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RECEIVER COMPANY

👉 Logo PUT IT👈 TRANSACTION CODE: Provide After Countersigned


PROVIDER’S CODE : Provide After Countersigned
BUYER’S CODE : Provide After Countersigned

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 ON JANUARY 15, 2024, BY AND BETWEEN:

COMPANY NAME VENUPALON LDA.


ADDRESS RUA 28 DE JANEIRO Nº 350, 4400-335 VILA NOVA DE GAIA, PORTUGAL.
COMPANY REGISTRATION 514729562
REPRESENTED BY DR. JOSÉ JAVIER GARCÍA ALEGRE
PASSPORT NUMBER PAB618541
TELEPHONE Provide After Countersigned
E-MAIL Provide After Countersigned

HEREIN NAMED AS THE "PROVIDER/SELLER", 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 "RECEIVER/BUYER", 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.

BOTH PARTIES COLLECTIVELY BEING REFERRED TO AS THE “PARTIES”

DESCRIPTION OF BANK INSTRUMENT

1 INSTRUMENT BANK GUARANTEE (BG) / STANDBY LETTER OF CREDIT (SBLC)CASH BACKED


2 TERM OPERATIVE, IRREVOCABLE, ASSIGNABLE AND CONFIRMED
3 ISSUING BANK HSBC BANK PLC,LONDON,UNITED KINGDOM.
4 AGE /CURRENCY ONE (1) YEAR AND ONE (1) DAY-FRESH CUT/EURO
5 PRICE FIFTY PERCENT (50% OF PURCHASE) PLUS TWO PERCENT (2%)
6 INTERMEDIARY FEES 2% ON FACE VALUE(1%SELL SIDE &1%BUY SIDE)
7 CONTRACT AMOUNT EURO BILLION (€ 000,000,000.00) PLUS R&E
8 TRANCHES EURO MILLION (€ 00,000,000.00) UNTIL TOTAL CONTRACT
9 DELIVERY DELIVERED BY ISSUING BANK, BANK PAYMENT UNDERTAKING (“BPU”) (EXHIBIT C) ISSUING
BANK TO ISSUE MT-760PROVIDER TO SEND SWIFT COPIES OF THE MT-799 AND MT-760 TO
THE BENEFICIARY/BUYER AS SOON AS THEY ARE SENT PAYMENT FOR THE BG/SBLC TO BE
REMITTED WITHIN FIVE (5) BANKING DAYS UPON VERIFICATION AND CONSOLIDATION OF
THE MT-760. HARD COPY TO FOLLOW BY BANK BONDED COURIER WITHIN TEN (10)

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 1 OF 20


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PROVIDER’S CODE : Provide After Countersigned
BUYER’S CODE : Provide After Countersigned

BANKING DAYS AFTER AUTHENTICATION OF PAYMENT


10 PAYMENT SWIFT MT103/202
11 HARD COPY BONDED COURIER WITHIN TEN BANKING DAYS.
I, MR. __________ (BUYER NAME) __________, C.E.O., HOLDER PASSPORT NUMBER ____________ 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/BUYER DESIRES TO RECEIVE A COLLATERAL FACILITY FROM THE PROVIDER, IN FORM
OF (SBLC) FOR 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 ON SBLC 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
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/BUYER 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: PURCHASING

1. BUYER SEND TO PROVIDER THIS DOA WITH ALL DOCUMENTS FOR DUE DILIGENCE AND COMPLIANCE (FULLY
FILLED OUT WITH ALL REQUIRED BANK DATA, SIGNED AND SEALED) AND WITHIN 3-5 BANKING DAYS PROVIDER
CONFIRMS COMPLIANCE AND DUE DILIGENCE TO RETURN THE CONFIRMED CONTRACT.PROVIDER COUNTERSIGN THE
DOA AND RETURN TO BUYER, WHICH HEREBY AUTOMATICALLY BECOMES A FULL RECOURSE COMMERCIAL CONTRACT
AFTER THE PROVIDER HAS ACCEPTED / COUNTERSIGNED THE RECEIVER’S APPLICATION.

