ADVANCE... · Web viewLessee Letterrpad Transaction Code: LESSOR Code: 10 / 23 LESSOR‘s initials:LESSEE‘s initials:

Lessee LetterrpadTransaction Code: LESSOR Code:

Letter of Intent (LOI)

DEED OF AGREEMENT (DOA)

The Provider: Address: Company Reg No: Represented by: ID Number: Nationality: Telephone No: ProviderEmail� :

( Hereinafter to the 'Lessor' on one part)

And

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

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

WHEREAS. The Lessor desires to Lease, transfer and assign all rights title and interest of the BG/SBLC available to it to the Lessee. Lessor 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 Lessee. Lessor 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.

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LESSOR‘s initials: LESSEE‘s initials:


NOW THEREFORE, The Lessee has agreed to Lease the BG/SBLC at 12% of Face Value for the instrument requested and Lessor has agreed to issue BG/SBLC for Lease 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: : Minimum 1 Million to........50 Billion USD/Euro in Tranches of maximum 500 Million each; with BlockFunds MT799; OR Bank Endorsed Client Promissory Note as per Appendix (D) required. 2. (B). Contract Amount: XXXXXXXX Million2 (C). Beneficiary:3. Issuing Bank: HSBC Bank London, Barclays Bank, Credit Suisse Zurich and other AA Rated Banks.4. Age: One Year and One Day5. Leasing Price: 9% + 3% commission, making it 12% of Face Value 6. Delivery: {Bank-To-Bank Swift}7. Payment: MT1038. Hard Copy: Bonded Courier Service {within three banking days}

LEASING PROCEDURE: 1. (A) LESSEE/Borrower signs our (1) Escrow Agreement and (2) the Monetizing Agreement along with this (IN CASE IT IS MONETIZED BY US); (3) Letter of Intent with full banking coordinates and returns together with Client Information Sheet, Board Resolution, IMFPA and scanned copy of their passport. . (B) LESSEE PROVIDES HIS BANK LETTER APPROVING VERBIAGE OF OUR SWIFT MT-799 BLOCKFUNDS AS PER �“APPENDIX A“. 2. Within Two (2) international banking days after gettting the countersigned Escrow Agreemnt (and the countersigned Monetizing Agreement, IF NECESSARY) by the Provider, LESSEE must remit in advance full required amount of the Refundable Escrow Deposit to our designated US Attorney account in California. Los Angeles Bar Association will have the authority of Arbitration, if there arises any dispute between the Provider and the LESSEE. 3. ESCROW MINIMUM DEPOSIT shall be based as follows:

1M to 10M= Minimum of 60,000 USD/EURO10M to 50M= Minimum of 100,000 USD/EURO, 51M to 100M = Minimum of 150,000 USD/EURO, 101M to 500M= ?Minimum of 200,000 USD/EURO,

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4. OR Pay Refudable Transmission Fee Direct to the Provider account instead of the Escrew Attorney. In this case, Provider will issue an Invoice and a Corporate Refund Letter along with the countersigned DOA for the client to have DD on Provider before any remittance. DIRECT TO PROVIDER DEPOSIT

BANK TRANSMISSION FEES TO SEND MT799/MT760a) Bank transmission fee for 1M to 5M is USD/EURO 29,900.00b) Bank transmission fee for 5M to 20M is USD/EURO 39,800.00c) For 21M TO 50M: A DEPOSIT OF $48,000d) For 51M TO 100M: A DEPOSIT OF $58,000 e) For 100M TO 500M: A DEPOSIT OF $185,000

(B) In case of Direct Payment to Provider, please inform details in which Name and Address our Invoice has to be issued. Provider will send Invoice and Corporate Refund Letter accordingly. Processing of your LOI will be started only after receipt of your remittance of Transmission Fees.

