issuance of the SBLC using
the agreed delivery protocol will be paid within Ten (10) banking days.

The funds to be transferred/wired are good, clean and cleared funds of non-criminal origin
from a legal source.

For and on behalf of (___ RECEIVING BANK NAME & FULL BANK ADDRESS ___)

-----------------------

1.BANK OFFICER NAME:

TITLE: (BANK SEAL)

ID PIN:

PHONE NUMBER:

BANKING EMAIL:

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 10 OF 31


TRANSACTION CODE :

PROVIDER’S CODE :

LESSEE’S CODE :

-----------------------

2.BANK OFFICER NAME:

TITLE: (BANK SEAL)

ID PIN:

PHONE NUMBER:

BANKING EMAIL:

“EXHIBIT B”

FORMAT OF THE PROVIDER’S PRE-ADVICE VIA MT-799

‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐SWIFT MESSAGE TEXT‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐-----------------------

SUBJECT: CASH-BACKED SBLC UNDER ICC FORMAT 600

AMOUNT: xx BILLION (€XX, 000,000,000.00) EURO

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 11 OF 31


TRANSACTION CODE :

PROVIDER’S CODE :

LESSEE’S CODE :

BENEFICIARY:

TRANSACTION CODE:

WE XXXX(ISSUING BANK AND ADDRESS)----------, ON BEHALF OF OUR CLIENT, HEREBY CONFIRM WITH FULL
BANKING RESPONSIBILITY THAT WE ARE READY TO ISSUE AND DELIVER ONE (1) YEAR AND ONE DAY STANDBY
LETTER OF CREDIT (SBLC) CASH BACKED ICC 600 FORMAT IN THE AMOUNT OF XX(€X,000,000,000.00) LAWFUL
CURRENCY OF THE EUROPEAN UNION IN FAVOR OF YOUR CLIENT INVESTMENT DEVELOPMENT LIMITED,
ACCOUNT NUMBER:_______________. MATURITY: (ONE YEAR AND ONE DAY) VIA SWIFT MT-760. THIS SWIFT
MESSAGE IS VERIFIABLE ON NORMAL BANK-TO-BANK BASIS WITH FULL BANKING RESPONSIBILITY. WE FURTHER
CONFIRM THAT THE SBLC IS CASH-BACKED AND IS TRANSFERABLE AND UNCONDITIONALLY CALLABLE UPON
MATURITY. WE ALSO CONFIRMED THAT THE SOURCE OF FUNDS IS DERIVING FROM LEGITIMATE SOURCE AND WE
HAVE DONE OUR INTERNAL DUE DILIGENCES ACCORDANCE TO MONEY LAUNDERING ACT. THIS FUND IS CLEAN
AND CLEAR FROM ANY CRIMINAL SOURCE. PLEASE CONFIRM YOU ARE READY TO RECEIVE AND FUND THIS BANK
INSTRUMENT AS PER AGREEMENT WITH OUR CUSTOMER ADVISE US THAT YOUR CLIENT HAS FULLY APPRISED
YOU OF THE ARRANGEMENT. THERE WILL BE NO LIENS AND ENCUMBRANCES ON THIS INSTRUMENT WHICH
SHALL BE DELIVERED AND AVAILED VIA MT760 AND EXACT SBLC SHALL BE AS BELOW:

---------------------------------------QUOTE----------------------------------

WE, -------------(ISSUING BANK AND ADDRESS)----------, AT THE REQUEST OF THE ABOVE REFERENCED CLIENT,
HEREBY ESTABLISH OUR IRREVOCABLE AND TRANSFERABLE STANDBY LETTER OF CREDIT IN FAVOR OF
SECOND PARTY xxxxxxxxxxxxxxxx, IN THE AMOUNT OF XX (€XX,000,000,000.00) LAWFUL CURRENCY OF THE
EUROPEAN UNION AVAILABLE BY DRAFT UPON PRESENTATION TO US OF THE ORIGINAL OF THIS LETTER OF
CREDIT AT OUR COUNTERS ON MATURITY, BUT NOT LATER THAN FIFTEEN (15) DAYS AFTER THE MATURITY
DATE.SUCH DRAFT, UNDER THIS LETTER OF CREDIT MUST BE MARKED ON ITS FACE “DRAWN UNDER (ISSUING
BANK & ADDRESS), STANDBY LETTER OF CREDIT NUMBER [XXXXXXXXXXX], DATED XX/XX/2017”.