2. WITHIN FIVE (5) BANKING DAYS, RECEIVING BANK OF BUYER WILL ISSUE BCL VIA SECURE BANK E-MAIL OR SWIFT
MT199/799 (EXHIBIT A) TO DESIGNED BANK BY PROVIDER & SEND COURTESY COPY TO PROVIDER WITHIN 24
BANKING HOURS. Bank Name:- HSBC BANK PLC SWIFT CODE: HBUKGB4194R /
40–11–60
Bank Officer: Provide After Countersigned
Chief Compliance Officer) :- Provide After Countersigned
COURTESY COPY: Provide After Countersigned
ONCE RECEIVED THE BANKING EMAIL, AND VERIFIED BY PROVIDER’S COMPLIANCE BANK

3.WITHIN FIVE (5) BANKING DAYS, ISSUING BANK OF THE PROVIDER WILL ISSUE AN SWIFT 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 SWIFT MT-799 PRE-ADVICE TO BENEFICIARY/BUYER WITHIN 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 52% (50% +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. RECEIVING BANK WILL RECEIVE, CONFIRM AND VERIFY THE SWIFT MT-760 (SBLC). THE BENEFICIARY/BUYER WILL
REMIT PAYMENT WITHIN TEN (10) BANKING DAYS AFTER MT760 RECEIVED TO THE PROVIDER’S DESIGNATED
ACCOUNT(S) THE PURCHASE FEES AND THE CONSULTANCY FEES TO THE INTERMEDIARIES’ DESIGNATED ACCOUNT(S).

7. SHOULD THE BENEFICIARY/BUYER DEFAULT IN PAYING THE PURCHASE 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.

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 2 OF 20


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PROVIDER’S CODE : Provide After Countersigned
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8. WITHIN TEN (10) BANKING DAYS AFTER RECEIPT OF ALL FEES INCLUDING THE CONSULTANCY FEES, THE HARD
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 REGULATION.
SANCTIONS (NON-PERFORMANCE): AFTER THIS CONTRACT IS SIGNED BY BOTH PROVIDER AND BENEFICIARY/BUYER,
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% ON CONTRACT
VALUE TO THE PRINCIPAL SUFFERING PARTY PLUS 1% TO INTERMEDIARIES/FACILITATORS (0.5% EACH SIDE).
UNAUTHORIZED BANK COMMUNICATION: NEITHER PARTY IS ALLOWED TO CONTACT 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 AGENT/BROKER/LAWYER TO PROBES OR COMMUNICATION IN AN IMPROPER
WAY OR WAYS INDICATIVE OF DIRECT/INDIRECT SOLICITATION TO BANK(S) IN THIS TRANSACTION SHALL BE
PROHIBITED & RESULT TO CONTRACT TERMINATED. NOTICE: THIS IS A PRIVATE SALE BETWEEN 2 ENTITIES & IS NOT
TO BE CONSTRUED AS AN OFFER OF FUNDS OR SALE OF SECURITIES AS DEFINED IN US SECURITIES ACT OF 1933/34.
RECEIVERS OBLIGATION: BENEFICIARY/BUYER, 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 DOA OR OTHER AGREEMENTS & DOCUMENTS WITH PROVIDER. BENEFICIARY/BUYER
FURTHER CONFIRMS THAT PROVIDER IS AUTHORIZED TO VERIFY FUNDS OF EACH TRANCHE OF THE CONTRACT WITH
HIS BANK, IF NECESSARY. IN THE EVENT OF UNSATISFACTORY VERIFICATION, TRANSACTION WILL BE SUSPENDED
IMMEDIATELY AND THE RECEIVER IS IN BREACH OF THE CONTRACT AND LIABLE FOR LEGAL CONSEQUENCES.
PROVIDER OBLIGATION: BENEFICIARY/BUYER 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 DOA. PROVIDER FURTHER CONFIRMS TO DELIVER INSTRUMENTS, NEGOTIATE & MAKE
PROPER 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: BENEFICIARY/BUYER HEREBY CONFIRMS A DECLARES THAT PROVIDER, ITS ASSOCIATES OR
REPRESENTATIVES OR ANY PERSON OR PERSONS ON ITS BEHALF HAS/HAVE NEVER EVER SOLICITED 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 LAWS OF U.K.. 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 REASONABLE ATTORNEY FEES AND COSTS. ALL ELECTRONIC SIGNATURES (FAX / EMAIL), INCLUDING THOSE

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 3 OF 20


RECEIVER COMPANY
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IN COUNTERPART, 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
ABOVE WRITTEN.