5. On receipt of full Escrow deposit amount confirmation from the Attorney, LESSOR will complete Due Diligence within 72 hours, countersigns and returns the Letter of Intent, along with Client Information Sheet and enlarged scanned copy of signatory passport. Making the Letter of Intent a Binding Contract. Both parties shall lodge the Contract with their handling banks for record. 6. This Agreement, with electronic signatures of both the Parties, if transmitted by facsimile or electronic mail, shall be considered as an original, legally enforceable document. 7. Within Three (3) international banking days upon satisfactory verification of the wire transfer payment of full Escrow Deposit and after LESSOR issues his countersigned Deed of Agreement (DOA), LESSOR’S BG-Issuing Top Bank will schedule to issue Pre Advice via SWIFT MT-799 to LESSEE (OR MONETIZER’S bank as per Montizing Agreement).8. After receiving Pre-Advice, LESSEE will send ICBPO of BG/SBLC cost as per our Appendix A. Then Issuing Bank will swift MT760.9. Hard Copy of the BGs will be delivered to LESSEE OR MONETIZER’S Bank within Seven (7) international banking days via bonded bank courier. BANKING INFORMATIONLESSOR‘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 NAME:BANK ADDRESS:ACCOUNT NUMBER:ACCOUNT NAME:SWIFT CODE:

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BANK OFFICER:BANK TELEPHONE:BANK FAX:

BANKER‘S E-MAIL

:(2) LESSOR‘S PAYMENT RECEIVING BANK COORDINATES FOR RECEIVING POF AND 9% PAYMENT: BENEFICIARYBANK NAME:BANK ADDRESS:ACCOUNT NUMBER:ACCOUNT NAME:ABA ROUTING:SWIFT CODE:BANK OFFICER:BANK TELEPHONE:BANK FAX:BANKER‘S E-MAIL:

SPECIAL INSTRUCTIONS:UPON RECEIPT OF FUNDS, PAYMASTER TO SEND NOTIFICATION BY EMAIL TO THE DESIGNATED BENEFICIARIES RESPECTIVELY.REQUIRED MESSAGE:ALL TRANSFER INSTRUCTIONS SHALL STATE: FUNDS ARE CLEAN AND CLEAR, OF NON-�CRIMINAL ORIGIN, AND ARE FOR SAME DAY TRANSFER IMMEDIATELY PAYABLE IN CASH.

BENEFICIARY OF BANK INSTRUMENTS

LESSEE BANKING COORDINATE TO ISSUE BLOCKFUNDS MT799 OR ICBPO OR MT103.23 AND MAKE ALL PAYMENTS:

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

LESSEE BANKING COORDINATE TO RECEIVE PRE-ADVICE VIA MT 799

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FOLLOWED 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 LESSORTTEMPTING 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 LESSOR’S OR LESSEE’S BANK(S) IN THIS FINANCING SHALL BE PROHIBITTED AND CONTRACT TERMINATED.MULTIPLE BANKS AND ACCOUNTS MAY BE USED BY LESSOR AND LESSEE TO FACILITATE EXHAUSTION OF THE CONTRACT. LESSOR AND LESSEE 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

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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 LESSOR AND LESSEE 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 LESSEE 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 LESSORND 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

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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.

NON-CIRCUMVENTION & NON-DISCLOSURETHE 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 LESSEE

<SEAL>_____________________________ Date: 28 June 2014

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

SIGNED BY THE LESSEE

<SEAL>

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_____________________________ Date: 28 June 2014


APPENDIX A

ACCEPTABLE DRAFT OF MT799, PROOF OF FUNDS, BLOCK FUNDS(After receiving your Escrow Deposit or Transmission charges or MT799 BLOCKFUNDS as COLLATERAL, we send you Pre-Advice as per APPENDIX

B. After receiving Pre-Advice from the Top Bank, you are required to send following MT799 BLOCKFUNDS of the following VERBIAGE to us in order

to get MT760 BG/SBLC from us)SWIFT INPUT: MT 799 BLOCKFUNDS REGARDING 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.

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THESE FUNDS ARE CURRENTLY PUT ON ADMINISTRATIVE HOLD FOR THE BENEFIT OF (BENEFICIARY NAME), FOR THE PERIOD OF 45 DAYS OR TILL THE TRANSACTION �XXXXXXXX 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 �XXXXXXXXXX, THE ISSUER.

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

I AGREE TO INSRUCT MY BANK TO ISSUE ABOVE MT799 BLOCKFUNDS POF AS PER VERBIAGE ABOVE AFTER GETTING THE COUNTERSIGNED CONTRACT FROM THE PROVIDER.