WE HEREBY AGREE WITH THE DRAWER, ENDORSER AND/OR BONA FIDE HOLDER OF THE DRAFT DRAWN
UNDER, AND IN COMPLIANCE WITH, TERMS OF THE LETTER OF CREDIT, SUCH THAT DRAFT WILL BE DULY
HONORED, AT ANY OF OUR COUNTERS WORLDWIDE, UPON PRESENTATION TO THE DRAWER HEREOF.

SUCH PAYMENT SHALL BE MADE WITHOUT SET-OFF AND CLEAR OF ANY DEDUCTIONS, OR CHARGES, FEES OR
WITHHOLDING OF ANY NATURE, NOW OR HEREINAFTER IMPOSED, LEVIED, COLLECTED, WITH-HELD OR
ASSESSED BY THE GOVERNMENT OF UNITED KINGDOM OR ANY POLITICAL SUBDIVISION OR AUTHORITY
THEREOF OR THEREIN.

THIS LETTER OF CREDIT IS IRREVOCABLE AND TRANSFERABLE AND IS DRAWN IN ACCORDANCE WITH, AND IS
SUBJECT THE “UNIFORM CUSTOMS AND PRACTICES FOR LETTER OF CREDIT” TO UCP (2007 REVISION) ICC
PUBLICATION NO. 600 (UCP 600) AND SHALL BE GOVERNED AND CONSTRUED IN ACCORDANCE WITH THE
LAWS OF UNITED KINGDOM. THIS IS AN OPERATIVE INSTRUMENT.

FOR AND ON BEHALF OF

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 12 OF 31


TRANSACTION CODE :

PROVIDER’S CODE :

LESSEE’S CODE :

------------------------------------------------------------------------------

This pre-advise is valid for seven (7) international banking days only as an operative instrument, no mail
confirmation will follow. All charges are for the account of applicant.

BANK OFFICER: BANK OFFICER:

TITLE TITLE

PIN CODE:PIN CODE:

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 13 OF 31


TRANSACTION CODE :

PROVIDER’S CODE :

LESSEE’S CODE :

“EXHIBIT C”

FORMAT OF MT-799 BANK PAYMENT UNDERTAKING

TO BE COMPLETED BY BANK BEFORE SWIFT

SWIFT INPUT : MT-799 IRREVOCABLE PAYMENT UNDERTAKING


SENDER :
BANK NAME :
BANK ADDRESS :
BANK OFFICER :
BANKER TEL :
BANKER FAX :
SWIFT CODE :
ACCOUNT NAME :
ACCOUNT NO :
LESSEE :
MR. :
BANK OFFICER :
TELEPHONE NO. :
FOR CREDIT TO ACCOUNT : xxxxxxxxxx
NO
FOR THE BENEFIT OF : Xxxxxxxxxx

WE, XXX BANK UNDERTAKE UNDER FULL BANKING RESPONSIBILITY THAT WE ARE READY, WILLING AND
ABLE TO RECEIVE AND ACCEPT THIS STANDBY LETTER OF CREDIT INSTRUMENT AND TO FUND THE
AMOUNT OF XXX HUNDRED MILLION EUROS (XXX, 000,000) TO YOUR CLIENT, XXXXX, ACCOUNT NUMBER
XXXXXXXX FOR TRANSFER AND CREDIT TO XXXXXXX ACCOUNT NO. XXXXXXXX UPON OUR RECEIPT OF THE
CONTRACTED STANDBYLETTER OF CREDIT IN THE FACE AMOUNT OF EUROS XXXXXX MILLION (€XXX,
000,000) VIA SWIFT MT-760.