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

BANKING INFORMATION

PROVIDER’S BANKING COORDINATES TO ISSUE MT799 &MT760 (BG/SBLC)


BANK NAME HSBC BANK PLC
BANK ADDRESS 60 QUEEN VICTORIA STREET, LONDON, EC4N 4TR, UNITED KINGDOM
ACCOUNT NAME VENUPALON LDA
ACCOUNT NUMBER / IBAN GB16HBUK40116071096354
SWIFT CODE HBUKGB4194R / 40–11–60
BANK OFFICER / E-MAIL Provide After Countersigned
BANK PHONE / FAX Provide After Countersigned
PROVIDER’S BANKING COORDINATES FOR RECEIVING PAYMENT50% OF FACE VALUE :
BANK NAME BANCO SANTANDER S. A
BANK ADDRESS JOSE MARIA DE PEREDA 23, 39300 TORRELAVEGA, SPAIN
ACCOUNT NAME NUTY S. A. / VENUPALON LDA.
SWIFT CODE BSCHESMMXXX
ACCOUNT NUMBER / IBAN 2217566205 / ES4500495432542217566205
BANK OFFICER / E-MAIL
P Provide After Countersigned
BANK PHONE / FAX Provide After Countersigned
BUYER’S BANKING COORDINATES TO SEND RWA , FOR ISSUE AND SEND SWIFT MT799 BPU (BANK PAYMENT
UNDERTAKING) & FOR TO RECEIVE MT799 PRE ADVICE AND MT760 SBLC AND PAYMENT OF 52% OF FACE VALUE:
BANK NAME
BANK ADDRESS
ACCOUNT NAME
ACCOUNT NUMBER / IBAN
SWIFT CODE
ACCOUNT SIGNATORY
BANK OFFICER / EMAIL
BANK PHONE / 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 PARTY ATTEMPTING TO DO
SO WILL LEAD TO CANCELLATION OF 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.

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 4 OF 20


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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.

FOR AND ON BEHALF OF PROVIDER/SELLER: FOR AND ON BEHALF OF BENEFICIARY / BUYER:


VENUPALON LDA.

NAME: Dr. JOSÉ JAVIER GARCÍA ALEGRE NAME: MR.


TITLE: CHIEF EXECUTIVE OFFICER TITLE:
PASSPORT NO.: PAB618541 PASSPORT NO.:
ISSUE DATE: 14 OCTOBER 2015 ISSUE DATE:
EXPIRY DATE: 14 OCTOBER 2025 EXPIRY DATE:
NATIONALITY: SPANISH NATIONALITY:

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 5 OF 20


RECEIVER COMPANY
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“EXHIBIT A”

BANK’S BCL ON BANK LETTERHEAD

BANK COMFORT LETTER


DATE:00/00/2024

To: RECEIVER COMPANY NAME


XXXXXXXXXXXXXXX

ATTENTION: RECEIVER COMPANY NAME

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


ADDRESS) on behalf of our client (RECEIVER COMPANY NAME), with account number
_____, whose representative and signatory is Mr(RECEIVER NAME), hereby irrevocably
confirm that our client (RECEIVER COMPANY NAME) has the required financial
capability in the amount of EURO FIFTY TWO MILLION (€52,000,000.00), to pay for the
SBLC once it is received.

We are ready, willing and able to utilize your issued SBLC using SWIFT System delivery
protocol in the amount of EURO ONE HUNDRED MILLION (€100,000,000.00).We
further confirm that the said cost of issuance of the SBLC using the agreed delivery
protocol will be paid within 3-10 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 & BANK ADDRESS)

1.BANK OFFICER NAME:


TITLE: (BANK SEAL)
ID PIN:
PHONE NUMBER:
BANKING EMAIL:

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 6 OF 20


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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:
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.

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 7 OF 20


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BUYER’S CODE : Provide After Countersigned

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

This pre-advice 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:


“EXHIBIT C”

FORMAT OF MT-799 BANK PURCHASE 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 :
BUYER :
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 STANDBY LETTER OF CREDIT IN THE FACE AMOUNT OF EUROS XXXXXX MILLION ( €XXX,
000,000) VIA SWIFT MT-760.

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WE CONFIRM THAT PAYMENT FOR THE STANDBY LETTER OF CREDIT WILL BE BY WIRE TRANSFER
SWIFT MT-103.

FOR AND ON BEHALF OF:


xxx ISSUING BANK
xxx ISSUING BANK ADDRESS

BANK OFFICER 1 BANK OFFICER 2


TITLE (PIN) TITLE (PIN)

“EXHIBIT D”
SBLC Format via SWIFT MT-760
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: ___________________
ADVERTISING BANK: ______________________
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

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*** 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 AGGREGATE PRINCIPAL AMOUNT OF _______________ EURO ONLY (EURO XX
0.000.000,00)

THIS STANDBY LETTER OF CREDIT IS PAYABLE AGAINST YOUR SIGHT DRAFT DRAWN ON US FOR THIS
AMOUNT UP TO _______________EURO ONLY (EURO XX 0.000.000,00) AND MARKED WITH THE CLAUSE
“DRAWN UNDER HSBC IRREVOCABLE STANDBY 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 STANDBY 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

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 10 OF 20


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EVENT OF ANY INCONSISTENCY, 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) : _________________ (___________) ______________________________


IRREVOCABLE CORPORATE PROTECTION AGREEMENT
TO: BOTH PARTIES’ CONSULTANTS DATE: JANUARY 15, 2024

DESCRIPTION OF THE BANK INSTRUMENT


1 INSTRUMENT BANK GUARANTEE (BG) / STANDBY LETTER OF CREDIT (SBLC)CASH BACKED
2 TERM OPERATIVE, IRREVOCABLE, ASSIGNABLE AND CONFIRMED
3 ISSUING BANK HSBC BANK PLC,LONDON,UNITED KINGDOM.
4 AGE / CURRENCY ONE (1) YEAR AND ONE (1) DAY- FRESH CUT / EURO
5 PRICE FIFTY PERCENT (50% OF PURCHASE) PLUS TWO PERCENT (2%)
6 INTERMEDIARY FEES 2% ON FACE VALUE(1%SELL SIDE & 1%BUY SIDE)
7 CONTRACT AMOUNT EURO BILLION. (€ 000,000,000.00) PLUS R&E
8 TRANCHES EURO MILLION (€ 00,000,000.00) UNTIL TOTAL CONTRACT
9 DELIVERY DELIVERED BY ISSUING BANK, BANK PAYMENT UNDERTAKING (“BPU”) (EXHIBIT C) ISSUING
BANK TO ISSUE MT-760PROVIDER TO SEND SWIFT COPIES OF THE MT-799 AND MT-760 TO
THE BENEFICIARY/BUYER AS SOON AS THEY ARE SENT PAYMENT FOR THE BG/SBLC TO BE
REMITTED WITHIN FIVE (5) 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 MT103/202
11 HARD COPY BONDED COURIER WITHIN TEN BANKING DAYS.

WE, _______________________________ (AS BENEFICIARY/BUYER, HEREINAFTER AS “PAYER”), REPRESENTED BY PRESIDENT & AUTHORIZED
SIGNATORY MR. ____________________________, HOLDER _________________ PASSPORT NO: _______________, WITH OFFICE ADDRESS AT
_________________________________________________, 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%) ON TOTAL FACE VALUE OF THE
BANK INSTRUMENT. TOTAL TWO PERCENT (2%) COMMISSION FEES, ONE PERCENT (1%) FOR THE PARTY A SIDE AND ONE PERCENT
(1%) 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%) TOTAL CONTRACT VALUE WITH R&E WILL BE PAID TO PAYMASTER:
BANK NAME KOTAK MAHINDRA BANK
BANK ADDRESS RAJ DEV TOWER,TAMIL NADU,INDIA.
ACCOUNT NAME STAR FINANCIAL SERVICE
ACCOUNT NO 5448280366
SWIFT CODE KKBKINBB
BANK OFFICER / EMAIL Mr.DHAVARAJ/[email protected]