Signed this 28 June 2014

<SEAL>_____________________________ Date: 28 June 2014 Signatory Name: Title: DirectorPassport No.: Country: Date of Issue: Date of Expiration:

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APPENDIX C

DRAFT TEXT OF BANK GUARANTEE VIA MT-760

TO: (CLIENT BANK)

DATE: ___________

BANK GUARANTEE NO.__________________.AT THE REQUEST OF ______________________(APPLICANT), �WE,______________(THE BG ISSUING BANK AND ITS ADDRESS) HEREBY ISSUE OUR IRREVOCABLE BG NO._________________ IN FAVOUR OF (THE eBENEFICIARYf) FOR � �NOT EXCEEDING THE AMOUNT OF XXXXXXXXXX MILLION USD (SAY US DOLLARS $XXXXXX.00 ONLY) INCLUDING THE PRINCIPAL AMOUNT, INTEREST, PENALTY INTEREST, AND ANY OTHER FEES, EXPENSES WHICH ARE OR MAY BECOME PAYABLE TO THE BENEFICIARY UNDER THE FACILITY AGREEMENT REGARDING THE TERM LOAN FACILITY BETWEEN (THE BENEFICIARY) AND (THE eBORROWERf).� �

THIS BG IS AVAILABLE BY PAYMENT WITH US AGAINST THE BENEFICIARY’S DEMAND BY AUTHENTICATED SWIFT TO US STATING THAT THE AMOUNT OF SUCH CLAIM(S) REPRESENTS AND COVERS THE UNPAID BALANCE OF INDEBTEDNESS IN CONNECTION WITH THE BENEFICIARY’S GRANTING THE LOAN FACILITY TO THE BORROWER.

UPON RECEIPT OF THE BENEFICIARY’S AUTHENTICATED SWIFT CLAIM IN COMPLIANCE WITH THE TERMS AND CONDITIONS OF THIS BG, WE UNDERTAKE UNCONDITIONALLY TO REMIT THE PROCEEDS BY T/T TO THE BENEFICIARY IN ACCORDANCE WITH YOUR INSTRUCTIONS WITHIN FIVE (5) BANKING DAYS.

THE AMOUNT OF THIS BG WILL BE AUTOMATICALLY REDUCED BY THE AMOUNT OF ALL DRAWINGS HEREUNDER.

PARTIAL DRAWINGS ARE ACCEPTABLE.

THIS BG WILL BE EFFECTIVE FROM THE ISSUING DATE AND EXPIRE ON _______ (THE EXPIRY DATE) AT THE COUNTER OF ISSUNG BANK.

THIS BG IS SUBJECT TO THE UNIFORM CUSTOMS AND PRACTICE FOR DOCUMENTARY CREDITS (2007 REVISION), ICC PUBLICATION NO.600.

(ELECTRONIC SIGNATURES OF TWO BANK OFFICERS WITH NAMES & TITLES)

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NAME NAME TITLE TITLEPIN PIN

APPENDIX D(If your bank can issue Promissory Note with the condition that it will be paid within 5 days after receiving Pre-Advice and MT760, as MT760 will be Collateral for your bank to issue a conditional Promissory Note. In this case you do not have to pay any Upfront Fee)

CLIENT BANK RWA TO ISSUE PROMISSORY NOTE AFTER RECEIVING COUNTERSIGNED CONTRACT FOR BG BY ITS ACCOUNT HOLDER

CLIENT‘S INFORMATION SHEET (CIS)

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. Lessee’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.

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Facsimile No.Email Address

4 Lessee’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 28 June 2014

<SEAL>_____________________________ Date: 28 June 2014 Signatory Name: Title: DirectorPassport No.: Country: Date of Issue: Date of Expiration:

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CERTIFICATE OF INCORPORATION OF LESSEE

BOARD RESOLUTION

THIS IS TO CERTIFY THAT THE BOARD OF DIRECTORS OF XXXXXX HAVING ITS 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 28 JUNE 2014, 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

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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 28 June 2014.

SIGNED BY THE CHAIRMAN OF BOARD:

____________________________NAME: TITLE: OWNER / DIRECTOR PASSPORT ‡‚: PLACE OF ISSUE: DATE OF EXPIRY:

NON-CIRCUMVENTION AND NON-DISCLOSURE

ALL 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 LESSOR’S CODE AND THE LESSEE’S CODE REFERRED TO HEREIN. SHOULD A CONTRACT BE SIGNED BETWEEN THE LESSOR AND LESSEE, 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

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EMAIL COPY SHALL BE DEEMED TO BE AS AN ORIGINAL.