WE CONFIRM THAT PAYMENT FOR THE STANDBY LETTER OF CREDIT WILL BE BY WIRE TRANSFER
SWIFT MT-103/202 WITHIN TEN (10) BANKING DAYS AFTER RECEPTION OF SWIFT MT-760

FOR AND ON BEHALF OF:


xxx ISSUING BANK
xxx ISSUING BANK ADDRESS

BANK OFFICER 1 BANK OFFICER 2

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 14 OF 31


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TITLE (PIN) TITLE (PIN)

“EXHIBIT D”

BG/SBLC Format via SWIFT MT-760

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 15 OF 31


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Start Transmission-----------------------------------------------------------------------------------------------

Date: XX.XX.17 Reprint From Local Swiftacks ____________________________

MTT Tome: XX: XX:XX GMT +0

SRC RTE: ______________

DTN RTE: ______________

MSG TYPE: 760

----------------------------INSTANCE TYPE AND TRANSMISSION-----------------------------

Notification (TRANSMISSION) : OF ORIGINAL SENT TO SWIFT/FAX/TELEX (ACK)

Network Delivery Status : NETWORK ACK

Priority : URGENT

Correspondent Input Reference : ________________________________________

Correspondent Output Reference : ________________________________________

Swift Input : MT 760 STANDBY LETTER OF CREDIT (SBLC)

Sender :

Receiver :

----------------------------------------NARRATIVE--------------------------------------

F27 : Sequence of Total

X/X

F20 : Transaction Reference Number

X___________________________

F30 : Issue Date

XX/XX/17

Maturity Date

XX/XX/18

F40C : Applicable Rules

URDG.

F77C : Details of Standby Letter of Credit (SBLC)

SBLC NO: ________________

APPLICANT: _________________

BENEFICIARY: ___________________

ADVIRTISING BANK: ______________________

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 16 OF 31


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CURRENCY: EURO (€)

FACE AMOUNT: _________________________________

LATEST DATE FOR CLAIMS: “EXPIRY DATE” ONE (1) YEAR ONE (1) DAY FROM DATE OF
ISSUE

Sender’s Reference

50A: account with Institution

*** BANK NAME:

*** BANK ADDRESS:

*** ORDERING CUSTOMER: ___________________________________

*** ACCOUNT/IBAN NUMBER: ________________________________

*** SWIFT CODE:

F57 Receiver BIC:

*** BANK NAME: ____________________

*** BANK ADDRESS: ______________________________________

*** ACCOUNT/IBAN NO: ________________

*** ACCOUNT NAME: ___________________

*** BANK OFFICER: ____________________

*** SWIFT CODE: ________________

F79 : NARRATIVE DESCRIPTION OF ORIGINAL MESSAGE

IRREVOCABLE STANDBY LETTER OF CREDIT NO: _____________________

BY ORDER AND FOR ACCOUNT OF __ ORDERING CUSTOMER__, WE HEREBY ESTABLISH OUR IRREVOCABLE,
TRANSFERABLE, CALLABLE, ASSIGNABLE, DIVISIBLE STANDBY LETTER OF CREDIT NO: ___________________ IN
YOUR FAVOR UP TO AN AGGREGRATE PRINCIPAL AMOUNT OF _______________ EURO ONLY (EURO
XX0.000.000,00)

THIS STANDBY LETTER OF CREDIT IS PAYABLE AGAIANST YOUR SIGHT DRAFT DRAWN ON US FOR THIS
AMOUNT UP TO _______________EURO ONLY (EURO XX0.000.000,00) AND MARKED WITH THE CLAUSE

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 17 OF 31


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“DRAWN UNDER HSBC IRREVOCABLE STANDY LETTER OF CREDIT NO: _____________________ DATED XXTH
______ 2017 SIGNED BY THE BENEFICIARY WORLD TEAM CAPITAL PARTNERS LIMITED ACCOUNT NUMBER
_________________________

THIS CERTIFICATE SHALL BE FINAL AND CONCLUSIVE.