RECEIVER’S SIDE :TOTAL ONE PERCENT (1%) TOTAL CONTRACT VALUE WITH R&E WILL BE PAID TO PAYMASTER:
RECEIVER’S SIDE :GROUP 1 COMMISSION 0.50% TOTAL CONTRACT WITH R&E WILL BE PAID TO PAYMASTER:
BANK NAME
BANK ADDRESS
ACCOUNT NAME
ACCOUNT NO
SWIFT CODE

PROVIDER’S INITIALS: RECEIVER’S INITIALS: PAGE 11 OF 20


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BANK OFFICER / EMAIL

RECEIVER’S SIDE :GROUP 2 COMMISSION 0.50% TOTAL CONTRACT WITH R&E WILL BE PAID TO PAYMASTER:
BANK NAME
BANK ADDRESS
ACCOUNT NAME
ACCOUNT NO
SWIFT CODE
BANK OFFICER / EMAIL

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
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.

PARTY B / PAYER’S PAYING BANK DETAILS:


BANK NAME
BANK ADDRESS
ACCOUNT NAME
ACCOUNT NO. / IBAN
SWIFT CODE
ACCOUNT SIGNATORY
BANK OFFICER / E-MAIL
BANK PHONE / FAX

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 PURCHASE AGREEMENT IDENTIFIED WITH TRANSACTION CODE: __________________________________, AS SOON AS THE
CONTRACT BECOMES VALID AND SIGNED. IF NO TRANSACTION IS COMPLETED UNDER THE AFORESAID TRANSACTION, SELLER, AND
BUYER CODES COLLECTIVELY, THEN NO OBLIGATION TO THE BENEFICIARIES/CONSULTANTS AND ANY OTHER PARTIES UNDER
THIS AGREEMENT IS ESTABLISHED. THE RECEIPT OF THIS DOCUMENT CONSTITUTES ACKNOWLEDGEMENT ON THE PART OF
RECIPIENTS HEREOF THAT THE TRANSACTIONS HEREIN ARE NOT TO BE IN VIOLATION OF EXISTING REGULATIONS AND LAWS AND
ALL PARTIES HEREIN ARE BOUND TO OBEY AND BE IN COMPLIANCE WITH ALL REGULATIONS AND LAWS AS RELATED TO THE
TRANSACTIONS HEREIN. THE SIGNATORY HEREOF AVERS AND CONFIRMS THAT HE HAS THE POWER AND AUTHORITY TO EXECUTE
THIS IRREVOCABLE FEE AGREEMENT AND PAY ORDER. WE AGREE TO THE ABOVE IRREVOCABLE FEE PROTECTION AGREEMENT IN
ITS ENTIRETY

CONFIRMED AND SIGNED ON JANUARY 15,2024, FOR AND ON BEHALF OF BUYER/PAYOR:

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______________________________________________________________________
NAME : MR.
TITLE :
NATIONALITY :
PASSPORT :
ISSUE DATE :
EXPIRY DATE :

CLIENT 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 PREVENTION OF MONEY LAUNDERING, 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 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 OTHER’S ACTIVITIES. THIS LEGAL OBLIGATION SHALL REMAIN IN FULL FORCE AND EFFECT AT ALL TIMES.
CLIENT NAME (SIGNATORY):
PASSPORT NUMBER / COUNTRY
PASSPORT ISSUE DATE / EXPIRY DATE
DATE OF BIRTH:
PHONE / FAX / CELLULAR / E-MAIL
BUSINESS NAME:
BUSINESS ADDRESS:
REGISTRATION NUMBER:
BUSINESS PHONE /FAX / EMAIL
BANK NAME:
BANK ADDRESS:
ACCOUNT NAME:
IBAN NUMBER:
ACCOUNT NO:
SWIFT CODE:
BANK OFFICER NAME / E-MAIL
BANK OFFICER PHONE / FAX:
ACCOUNT SIGNATORY:
ORIGIN OF FUNDS: BUSINESS
EARNINGS FROM: BUSINESS
ARE FUNDS FREE AND CLEAR? YES