Executed this day�xxxx 28 June 2014 cc.by LESSEE� �

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

NON-SOLICITATION LETTER

I, Lessee 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 LESSEE:

This day xxxxx28 June 2014.

<SEAL>___________________________For and on behalf of Lessee

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Name: Title: DIRECTORPassport No.: Nationality:

IRREVOCABLE MASTER FEE PROTECTION AGREEMENT& IRREVOCABLE CORPORATE PAYMENT ORDER

DATE:

TO: BOTH PARTIESf CONSULTANTS�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: : Minimum 1 Million to........50 Billion USD/Euro in Tranches of maximum 500 Million each with BlockFunds MT799; OR Bank Endorsed Client Promissory Note as per Appendix (D) required. 2. (B). Contract Amount: XXXXXXXX Million2 (C). Beneficiary:3. Issuing Bank: HSBC Bank London, Barclays Bank, Credit Suisse Zurich and other AA Rated Banks.4. Age: One Year and One Day5. Leasing Price: 9% + 3% commission, making it 12% of Face Value 6. Delivery: {Bank-To-Bank Swift}7. Payment: MT1038. 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 Leased 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

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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 Lessor’s code to be provided by the Lessor) 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.

TOTAL COMMISSIONS: 3%

Total 3% 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 BG/SBLC FACE VALUEPaymaster #1 NamePaymaster AddressPassport NumberPaymaster Telephone

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Paymaster FaxPaymaster EmailBank NameBank AddressBank OfficerBank TelephoneBank FaxSWIFT CodeABA 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 - CUR-RENCY: Euro or US Dollars. All Wire transfers shall in-corporate 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 #S-2: TO RECEIVE 100% OF THE 1% of BG/SBLC FACE VLUEPaymaster #2 NamePaymaster AddressPassport NumberPaymaster TelephonePaymaster FaxPaymaster EmailBank NameBank AddressBank OfficerBank TelephoneBank FaxSWIFT CodeABA RoutingAccount Name

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Account 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 - CUR-RENCY: Euro or US Dollars. All Wire transfers shall in-corporate 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: TO RECEIVE XX% OF THE 1% OF BG/SBLC FACE VALUEPaymaster #3 NamePaymaster AddressPaymaster TelephonePaymaster FaxPaymaster EmailBank NameBank AddressBank OfficerBank TelephoneBank FaxSWIFT CodeABA RoutingAccount NameAccount Number (IBAN)BeneficiarySpecial Instructions SEND PRE-ADVICE PRIOR ON SENDING CASH

FUNDS TO LEGITIMATE BENIFICIARIES AND PAY-MASTER 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

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SENT TO US.” FOR SAME DAY SETTLEMENT.Special Instructions Same Day Transfer and Immediate Credit - CUR-

RENCY: Euro or US Dollars. All Wire transfers shall in-corporate 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 Lessee/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 Lease agreement/letter of intent/transaction contract referenced by the transaction code, Lessor’s code, and Lessee’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 Lessee and Lessor 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.

Lessee as Master Paymaster and its bank coordinate for payment of fees AND COMMISSIONS:

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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 Lease agreement/letter of intent/transaction contract identified with transaction code: XXXXXXX, Lessor’s code: xxxxxxxxxxxxx, and Lessee’s code: XXXXXXXXXXXXXXXXXXXXXXX as soon as the contract becomes valid and signed. If no transaction is completed under the aforesaid transaction, Lessor, 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.

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 LESSEE

<SEAL>_____________________________ Date: 28 June 2014

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PASSPORT COPY OF LESSEE’S AUTHORIZED SIGNATORY

SIGNED BY THE LESSOR

<SEAL>_____________________________ Date: 28 June 2014


PASSPORT COPY OF LESSOR‘S AUTHORIZED SIGNATORY

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ADVANCE... · Web viewLessee Letterrpad Transaction Code: LESSOR Code: 10 / 23 LESSOR‘s initials:LESSEE‘s initials: