DOA Agreement

CONFIDENTIAL -- DO NOT DISTRIBUTE
DEED OF AGREEMENT
(CONTRACT AMOUNT)
Transaction Code :
Buyer Code :
Seller Code : TO-BE-DETERMINED
To:
Bank Instrument Seller
This 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 November 19 2019 by and between:
Corporate Name:
Registration Number:
Domicile /Jurisdiction:
Mailing Address:
Signatory:
Position:
Passport No.:
Country:
Phone:
Email:

Herein named Standby Letter of Credit (SBLC) Provider as the "Seller", hereby confirm, with full legal responsibility,
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
Corporate Name:
Date of Registration:
Mailing Address:
REPRESENTED BY:
Corporate Officer and Title:
Passport No.:
Country:
Phone:
E-mail Address:
Corporate Officer and Title:
Passport No.:
Country:
Phone:
BUYERS INITIALS:
SELLERS INITIALS: Page 1 of 27
E-mail Address:
Herein named SBLC receiver as the "Buyer", hereby confirm, with full legal responsibility 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.
WHEREAS, the Buyer desires to buy SBLC from the Seller.
Buyer confirms with full corporate and legal responsibility that funds are available to fulfil the requirements for
the purchase of this instrument and receiver further confirms to cooperate with the Seller.
The Seller desires to transfer and assign all rights, title, duties, obligations, debt and interest of the SBLC available
to the Buyer.

Seller represents and warrants that it has the ability and resources to arrange directly, through associates, contacts,
and sources, with full corporate responsibility, financial instruments per the terms of assignments to be provided to
Buyer.
Seller hereby declares that the SBLC will be cash backed by funds that are good, clean, clear, and free of non-criminal
origin, the SBLC will be free and clear of all liens, encumbrances, and third-Party interests.
NOW THEREFORE, the Buyer has agreed to purchase the SBLC at invoice price for the instruments requested and
Seller has agreed to issue SBLC for sale and both parties hereby agree to the following:
Bank Instrument Description:
INSTRUMENT
TYPE

CURRENCY
ISSUING BANK
CONTRACT AMOUNT
FUNDING RATE/PRICE
TERM
AGE
COUPON RATE
TRANCHES
BREACH OF TRANSACTION CONFIDENTIAL -- DO NOT DISTRIBUTE
TRANSACTION MODE
PAYMENT
DELIVERY
TRANSACTION PROCEDURES:
BUYERS INITIALS:
1. Buyer and Seller execute, sign, and initiate the Purchase Agreement, which thereby automatically becomes a
full commercial recourse contract (Agreement).
2. Within two (2) banking days of execution, the Seller shall issue a SWIFT MT199 RWA (see APPENDIX-A).
3. Within two (2) banking days of bank-to-bank confirmation of Buyer receiving SWIFT MT199 RWA, Buyer shall
respond with SWIFT MT799 BPU at the invoice price ((see APPENDIX-B).
4. Within two (2) banking days of bank-to-bank confirmation of Seller receiving SWIFT MT799 BPU, Seller shall
issue a SWIFT MT760 delivering the Standby Letter of Credit (SBLC) (see APPENDIX-C) and issue an INVOICE
at the agreed price.
5. Within three (3) banking days of bank-to-bank confirmation of Buyer receiving SWIFT MT760, the Buyer’s
paying bank coordinate will release payment and commission by MT103 at agreed price (inclusive of

commissions).
6. After verifying and authenticating SWIFT MT103 payment transfer, Seller’s issuing bank will deliver the hard
copy of the SBLC to Buyer’s receiving bank via bank bonded courier in seven (07) banking days.
Electronic copies of all Swift messages to be sent to receiving party by sending party on the same business day as
transmission.
Unauthorised Bank Communication: Neither Party can contact the bank of the other Party without the
authorisation 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 in contract termination.
Regulatory and Banking Compliance will be the responsibility of the sending party.
In the event that a Swift message is not received by a Party, it is the responsibility of the Sending Party to obtain

Tracer within 2 Banking Days and forward by Swift and Ef45%mail to the Receiving Party. If Receiving Party claims
non-receipt of the Swift Message after 2 Banking Days from receipt of the Swift copy and Tracer report and still could
not locate the Swift Message, within two (2) banking days, Receiving Party must ask the Receiving Bank for an official
bank letter stating non-receipt of the Swift Message. Should Buyer be unable to provide this receiving bank official letter,
the Swift Message is considered as received.
BUYERS INITIALS:
Sanction (Non-Performance)
After this contract is signed by both Seller and 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 onetime penalty fee of One (1.0%) Percent of the contract to the suffering
Party.
Notice
This is a private sale between two entities and is not to be construed as an offer of funds or a sale of securities as
defined in the securities act of 1933/34
Non-Solicitation