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 WEDNESDAY, JANUARY 15, 2024

FOR AND ON BEHALF OF BENEFICIARY/BUYER

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___________________________________________________________________
NAME / TITLE : MR.
Passport No. / Country :
ISSUE DATE :
EXPIRY DATE :
RESOLUTION OF THE BOARD OF DIRECTORS
ALL OF THE DIRECTORS OF XXXXXXXXXXXXXXXXXXX. BELOW LISTED WERE IN ATTENDANCE, IN PERSON OR BY
TELEPHONE CONFERENCE. GENERAL DISCUSSION WAS THEN HELD CONCERNING THE ISSUE, AND ALL ASPECTS OF
THE SAME, WERE FULLY EXPLAINED IN DETAIL TO THE SATISFACTION OF THE BOARD MEMBERS.

DIRECTOR NAME/TITLE: PASSPORT NO.

THE BOARD OF DIRECTORS OF XXXXXXXXXXXXXX AN INTERNATIONAL BUSINESS COMPANY INCORPORATED ON


XXXXXXXXXXX IN XXXXXXXXXXXX, WITH REGISTERED OFFICES A XXXXXXXXXXXXXXXXXX IN A MEETING HELD ON THIS
DAY XXXXXXXXXXXXXXXXX, ADOPTED THE FOLLOWING RESOLUTIONS.

RESOLUTION 1:
IT IS RESOLVED THAT THE BOARD OF DIRECTORS OF XXXXXXXXXXXXXXXXXXXXXX HEREBY APPOINTS AND
AUTHORIZES ITS XXXXXXXXXXXXXXXXXXXXXXXXXXXXXX WITH PASSPORT NUMBER XXXXXXXXXXX ISSUED ON, AS
OUR MANAGING MEMBER TO ACT WITH FULL AUTHORITY ON OUR BEHALF, STAY AND NAME, TO INSTRUCT,
NEGOTIATE, ARRANGE, MONITOR, EXECUTE, MANAGE AND SIGN ANY AND ALL AGREEMENTS AND/OR NECESSARY
CONTRACTS WITH THIRD PARTIES PERTINENT TO ALL FINANCIAL TRANSACTIONS WITH BANK INSTRUMENTS
(SECURITIES/DERIVATIVES)

RESOLUTION 2:
IT IS RESOLVED THAT AT THIS MEETING OF THE BOARD OF DIRECTORS THAT OUR MANAGING MEMBER AND IN FACT
XXXXXXXX ACTS AS XXXXXXXXXXXXXXXXXXXX WITH REGARDS TO THE AFORESAID FINANCIAL INVESTMENT.

RESOLUTION 3:
IT IS RESOLVED THAT XXXXXXXXXXXX IS HEREBY AUTHORIZED TO ACT AS OUR FINANCIAL DIRECTOR FOR THE
AFORESAID PURPOSE.

RESOLUTION 4:
IT IS RESOLVED THE BOARD OF DIRECTORS OF XXXXXXXXXXXXXXXX.HEREBY AUTHORIZED XXXXXXXXXXXX TO
ASSUME ALL AUTHORITY, POWERS, DUTIES, SIGNATORY RIGHTS AND RESPONSIBILITIES ON OUR BEHALF.

I, XXXXXXXXXXXXXXX, HEREBY SWEAR UNDER PENALTY OF PERJURY, THAT THE INFORMATION PROVIDED HEREIN
IS ACCURATE AND TRUE AS OF THIS DATE:

CONFIRMED AND SIGNED ON DAY JANUARY 15, 2024

FOR AND ON BEHALF OF BENEFICIARY/BUYER:

_________________________________________________________________
NAME : MR

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TITLE : PRESIDENT
NATIONALITY :
PASSPORT :
ISSUE DATE :
EXPIRY DATE :

PROVIDER’S PASSPORT COLOUR COPY

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PROVIDER’S CORPORATE CERTIFICATE COPY

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BUYER’S PASSPORT COLOUR COPY

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BUYER’S INCORPORATION CERTIFICATE COPY

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

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