THIS STANDBY LETTER OF CREDIT IS EFFECTIVE FROM XXTH ________ 2018 AND EXPIRES IN XXST _____
2019 AND ALL DRAWINGS UNDER THIS STANDBY LETTER OF CREDIT MUST BE PRESENTED TO US
BEFORE THE EXPIRY DATE.

WE HEREBY AGREE THAT ALL DRAFTS DRAWN ON US AND PRESENTED IN CONFORMITY WITH THE
TERMS OF THIS STANDBY LETTER OF CREDIT SHALL BE DULY HONORED BY US AND WE SHALL REMIT
THE PAYMENT UPON RECEIPT OF DOCUMENTS COMPLYING WITH THE CREDIT TERM AND CONDITIONS.
REIMBURSEMENT UNDER THIS STANDBY LETTER OF CREDIT IS SUBJECT TO ICC 600.

THIS STANDY LETTER OF CREDIT IS SUBJECT TO THE UNIFORM CUSTOMS AND PRACTICES FOR
DOCUMENTARY CREDITS, 2007 REVISION, AND INTERNATIONAL CHAMBER OF COMMERCE PUBLICATION
NO. 600 AND SHALL BE GOVERNED AND CONSTRUED IN ACCEPTANCE WITH THE ENGLISH LAWS IN THE
EVENT OF ANY INCONSITIANCY, THE ENGLISH LAW OF THE UNITED KINGDOM PREVAIL, IN ACCEPTING
THIS STANDBY LETTER OF CREDIT, YOU HEREBY IRREVOCABLY AGREE TO SUBMIT TO THE NON-
EXCLUSIVE JURISDICTION OF THE COURT OF LONDON, UNITED KINGDOM. THIS IS AN OPERATIVE
INSTRUMENT AND NO MAIL OR HARD COPY WILL FOLLOW.

FOR AND ON BEHALF OF

AUTHORIZED OFFICER (1) : _________________ (___________) ______________________________

AUTHORIZED OFFICER (2) : _________________ (___________) ______________________________

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 18 OF 31


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IRREVOCABLE CORPORATE PROTECTION AGREEMENT

DATE : Monday, September 13, 2021

TO : BOTH PARTIES’ CONSULTANTS

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 19 OF 31


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DESCRIPTION OF THE BANK INSTRUMENT

1 INSTRUMENT STANDBY LETTER OF CREDIT (SBLC)CASH BACKED

2 TERM OPERATIVE, IRREVOCABLE, ASSIGNABLE AND CONFIRMED

3 ISSUING BANK HSBC BANK / BARCLAYS BANK / DEUTSCHE BANK

4 AGE /CURRENCY ONE (1) YEAR AND ONE (1) DAY-FRESH CUT /EURO

5 PRICE ELEVEN PERCENT (10% OF LEASE) PLUS TWO PERCENT (2%)

6 INTERMEDIARY FEES 2% ON FACE VALUE (1% SELL SIDE & 1% BUY SIDE)

7 CONTRACT AMOUNT FIVE BILLION EURO (€ 5,000,000,000.00) PLUS R&E

8 TRANCHES FIVE HUNDRED MILLION EURO (€ 500,000,000.00) ONE TRANCHE

9 DELIVERY DELIVERED BY ISSUING BANK, BANK PAYMENT UNDERTAKING (“BPU”) (EXHIBIT C) ISSUING
BANK TO ISSUE MT-760 PROVIDER TO SEND SWIFT COPIES OF THE MT-799 AND MT-760 TO
THE BENEFICIARY/LESSEE AS SOON AS THEY ARE SENT PAYMENT FOR THE BG/SBLC TO BE
REMITTED WITHIN TEN (10) BANKING DAYS UPON VERIFICATION AND CONSOLIDATION OF
THE MT-760. HARD COPY TO FOLLOW BY BANK BONDED COURIER WITHIN TEN (10)
BANKING DAYS AFTER AUTHENTICATION OF PAYMENT

10 PAYMENT SWIFT MT103

11 HARD COPY BONDED COURIER WITHIN TEN BANKING DAYS.

12 PERIOD OF LEASE ONE YEAR AND ONE DAY (WITH POSSIBLE RENEWED ANNUALLY UP TO FIVE YEARS)

WE, XXXXXXX(AS THEBENEFICIARY/LESSEE, HEREINAFTER AS THE “PAYER”), REPRESENTED BY THE PRESIDENT


AND THE AUTHORIZED SIGNATORY MR.XXXXXX, THE HOLDER OFXXXXXXX PASSPORT NO:XXXX, WITH OFFICE
ADDRESS ATXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXX, DO HEREBY IRREVOCABLY
GUARANTEE WITH FULL PERSONAL AND CORPORATE RESPONSIBILITY AND AUTHORITY, UNDER PENALTY OF
APPLICABLE PERJURY LAWS, AGREE TO ACT AS PAYER TO PAY THIS IRREVOCABLE MASTER FEE PROTECTION
AGREEMENT WITH AN IRREVOCABLE CORPORATE PAYMENT ORDER WHICH IS AN INTEGRAL PART OF ABOVE CODED
AGREEMENT IN THE TOTAL AMOUNT OF TWO PERCENT (2.00%) OF THE TOTAL FACE VALUE OF THE BANK
INSTRUMENT.

TOTAL TWO PERCENT (2.00%) COMMISSION FEES, ONE PERCENT (1.00%) FOR THE PARTY A SIDE AND ONE PERCENT
(1.00%) FOR THE PARTY B SIDE, WHICH SHALL BE PAID INTO THE BELOW BANK ACCOUNT/S OF BOTH PARTIES’
BENEFICIRIES FOR DISTRIBUTION AND WHICH SHALL INCLUDE ALL ROLLS AND EXTENSIONS.

PROVIDER’S SIDE:

TOTAL ONE PERCENT (1.00%) OF TOTAL CONTRACT VALUE WITH ROLLS, EXTENSIONS, ADDITIONS & NEW CONTRACTS WILL

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 20 OF 31


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BE PAID TO THE FOLLOWING PAYMASTERS: (CLOSED)

BANK NAME

BANK ADDRESS

ACCOUNT NUMBER

ACCOUNT NAME

SWIFT CODE

BANK OFFICER

BANK TELEPHONE

BANK FAX

OFFICER’S EMAIL

BENEFICIARY NAME

SPECIAL NOTE

LESSEE’S SIDE :

TOTAL ONE PERCENT (1.00%) OF TOTAL CONTRACT VALUE WITH ROLLS, EXTENSIONS,ADDITIONS & NEW CONTRACTS WILL
BE PAID TO THE FOLLOWING PAYMASTERS:

BENEFICIARY’S SIDEGROUP 1FOR RECEIVING COMMISSION WITH AMOUNT0.50%OF TOTAL CONTRACT VALUE INCLUDE ROLLS
AND EXTENSIONS, ADDITIONS & NEW CONTRACTS WILL BE PAID TO THE FOLLOWING PAYMASTERS:

BANK NAME CLOSED

BANK ADDRESS

ACCOUNT NUMBER

ACCOUNT NAME

SWIFT CODE

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 21 OF 31


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BANK OFFICER

BANK TELEPHONE

BANK FAX

OFFICER’S EMAIL

BENEFICIARY NAME

SPECIAL NOTE

BENEFICIARY’S SIDEGROUP 2FOR RECEIVING COMMISSION WITH AMOUNT0.50%OF TOTAL CONTRACT VALUE INCLUDE ROLLS
AND EXTENSIONS, ADDITIONS & NEW CONTRACTS WILL BE PAID TO THE FOLLOWING PAYMASTERS:

BANK NAME 0.5 OPEN

BANK ADDRESS

ACCOUNT NUMBER

ACCOUNT NAME

SWIFT CODE

BANK OFFICER

BANK TELEPHONE

BANK FAX

OFFICER’S EMAIL

BENEFICIARY NAME

SPECIAL NOTE

THIS AGREEMENT/IRREVOCABLE CORPORATE PAYMENT ORDER AND THE PAYMENT OF COMMISSIONS HEREIN ARE SUBJECT TO THE
INTERNATIONAL CHAMBER OF COMMERCE “ICC” AND THE ICC ARBITRATION ACT AS ADOPTED BY THE ICC OFFICE IN HONG KONG,
BY THREE ARBITRARY APPOINTEES IN ACCORDANCE WITH ICC RULES. ALL NC/ND CLAUSES AS PRESCRIBED BY ICC RULES (LATEST
EDITION) SHALL APPLY TO THIS AGREEMENT AND PAYMENT ORDER.

THIS AGREEMENT AND IRREVOCABLE CORPORATE PAYMENT ORDER IS IRREVOCABLE, DIVISIBLE, AND UNCONDITIONAL, AND MAY
BE ASSIGNED ONLY BY THE BENEFICIARIES NAMED HEREIN. THIS AGREEMENT AND IRREVOCABLE CORPORATE PAYMENT ORDER
MAY BE EXECUTED IN ONE OR MORE COUNTERPARTS, EACH ONE SHALL BE DEEMED AN ORIGINAL AND ALL TOGETHER SHALL
CONSTITUTE ONE AND THE SAME DOCUMENT.

A SIGNED FAX OR ELECTRONICALLY TRANSMITTED COPY OF THIS DOCUMENT SHALL BE DEEMED BINDING ON THE “PARTIES” WITH

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 22 OF 31


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THE FORCE AS THE SIGNED ORIGINAL. THE AGREEMENT AND IRREVOCABLE CORPORATE PAYMENT ORDER IS VALID WHEN
COMMENCEMENT OF THE ABOVE-REFERENCED TRANSACTION TAKES PLACE AND SHALL REMAIN VALID AND ENFORCEABLE FOR
THE FULL TERMS OF THE TRANSACTION, INCLUDING ANY NEW AGREEMENT BETWEEN THE PARTIES AND/OR THEIR ASSIGNS.

BENEFICIARIES RESERVE RIGHT TO CHANGE BANK COORDINATES STATED HEREIN AT ANY TIME BY PROVIDING WRITTEN REQUEST
TO THE PARTY B/PAYER. UPON EXECUTION OF THE AGREEMENT AND THE FINAL AGREEMENT AND PRIOR TO, OR SIMULTANEOUSLY
WITH THE FIRST TRANSACTION, WE GUARANTEE THAT THIS IRREVOCABLE MASTER FEE PROTECTION AGREEMENT & IRREVOCABLE
CORPORATE PAYMENT ORDER WILL BE LODGED WITH THE PARTY B/PAYER’S BANK.

THE PARTY B/PAYER’S BANK SHALL PROVIDE THE BENEFICIARIES, BY E-MAILS WITH COPIES OF THE SWIFT RELATED TO ALL
PAYMENT INSTRUCTIONS UPON THE CLOSING OF EACH AND EVERY TRANSACTION OF THE ABOVE TRANSACTION.

THE PARTY B/PAYER’S PAYING BANK DETAILS:

BANK NAME

BANK ADDRESS

ACCOUNT NAME

ACCOUNT NUMBER

ACCOUNT SIGNATORY

SWIFT CODE

BANK OFFICER

BANK TELEPHONE

BANK FACSIMILE

BANK EMAIL ADDRESS

IN THE EVENT THAT THE TRANSACTION WAS NOT PERFORMED OR ONLY PERFORMED IN PART, THE PAYMASTERS / BENEFICIARIES
LISTED ABOVE SHALL NOT HOLD THE UNDERSIGNED PAYER RESPONSIBLE FOR ANY EXPENSES, CHARGES AND/OR COST, OR HOLD
THE PAYER LIABLE FOR ANY CIVIL AND CRIMINAL ACTIONS. THE UNPERFORMED PART OF THIS IRREVOCABLE MASTER FEE
PROTECTION AGREEMENT WILL THEREFORE AUTOMATICALLY BECOME NULL AND VOID.

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 LEASING AGREEMENT/LETTER OF INTENT/TRANSACTION CONTRACT
IDENTIFIED WITH TRANSACTION CODE: XXXXXXXXXXXXX, PROVIDER’S CODE: XXXXXXXXXXXXX, AND LESSEE’S CODE: XXXXXXX AS SOON AS THE
CONTRACT BECOMES VALID AND SIGNED. IF NO TRANSACTION IS COMPLETED UNDER THE AFORESAID TRANSACTION, PROVIDER, AND LESSEE 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.

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 23 OF 31


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THE SIGNATORY HEREOF AVERS AND CONFIRMS THAT HE HAS THE POWER AND AUTHORITY TO EXECUTE THIS IRREVOCABLE FEE AGREEMENT AND PAY
ORDER.

WE AGREE TO THE ABOVE IRREVOCABLE FEE PROTECTION AGREEMENT IN ITS ENTIRETY

CONFIRMED AND SIGNED ON DAY MONDAY, SEPTEMBER 13, 2021,

FOR AND ON BEHALF OF LESSEE/PAYOR:

XXXXXXXXXXXXXXXXXXXXXXXXXX

______________________________________________________________________

NAME : MR.

TITLE :

NATIONALITY :

PASSPORT :

ISSUE DATE :

EXPIRY DATE :

CLIEN’T INFORMATION SHEET


IN ACCORDANCE WITH ARTICLES TWO (2) THROUGH FIVE (5) OF THE DUE DILIGENCE CONVENTION AND THE FEDERAL BAKING COMMISSION CIRCULAR
OF DECEMBER 1998, CONCERNING THE PRVENTION OF MONEYLAUNDERING, AND ARTICLE 350 OF THE SWISS CRIMINAL CODE, THE FOLLOWING
INFORMATION MAY BE SUPPLIED TO BANK 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 HEVE 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 OTHER’S ACTIVITIES. THIS LEGAL OBLIGATION SHALL REMAIN IN FULL FORCE AND EFFECT AT ALL TIMES.

CLIENT NAME (SINGNATORY):


CITIZENSHIP:
PASSPORT NUMBER:
PASSPORT ISSUE DATE:
FEDERAL ID NUMBER:

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 24 OF 31


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DATE OF BIRTH:
HOME ADDRESS:
HOME TELEPHONE NUMBER:
HOME FAX:
CELLULAR PHONE NUMBER:
DIRECT EMAIL ADDRESS:
BUSINESS NAME:
BUSINESS ADDRESS:
REGISTERED OFFICER:
REGISTERATION NUMBER:
BUSINESS PHONE NUMBER:
BUSINESS FAX NUMBER:
EMAIL ADDRESS:
BANK NAME:
BANK ADDRESS:
ACCOUNT NAME:
IBAN NUMBER:
ACCOUNT NO:
SWIFT CODE:
BANK OFFICER NAME:
BANK OFFICER PHONE / FAX:
BANK OFFICER E-MAIL:
ACCOUNT SINGATORY:
FUNDS AVAILABLE. IN WORDS:
ORIGIN OF FUNDS:
EARNINGS FROM:
ARE FUNDS FREE AND CLEAR?
EXPLAIN AS NEEDED
LAWYER NAME:
LAWYER S PHONE NUMBER:
LAWYER ADDRESS:
LAWYER EMAIL:
ACCOUNTANTS NAME:
ACCOUNTANTS ADDRESS:
ACCOUNTANTS PHONE NO:
ACCOUNTANTS EMAIL:

COMPANY PROFILE: DESCRIBE THE NATURE OF THE BUYING ENTITY, OWNERSHIP, DIRECTORS, COMPANY OBJECTIVES IN THE
SPACE BELOW.

I, ............................, HEREBY SWEAR, UNDER PENALTY OF PERJURY, THE INFORMATION GIVEN ABOVE IS ACCURATE AND TRUE.

THIS CLIENT INFORMATION SHEET CREATED AND SIGNED ON SENIN, SEPTEMBER 13, 2021

FOR AND ON BEHALF OF:

AFFIRMATION:

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 25 OF 31


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I HEREBY SWEAR UNDER THE FULL PENALTY OF PERJURY, THAT THE INFORMATION PROVIDED HEREIN IS BOTH TRUE AND
ACCURATE. I AM IN CONTROL OF THE ASSETS STATED ABOVE, AND HAVE SIGNATORY AUTHORITY ON THE AFOREMENTIONED
BANK ACCOUNT AND HAVE FULL AUTHORITY TO EXECUTE ALL CONTRACTS AND AGREEMENTS RELATING TO PLEADING THE
ASSETS FOR A LOAN. THE FUNDS ARE IN FULL COMPLIANCE WITH THE ANTI-MONEY LAUNDERING POLICIES SET FORTH BY THE
FINANCIAL ACTION TASK FORCE (FATF) 6/01.

DECLARATION:

I, MR. XXXX, 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 ARE IN
COMPLIANCE WITH ANTI-MONEY-LAUNDERING POLICIES AS SET FORTH BY THE FINANCIAL ACTION TASK FORCE (FATF)
6/01

AGREED AND SIGN THIS MONDAY, SEPTEMBER 13, 2021

FOR AND ON BEHALF OF BENEFICIARY/LESSEE

___________________________________________________________________

NAME : MR.

TITLE :

NATIONALITY :

PASSPOR :

ISSUE DATE :

EXPIRY DATE :

ISSUE PALCE :

PROVIDER’S PASSPORT COLOUR COPY

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 26 OF 31


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PROVIDER’S CORPORATE CERTIFICATE COPY

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 27 OF 31


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LESSEE’S PASSPORT COLOUR COPY

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 28 OF 31


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LESSEE’S INCORPORATION CERTIFICATE COPY

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 29 OF 31


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ELECTRONIC DOCUMENT TRANSMISSIONS

EDT (ELECTRONIC DOCUMENT TRANSMISSIONS) SHALL BE DEEMED VALID AND ENFORCEABLE IN RESPECT OF ANY
PROVISIONS OF THIS CONTRACT. AS APPLICABLE, THIS AGREEMENT SHALL BE:-

INCORPORATE U.S. PUBLIC LAW 106-229, ‘‘ELECTRONIC SIGNATURES IN GLOBAL & NATIONAL COMMERCE ACT’’ OR
SUCH OTHER APPLICABLE LAW CONFORMING TO THE UNCITRAL MODEL LAW ON ELECTRONIC SIGNATURES (2001)

ELECTRONIC COMMERCE AGREEMENT (ECE/TRADE/257, GENEVA, MAY 2000) ADOPTED BY THE UNITED NATIONS
CENTRE FOR TRADE FACILITATION AND ELECTRONIC BUSINESS (UN/CEFACT).  

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 30 OF 31


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EDT DOCUMENTS SHALL BE SUBJECT TO EUROPEAN COMMUNITY DIRECTIVE NO. 95/46/EEC, AS APPLICABLE.
EITHER PARTY MAY REQUEST HARD COPY OF ANY DOCUMENT THAT HAS BEEN PREVIOUSLY TRANSMITTED BY
ELECTRONIC MEANS PROVIDED HOWEVER, THAT ANY SUCH REQUEST SHALL IN NO MANNER DELAY THE PARTIES
FROM PERFORMING THEIR RESPECTIVE OBLIGATIONS AND DUTIES UNDER EDT INSTRUMENTS.

>>>>>>>>>>> XXX END OF DOCUMENT XXX <<<<<<<<<

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 31 OF 31

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