The Buyer hereby confirms and declares that the Seller, her associates or representatives or any person or persons
on its behalf has/have never ever solicited the Buyer, her 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.
Entire Agreement
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.
No Amendment
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 and jurisdiction of
England & Wales. If either Party shall be required to bring any legal actions against the other, to enforce any of the terms
of this agreement the prevailing Party shall be entitled to recover reasonably attorney fees and costs.
BUYERS INITIALS:
BANKING INFORMATION:
SELLER’S BANKING COORDINATES:

TO RECEIVE MT799 AND MT103
TO SEND SWIFT MT199 AND SWIFT MT760
BANK NAME:
BANK ADDRESS:
BANK BRANCH ADDRESS:
SWIFT CODE:
IBAN:

SORT CODE:
ACCOUNT NAME:
ACCOUNT NO.:
ACCOUNT SIGNATORY NAME AND TITLE:
BANK OFFICER NAME/TITLE:
BANK OFFICER EMAIL:
BANK OFFICER PHONE /FAX:
SBLC BENEFICIARY
SPECIAL INSTRUCTIONS:

BUYER BANKING COORDINATES:
To Issue: MT799 & MT103
To Receive: MT199 RWA & MT760 SBLC
BANK NAME:
BANK ADDRESS:
IBAN NO.:
BANK SWIFT CODE:
ACCOUNT NAME:
ACCOUNT NUMBER:
ACCOUNT SIGNATORY NAME/TITLE:
FOR FURTHER CREDIT TO:
BENEFICIARY SUB-ACCOUNT NO:

BENEFICIARY NAME:
ACCT. SIGNATORY NAME (JOINT):
BANK TELEPHONE NO.:
BANK OFFICER NAME AND TITLE:
BANK OFFICER TELEPHONE NO.:
BUYERS INITIALS:
BANK OFFICER FACSIMILE NO.:
BANK OFFICER E-MAIL ADDRESS:
SPECIAL INSTRUCTIONS:
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 have 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 Buyer
attempting to do so will lead to cancellation of this transaction/agreement.
Seller and Buyer may use multiple banks and accounts to facilitate exhaustion of the contract. Seller and Buyer may
change or add transaction banks by providing written notice within twenty-four (24) banking hours to each other.
However, the alternate bank must be a top 20 Western European Bank equivalent, otherwise prior counterparty written
approval is required.

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 transaction.
Generally recognised international standards concerning the payment of fees and commissions, 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 transaction constitutes a private placement for bank instruments between the parties and shall not be
construed as a security transaction described in the united states securities act of 1934 as amended or by the laws of
any other nation.
Facsimile, e-fax or e-mail transmission and copies of this document, when fully executed are to be considered
original and binding documents.

Upon acceptance, this Agreement becomes a legal and binding contract between the parties. Each Party holds one
of the Agreement signed in original and may be exchanged to complete signatures in wet ink as hard copy contract when
required.
Non-Circumvention & Non-Disclosure:
The Parties herein agree the non-circumvention/non-disclosure rules of ICC, latest edition, shall apply to the
transaction for a period of three (3) 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 Buyer 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 transaction.
After confirming, 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 onto the other entire agreement between Parties.
IN WITNESS WHEREOF, the Parties executed this agreement as of the date above written.
BUYERS INITIALS:
STATEMENT OF NON-SOLICITATION OF FUNDS
DATE: Tuesday, 19 November 19
I,............................, as Signatories of Buyer company, do hereby confirm that we have requested of you and your
organization, specific confidential information and documentation on behalf of myself regarding currently available
Project funding to serve only our interest, education, and not for further distribution.
We hereby agree that all 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 any sort, or any type of offering, and for our general knowledge only. We
hereby affirm under penalty of perjury, that we have requested this information from you and your organization of our
choice and free will and further, and that you have not solicited us in any way.
We hereby represent that we are not an informant, nor are we associated with any government agency of the United

States of America, or any other country, such as the Secret Service, Internal Revenue Service, Federal Bureau of
Investigation, Central Intelligence Agency, Securities and Exchange Commission, Banking Commission, nor any agency
whose purpose is to gather information regarding such offerings.
We understand that the contemplated transaction is strictly one of private placement, and is in no way relying upon,
or relating to, the United States Securities Act of 1933, as amended, or related regulations, and does not involve the sale
of securities.
Further, we hereby declare that you have disclosed that you are not a licensed Security trader, attorney, bank officer,
certified public accountant or financial planner. Any information, work or service conducted hereunder is that of a
private individual and that this is a project funding transaction that is exempt from the Securities Act and not intended
for the general public but Private Use only.
The facsimile transmission of this document shall be considered a binding and enforceable instrument, treated as
original copy. Original may be obtained upon request.

FOR AND ON BEHALF OF BUYER:
SIGNED this DATE: November 19, 2019
By: ________________________ By: _________________________

Authorized Signature: Authorized Signature:
Name : Name :
Title : Title :
Passport No. : Passport No. :
Country of Issue : Country of Issue :
Date of Issue : Date of Issue :
Date of Expiry : Date of Expiry :
BUYERS INITIALS:
APPENDIX A
“DRAFT” FORMAT OF THE SELLER’S RWA VIA MT199
[This swift verbiage is a general guideline and shall ultimately be decided between bankers]
Sender’s Details:
Bank Name :
Bank Address :
Bank Account Name :
Bank Swift Code :
Bank Account No. :
Bank Officer :
SBLC Details :
Standby Letter of Credit No. :
Currency : Euro
Amount :

Date of Issue :
Date of Maturity :
Place of Issue :
Beneficiary :
Transaction Code :
Receiver’s Details:
Bank Name
Address :
Account Name :
Address :
Account Number :
Swift Code :
Bank Officer :
Phone No. :
=======================swift message text================================

We, __________ Bank., with registered address at address xxxxxxx, represented by the undersigned officers, hereby confirm with full
bank responsibility and liability on behalf of our client [seller/provider name] account no. [0000] that we are ready, willing and able
to deliver, via SWIFT MT760 per the attached wording, one (1), Standby Letter of Credit, in accordance with ICC Publication No. ….
Issued by xxxxxx bank in favour and benefit of bank account number [BUYER’S ACCOUNT NO. HERE] with a principal face value of €
NNN, NNN, NNN.00 (XXXX XXXXX XXXXX-XXXX Million with verbiage contained herein of this transmission.
We further confirm that the Standby Letter of Credit is cash-backed and is assignable, transferable, unconditionally callable upon
maturity.
Please respond via SWIFT MT799 Bank Payment Undertaking (BPU) for the full invoice price, thus confirming that you are ready to
receive and fund the Standby Letter of Credit.
Our customer advises 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 the exact Standby Letter of Credit text shall be as below:
BUYERS INITIALS:
EXHIBIT ATTACHED TO RWA MT199
--------------------------------- Start MT760 quote----------------------------------
Subject : Cash-Backed SBLC Under ICC Format 600

Amount : € (Million Euro) Euros
Beneficiary :
Transaction Code :
We, (issuing bank and address) _________________, at the request of the above referenced client, we herewith open our Standby Letter
of Credit № ░ ░ ░ ░ ░ ░ ░ ░ ░ ░ as follows: for value received by us, we (name of issuing bank & address), hereby irrevocably,
unconditionally without protest or notification promise to pay against this Standby Letter of Credit № ░ ░ ░ ░ ░ ░ ░ ░ ░ in favour
of as the beneficiary ░ on maturity date of (one year and one day from date of issue) the sum of €NNN,NNN,NNN.00 (XXXX XXXXX
XXXXX-XXXX Million Euro) in the lawful currency of the European zone, upon presentation to us of the original of this Standby Letter
of Credit at our counters on maturity, but not later than fifteen (15) days after the maturity date.

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 the issuing country or any political subdivision or
authority thereof or therein.
This Standby Letter of Credit is subject to the uniform rules for Standby Letter of Credits under ICC publication No. 808. We further
confirm that this Standby Letter of Credit is cash-backed and is assignable, transferable, unconditionally callable upon maturity.
This is an operative instrument and no mail confirmation shall follow. For and on behalf of [Name of Issuing Bank];
-----------------------------------End MT760 quote----------------------------------
this RWA 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:
BUYERS INITIALS:
APPENDIX B
“DRAFT” FORMAT OF THE BUYER’S BPU VIA MT799
Sender’s Details:
Bank Name :
Address :
Account Name :
Address :
Account Number :
Swift Code :
Bank Officer :
Phone No. :

Bank Name :
Bank Address :
Bank Account Name :
Bank Swift Code :
Bank Account No. :
Bank Officer :
SBLC Details :
Currency :
Amount :
Date of Issue :
Date of Maturity :
Place of Issue :
Beneficiary :
Transaction Code :
--------------------------------------------------swift message text-------------------------------------------------------

We, xxxxx bank, represented by the undersigned officers hereby open our irrevocable, assignable, transferable, confirmed and
conditional bank payment order in favor of ________________________ for the contract transaction code ------------------------------------------
---until the transaction is completed.
Payment will be released within 5 (five) banking days after SWIFT MT760 received, verified, authenticated and confirmed by/with
the issuing bank. Payment wire transfer will be released as per contract upon the successful completion of the transaction as
contained in transaction code:
We also confirm that partial drawings and multiple presentations are acceptable. We engage with you that the drafts drawn under
and in compliance with the terms of this irrevocable, conditional bank payment order shall be duly honored on the presentation to
us. This irrevocable, conditional bank payment order is subject to uniform customs and practices for documentary credit (7993
edition) ICC Publication Number 600. This bank payment guarantee is cash-backed and it shall expire in 90 days for and on behalf of
__________________ (full name and address of issuing bank).
Bank Officer (1) Bank Officer (2)

Name: Name:
Title: Title:
BUYERS INITIALS:
APPENDIX C
“DRAFT” FORMAT OF THE SELLER’S SBLC DELIVERY VIA MT760
Sender’s Details:
Bank Name :
Bank Address :
Bank Account Name :
Bank Swift Code :
Bank Account No. :
Bank Officer :
SBLC Details :
Currency :
Amount :

Date of Issue :
Date of Maturity :
Place of Issue :
Beneficiary :
Transaction Code :
Bank Name :
Address :
Account Name :
Address :
Account Number :
Swift Code :
Bank Officer :
Phone No. :
-----------------------------------------------------Swift message text------------------------------------------------------

Subject : Cash-Backed SBLC Under ICC Format 600
Amount : € (Million Euro)
Beneficiary :
Transaction Code :
We, (issuing bank and address) _________________, at the request of the above referenced client, herewith open our Standby Letter of
Credit № ░ ░ ░ ░ ░ ░ ░ ░ ░ ░ as follows: for value received by us, we (name of issuing bank & address), hereby irrevocably,
unconditionally without protest or notification promise to pay against this Standby Letter of Credit № ░ ░ ░ ░ ░ ░ ░ ░ ░ in favour
of .....................................as the beneficiary, on maturity date of (one year and one day from date of issue) the sum of € ------------------ (
Million Euro) in the lawful currency of the European zone, upon presentation to us of the original of this Standby Letter of Credit at
our counters on maturity, but not later than fifteen (15) days after the maturity date.
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 the issuing country or any political subdivision or
authority thereof or therein.
This Standby Letter of Credit is subject to the uniform rules for Standby Letter of Credits under ICC Publication No. 600. We further
confirm that this Standby Letter of Credit is cash-backed and is assignable, transferable, unconditionally callable upon maturity.
This is an operative instrument and no mail confirmation shall follow. For and on behalf of [Name of issuing Bank];
Bank Officer: Bank Officer:

Title: Title:
Pin Code: Pin Code:
SELLER’S CLIENT INFORMATION SHEET (CIS)
BUYERS INITIALS:
Dated: November 19, 2019
In accordance with Articles 2 through 5 of the Due Diligence Convention and the Federal Banking Commission Circular of December
1998, and under the US Patriot Act of 2002, as amended in February 2003 concerning the prevention of money laundering and 305
of the Swiss Criminal Code, the following information may be supplied to banks and/or other financial institutions for purposes of
verification of identity and activities of the Client described below, and the nature and origin of the funds which are to be utilized.
The foregoing is subject to agreement by all parties to whom this information is provided that they are obligated to respect the
privacy rights of the Client and all individuals described herein, as well as the generally accepted professional standards relating to
the maintenance of confidential information, and to take all appropriate precautions to protect the confidentiality of the information
contained herein. This legal obligation shall remain in full force indefinitely without restriction.
Corporate Information
Full Name of Entity:


Postal Address:
Business Telephone Number:
Business Facsimile Number:
Business Activity:
Corporate Officers and Title:
Details of Signatory’s to Contract
First Name:
Last Name:
Nationality:
Place of Birth:
Date of Birth:
Passport Number:

Date of Issuance:
Expiry Date of Passport:
Mobile Phone Number:
Do you speak English?
Skype ID
E-mail Address:
Occupation:
BUYERS INITIALS:
DECLARATION: I, MR. ROBERT W. SMITH , hereby swear under penalty of perjury, that the information provided
herein is accurate and true as of the date below. 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 set
forth by the Financial Action Task Force (FATF) 6/01.
FOR AND ON BEHALF OF THE SELLER

By: x_________________________________

Authorized Signature
Name :
Title :
Passport No. :
Country of Issue :
Issue Date :
Expire Date :
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). 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. EDT
shall be deemed valid and enforceable in respect to any provisions of this Agreement, and thus digital documents and signatures are deemed valid and legally binding by the Parties.
[END OF CIS]

BUYERS INITIALS:
SELLER
RESOLUTION OF THE BOARD OF DIRECTORS
AUTHORIZING REPRESENTATIVE TO EXECUTE AGREEMENTS
This is to certify that a quorum of Directors attended in person or by telephone/video conference a Board of
Directors meeting which was duly noticed and held on November 19, 2019. A detailed discussion regarding various
issues and aspects of this transaction was held to the full satisfaction of the Board members and the following
resolutions were unanimously adopted:
RESOLVED: That, …………. , President and Director, holder of Country of U.K., Passport Number: 500302984, shall
be and hereby is appointed and fully authorized to act individually as the sole representative of, to execute all necessary
documents on behalf of in connection with the sale of Bank Instruments.
FURTHER RESOLVED: That …………… , President and Director of ……………., 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 , and that the foregoing resolution and the authority thereby conveyed shall remain in full force and
effect until the purposes set forth herein are accomplished.
It is further certified that the foregoing resolutions have never been modified or amended and are now in full force
and effect and that the above-named POSITION of DIRECTOR has been duly elected and appointed to hold office, is
presently holding office, and is empowered to act for and on behalf of and that this fax or photocopy of the BOARD
RESOLUTION shall be of equal value to the original and shall be accepted as such by everyone, for all purposes,
everywhere.
There being no further business to come before the meeting, upon the motion duly made, seconded and
unanimously carried, the Meeting was adjourned.
Place : Corporate Office

Date : November 19, 2019

IN WITNESS WHEREOF, I have hereunto set my hand and seal of the Company in certification of the above
resolutions and provisions on this November 19, 2019.
By: x_________________________________
Authorized Signature CONFIDENTIAL -- DO NOT DISTRIBUTE
Name :
Title :
Passport No. :
Country of Issue :
Issue Date :
Expire Date :
BUYERS INITIALS:
CONFIDENTIAL -- DO NOT DISTRIBUTE CONFIDENTIAL -- DO NOT DISTRIBUTE CONFIDENTIAL -- DO NOT DISTRIBUTE CONFIDENTIAL -- DO NOT DISTRIBUTE
BUYERS INITIALS:
SELLER’S COLOR PASSPORT COPY
[Signatory & Director,]
Page 15 of 27
SELLERS INITIALS:
SELLER’S CERTIFICATE OF INCORPORATION
BUYER’S CLIENT INFORMATION SHEET (CIS)

Dated: November 19, 2019
In accordance with Articles 2 through 5 of the Due Diligence Convention and the Federal Banking Commission Circular of December
1998, and under the US Patriot Act of 2002, as amended in February 2003 concerning the prevention of money laundering and 305
of the Swiss Criminal Code, the following information may be supplied to banks and/or other financial institutions for purposes of

verification of identity and activities of the Client described below, and the nature and origin of the funds which are to be utilized.
The foregoing is subject to agreement by all parties to whom this information is provided that they are obligated to respect the
privacy rights of the Client and all individuals described herein, as well as the generally accepted professional standards relating to
the maintenance of confidential information, and to take all appropriate precautions to protect the confidentiality of the information
contained herein. This legal obligation shall remain in full force indefinitely without restriction.
Corporate Information
Full Name of Institution:

Registration Address:
Physical Address:
Business Telephone Number:
Business Facsimile Number:
Business Activity:

Corporate Officers and Titles:
Corporate Officers and Titles:
Details of Signatory’s to Contract
First Name:
Last Name:
Nationality:
Place of Birth:
Date of Birth:
Passport Number:
Date of Issuance:
Country of Issuance:
Skype ID
E-mail Address:
Occupation:
First Name:
Last Name:
Nationality:
Place of Birth:
Date of Birth:
Passport Number:
BUYERS INITIALS:
Date of Issuance:
Country of Issuance:
E-mail Address:
Occupation:
DECLARATION: I/We, ....................................., hereby swear under penalty of perjury, that the information provided herein is
accurate and true as of the date below. 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 set forth by the Financial Action Task
Force (FATF) 6/01.
FOR AND ON BEHALF OF SELLER:

By: ________________________ By: _________________________

Authorized Signature: Authorized Signature:
Name : Name :
Title : Title :
Passport Number : Passport Number :
Country of Issue : Country of Issue :
Date of Issue : Date of Issue :
Date of Expiry : Date of Expiry :

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. EDT shall be deemed valid and enforceable in respect to any provisions of this Agreement, and
thus digital documents and signatures are deemed valid and legally binding by the Parties.
[END OF BUYER CIS]
BUYERS INITIALS:
BUYER
RESOLUTION OF THE BOARD OF DIRECTORS
CONSENT AND AUTHORIZATION TO PURCHASE BANK INSTRUMENTS
This is to certify that a quorum of Directors, attended in person or by telephone/video conference a Board of
Directors meeting of (the “COMPANY“) which was duly noticed and held on November 19, 2019. A detailed discussion
regarding various issues and aspects of this transaction was held to the full satisfaction of the Board Members and the
following resolutions were unanimously adopted:
RESOLVED: That COMPANY hereby unanimously consents to and passes this Resolution and authorizes COMPANY
to enter into a Deed of Agreement (“DOA”) to purchase of Standby Letters of Credit (“SBLCs”) in the contract amount
(Instrument Face Value) of up to TEN BILLION EURO (€ 10,000,000,000.00), from issuing bank(s) Deutsche Bank UK,
HSBC Bank PLC UK, Barclays Bank UK and/or other top tier banks.

i) The receiving of Bank Instruments purchased by COMPANY and the monetization of said Bank Instruments
UBS AG - Singapore and any other Bank(s) the COMPANY shall select;
ii) To execute any necessary documents / SWIFT messages, on behalf of the COMPANY, within the specific scope
of his authority and solely for use within the parameters of the LETTER OF INTENT executed by the COMPANY.
RESOLVED: That COMPANY agrees to receive above described Bank Instruments at our associate company,. and
further, that as duly appointed and empowered Asset Manager and Financial Director and Special Mandate of the
COMPANY, Mr. Pratish Vaghela will be signatory on the Receiving Account and act on behalf of COMPANY and handle
all communication with Seller/Provider’s issuing Bank(s).
FURTHER RESOLVED: That, ........................................, as the Directors of the COMPANY, hereby are authorized and
directed to certify that the foregoing resolutions and the provisions thereof are in conformity with the charter, bylaws
and articles of incorporation of the COMPANY, and that the foregoing resolution and the authority thereby conveyed
shall remain in full force and effect until the purposes set forth herein are accomplished.

IT IS FURTHER CERTIFIED that the foregoing resolutions have never been modified or amended and are now in full
force and effect and that the above-named POSITION of the COMPANY has been duly elected and appointed to hold
office, is presently holding office, and is empowered to act for and on behalf of the COMPANY, and that this fax or
photocopy of the BOARD RESOLUTION shall be of equal value to the original and shall be accepted as such by everyone,
for all purposes, everywhere.
The actions taken are duly approved and affirmed hereby and will be effective when this Consent to Action has been
signed by both Managing Members of the COMPANY along with the COMPANY’s duly appointed Asset Manager and
Financial Director, Mr. Pratish Vaghela.
There being no further business to come before the meeting, upon the motion duly made, seconded and
unanimously carried, the Meeting was adjourned.
Place : Corporate Office

Date : November 19, 2019
IN WITNESS WHEREOF, we have hereunto set our hand and seal of the COMPANY in certification of the above
resolutions and provisions on this November 19, 2019.
BUYERS INITIALS:
BUYER BOARD RESOLUTION - EXHIBIT-A
BUYER’S PASSPORT
[Mr. ............ Signatory & Director: .........................]
BUYER’S CERTIFICATE OF INCORPORATION

BUYERS INITIALS:
Confirmed and signed on November 19, 2019, for and on behalf of BUYER:
By: x_________________________________

Name :
Title :
Passport No. :
Country of Issue :
Issue Date :
Expire Date :


BUYERS INITIALS:
IRREVOCABLE MASTER FEE PROTECTION AGREEMENT
& IRREVOCABLE CORPORATE PAYMENT ORDER
DATE: November 19, 2019
WE, ............................ HEREINAFTER REFERRED TO AS THE “BUYER”, REPRESENTED BY MR. ...................., MANAGING DIRECTOR AND
AUTHORIZED SIGNATORY, HOLDER OF PASSPORT NO. .............. AND MR. .............., MANAGING DIRECTOR AND AUTHORIZED
SIGNATORY, HOLDER OF INDIA PASSPORT NO. ........, 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 (2.0 %) OF THE TOTAL FACE
VALUE OF THE BANK INSTRUMENTS.
TOTAL OF TWO PERCENT (2.0%) COMMISSION FEES: ONE PERCENT (1.0%) FOR THE PROVIDER’S SIDE (CLOSED) AND ONE
PERCENT (1.0%) FOR THE RECEIVER’S SIDE, WHICH SHALL BE PAID INTO THE BELOW BANK ACCOUNT/S OF BOTH PARTIES’
BENEFICIARIES FOR DISTRIBUTION AND WHICH SHALL INCLUDE ALL ROLLS AND EXTENSIONS.

THE SAID COMMISSION SHALL BE PAID UPON THE SUCCESSFUL CLOSING OF EACH AND EVERY TRANCHE CONCURRENTLY WITH
EACH PAYMENT OF THE INSTRUMENTS PURCHASED BY US. FURTHER, THE SAID COMMISSION SHALL BE PAID IN GOOD, CLEAN
CLEAR AND UNENCUMBERED EUROS AND DELIVERED, VIA WIRE TRANSFER, TO YOUR DESIGNATED BANK ACCOUNT
COORDINATES.
THIS “FEE AGREEMENT-PAY ORDER” IS UNCONDITIONAL, ASSIGNABLE AND DIVISIBLE. THIS “FEE AGREEMENT-PAY ORDER”
SHALL ENDURE TO THE BENEFIT OF THE BENEFICIARIES AND THEIR RESPECTIVE HEIRS, ADMINISTRATORS, SUCCESSORS AND
ASSIGNS, AS THE CASE MAY BE, AND SHALL BE BINDING AND ENFORCEABLE UPON US, OUR SUCCESSORS AND ASSIGNS AS THE
CASE MAY BE, UNTIL THIS TRANSACTION, INCLUDING ANY RENEWALS, EXTENSIONS AND ADDITIONS ARE FULLY COMPLETED.
GENERALLY RECOGNIZED INTERNATIONAL STANDARDS OF NON-CIRCUMVENTION AND NON-DISCLOSURE ARE APPLICABLE FOR
A PERIOD OF THREE (3) 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 AND EVEN IF SIGNED
SEPARATELY, IS INCORPORATED HERETO BY REFERENCE.
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 BUYER’S CODE: NHGT-IQFINANCE-10B-HSBC-APR19 AND TRANSACTION CODE: BE
PROVIDED BY THE BUYER) 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.
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. CONFIDENTIAL -- DO NOT DISTRIBUTE
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.
THE BENEFICIARIES RESERVE THE RIGHT TO CHANGE THE 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 AND IRREVOCABLE CORPORATE PAYMENT ORDER WILL BE LODGED WITH THE PARTY B/PAYER’S BANK.
BUYERS INITIALS:
THE PARTY B/PAYER’S BANK SHALL PROVIDE THE BENEFICIARIES, BY E-MAILS OR BY TELE/FAX, WITH COPIES OF THE SWIFT
RELATED TO ALL PAYMENT INSTRUCTIONS UPON THE CLOSING OF EACH AND EVERY TRANSACTION OF THE ABOVE
TRANSACTION.
IRREVOCABLE FEE PROTECTION/IRREVOCABLE PAY ORDER FOR COMMISSION OF FIVE PERCENT (5%) OF THE FACE VALUE FROM
EACH AND EVERY TRANCHE OF THIS TRANSACTION, INCLUDING ANY ROLLS OR EXTENSIONS, TO BE PAID TO AS FOLLOWS:
TOTAL COMMISSION OF TWO [2.0%] PERCENT WILL BE SHARED BETWEEN FOLLOWING BENEFICIARIES WITH R&E’s
BUYER’S PAYING BANK COORDINATES

BANK NAME:
BANK ADDRESS:
SWIFT CODE:

IBAN:
ACCOUNT HOLDER:
ACCOUNT NO.:
ACCOUNT SIGNATORY NAME/TITLE:
FOR FURTHER CREDIT TO:
BENEFICIARY ACCOUNT NO:
BENEFICIARY NAME:
ACCT. SIGNATORY NAMES:
BANK TELEPHONE NUMBER:

BANK OFFICER EMAIL:
BANK OFFICER TELEPHONE NUMBER:
BUYERS INITIALS:
SELLER’S MANDATE: TWO AND A HALF PERCENT (2.5%) OF FACE VALUE INCLUDING ROLLS, EXTENSIONS &
ADDITIONS.
SELLER’S BENEFICIARY INTERMEDIARY BANK COORDINATES

BENEFICIARY BANK NAME
BRANCH AND BRANCH ADDRESS
SWIFT CODE
IBAN
ACCOUNT NAME
ACCOUNT NUMBER

ACCOUNT SIGNATORY NAME/TITLE
COMPANY
COMPANY ADDRESS
BANK OFFICER NAME
BANK OFFICER TELEPHONE NUMBER
BANK OFFICER EMAIL
SPECIAL INSTRUCTIONS PREADVICE MUST BE SENT VIA SWIFT PRIOR TO WIRE TRANSFER &
EMAIL a notification immediately upon each tranche transfer payment
together with the transactions code/s to: xxxxxxxxxx
REQUIRED MESSAGE TEXT MESSAGE: THE S.W.I.F.T. OR CLEAR STREAM TEXT MESSAGE
COVERING ALL REMITTANCES SHALL CLEARLY STATE THE FOLLOWING:

"CLEAN, CLEARED, LIEN FREE AND UNENCUMBERED FUNDS EARNED
FROM FINANCIAL CONSULTING FEES ON COMMERCIAL ENTERPRISES
OF NON-CRIMINAL AND NON-TERRORIST ORIGINS - TRANSACTION
CODE: FOR SAME DAY TRANSFER AND IMMEDIATE CREDIT - THE
REMITTER IS KNOWN TO US AND WE ARE SATISFIED AS TO THE SOURCE
OF THE FUNDS SENT TO US - THIS IS DONE WITH FULL BANKING
RESPONSIBILITY.”
The above-mentioned beneficiary reserves the right to change the bank

coordinates stated herein at any time by providing written request to the
PAYER.
BUYERS INITIALS:
BUYER SIDE COMMISSION: TWO AND HALF PERCENT (2.5%) OF FACE VALUE INCLUDING ROLLS, EXTENSIONS &
ADDITIONS.
BUYER’S BENEFICIARY INTERMEDIARY BANK COORDINATES

BENEFICIARY BANK NAME
BENEFICIARY PAYMASTER
BRANCH AND BRANCH ADDRESS
BANK OFFICER TELEPHONE NUMBER:
BANK OFFICER EMAIL:

SWIFT CODE
ACCOUNT NAME
ACCOUNT NUMBER
ACH ROUTING NUMBER
SPECIAL INSTRUCTIONS: PREADVICE MUST BE SENT VIA SWIFT PRIOR TO WIRE TRANSFER &
EMAIL a notification immediately upon each tranche transfer payment
together with the transaction’s code/s ____________ to:
REQUIRED MESSAGE TEXT MESSAGE: THE S.W.I.F.T. OR CLEAR STREAM TEXT MESSAGE
COVERING ALL REMITTANCES SHALL CLEARLY STATE THE
FOLLOWING: "CLEAN, CLEARED, LIEN FREE AND UNENCUMBERED
FUNDS EARNED FROM FINANCIAL CONSULTING FEES ON
COMMERCIAL ENTERPRISES OF NON-CRIMINAL AND NON-TERRORIST
ORIGINS - TRANSACTION CODE: ____________ FOR SAME DAY TRANSFER

AND IMMEDIATE CREDIT - THE REMITTER IS KNOWN TO US AND WE
ARE SATISFIED AS TO THE SOURCE OF THE FUNDS SENT TO US - THIS
IS DONE WITH FULL BANKING RESPONSIBILITY.”
The above-mentioned beneficiary reserves the right to change the bank

coordinates stated herein at any time by providing written request to the
PAYER.
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.
THIS AGREEMENT - PAY ORDER SHALL BE LODGED IN OUR BANK AND A COPY FROM THAT BANK WILL BE FORWARDED TO ALL
BENEFICIARIES. CONFIDENTIAL -- DO NOT DISTRIBUTE
WE AGREE TO THE ABOVE IRREVOCABLE FEE PROTECTION AGREEMENT IN ITS ENTIRETY.
[SIGNATURE PAGE, NEXT PAGE]
BUYERS INITIALS:
IN WITNESS WHEREOF, THE PARTIES HAVE CAUSED THIS AGREEMENT TO BE EXECUTED AS OF THE EFFECTIVE DATE OF
November 19, 2019, BY THEIR DULY AUTHORIZED REPRESENTATIVES.

Confirmed and signed on November 19, 2019, for and on behalf of BUYER:

By: x_________________________________
Name :
Title :
Passport No. :
Country of Issue :
Issue Date :
Expire Date :


BUYERS INITIALS:
SCHEDULE PROGRAM OF TRANCHES
(Subject to Change)
TRANSACTION CODE :
BUYER’S CODE :
BUYER’S NAME :
SBLC BENEFICIARY :
TRANCHE DATE NO. OF SBLC SBLC FACE TRANCHE BANK BPU%

TOTAL AMOUNT
1 FEB 2019 2 € 250 million € 500 million HSBC BANK PLC
2 FEB 2019 1 € 500 million € 500 million HSBC BANK PLC
3 FEB 2019 Per Bankers € 500 million € HSBC BANK PLC

TOTAL CONTRACT AMOUNT TEN BILLION EURO (€ 10,000,000,000.00) WITH ADDITIONAL ROLLS &EXTENSIONS
We hereby confirm this schedule tranche with a gap of Day/week between each tranche.


By: x_________________________________
Name :
Title :
Passport No. :
Country of Issue :
Issue Date :
Expire Date :
BUYERS INITIALS:
CORPORATE INVOICE
CONTRACT AMOUNT : € TEN BILLION EURO (€ 10,000,000,000.00)

SBLC BENEFICIARY :
BUYER NAME :
%
AMOUNT OF FACE % FEES ON
NO. DATE FACE SALE PRICE WITHOUT FEES
VALUE FACE VALUE
VALUE
1
SBLC €10 BILLION 45.0% 5% 50.0%
ISSUING BY MATURITY TERM FACE VALUE

2 HSBC / BARCLAYS BANK 1 YEAR AND
100% €10 BILLION
PLC 1 MONTH
AGE FORMAT BACKED TOTAL % NET PRICE WITH FEES
3
FRESH CUT ICC UCP # 600 CASH xx% %
TOTAL FIRST TRANCHE WITH FEES BY BPU %

By: x_________________________________
Name :
Title :
Passport No. :
Country of Issue :
Issue Date :
Expire Date :

BUYERS INITIALS:

DOA Agreement

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CONFIDENTIAL -- DO NOT DISTRIBUTE

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WHEREAS, the Buyer desires to buy SBLC from the Seller.

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Bank Instrument Description:

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BREACH OF TRANSACTION CONFIDENTIAL -- DO NOT DISTRIBUTE

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SELLER’S BANKING COORDINATES:

BANK BRANCH ADDRESS:

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ACCOUNT SIGNATORY NAME AND TITLE:

BANK OFFICER NAME/TITLE:

BANK OFFICER EMAIL:

BANK OFFICER PHONE /FAX:

CONFIDENTIAL -- DO NOT DISTRIBUTE

BENEFICIARY SUB-ACCOUNT NO:

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Non-Circumvention & Non-Disclosure:

DATE: Tuesday, 19 November 19

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SIGNED this DATE: November 19, 2019

By: ________________________ By: _________________________

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Subject : Cash-Backed SBLC Under ICC Format 600

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Bank Officer: Bank Officer:

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Bank Officer (1) Bank Officer (2)

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Bank Officer: Bank Officer:

Full Name of Entity:

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Details of Signatory’s to Contract

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FOR AND ON BEHALF OF THE SELLER

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Place : Corporate Office

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FOR AND ON BEHALF OF THE SELLER

SIGNED this DATE: November 19, 2019

BUYER’S CLIENT INFORMATION SHEET (CIS)

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Full Name of Institution:

By: By: _

By: By: _