Moa Mt103 202 One Way 393d33

MEMORANDUM OF AGREEMENT (MOA) Investment Agreement TRANSACTION CODE: PROVIDER REFERENCE: RECEIVER REFERENCE: AGREEMENT ON THE DELIVERY OF SWIFT MT103 (ONE WAY) TO BE SENT ONLY TO [email protected] This Deed of Agreement (hereinafter referred to as the “Agreement”) is made and entered into on this Wednesday, March 14, 2018. BETWEEN VERIFIABLE MT103 – (NO 202) ISSUER DETAILS: COMPANY NAME: COMPANY ADDRESS: REPRESENTED BY: CORPORATE TITLE: PORT NUMBER: DATE OF ISSUE: DATE OF EXPIRY: PLACE OF ISSUE: HEREINAFTER REFERRED TO AS “THE PROVIDER” AND VERIFABLE MT103 – (NO 202) RECEIVER DETAILS: COMPANY NAME: COMPANY ADDRESS: REPRESENTED BY: CORPORATE TITLE: PORT NUMBER: DATE OF ISSUE: DATE OF EXPIRY: PLACE OF ISSUE: HEREINAFTER REFERRED TO AS “THE RECEIVER” I, as DIRECTOR of ……………………. located at ……………………………………. holder port number ……………………….. acting with Full Corporate responsibility, hereby Irrevocably and unconditionally, without protest or notification, without prejudice, recourse, or delay guarantee to pay the participation fee entitled to the beneficiaries basic and within and no later than 48 hours upon successful verification on interbank screen the SWIFT MT103 this Financial Transaction (MOU) undertaking, listed on this document, via Wire transfer, at the time of settlement of each and every tranche of the Transaction and is and shall remain an intricate part of the Agreement between THE PROVIDER and THE BENEFICIARY. WHEREAS: THE RECEIVER desires to receive a SWIFT MT103 One Way instrument from THE PROVIDER. THE RECEIVER confirms with full corporate and legal responsibility to accept the SWIFT MT103 one way to be sent to his nominated bank by THE PROVIDER, and confirms further that funds are available to fulfill the payment requirements for the requested MT103 instrument. WHEREAS: THE PROVIDER desires to transfer the aforementioned SWIFT MT103 instrument to THE RECEIVER. THE PROVIDER represents and warrants that it has the ability and resources to arrange through associates, s and sources, with full corporate responsibility, financial instrument in the term of assignments to be provided to THE RECEIVER. THE PROVIDER hereby declares under penalty of perjury that the SWIFT MT103 will be backed by funds that are good, clean, clear, and free of non-criminal origin, the SWIFT MT103 will be free and clear of all liens, encumbrances and third party interest. The SWIFT MT103 instrument is for credit enhancement only, no cash will follow.

Page 1 of 12 ®PROVIDER

®RECEIVER

MEMORANDUM OF AGREEMENT (MOA) Investment Agreement TRANSACTION CODE: PROVIDER REFERENCE: RECEIVER REFERENCE: DESCRIPTION OF INSTRUMENT(S): INSTRUMENT:

SWIFT MT103 ONE WAY

TOTAL FACE VALUE:

$ 5’000’000’000.00 (FIVE BILLION USD)

FIRST TRANCHE:

$500,000,000,00 (FIVE HUNDRED MILLION USD)

NEXT TRANCHES, TEACH OF:

$500,000,000,00 (FIVE HUNDRED MILLION USD)

ISSUING BANK:

BARCLAY’S BANK/ROYAL BANK OF SCOTLAND/HSBC UK

TOTAL PAYMENT PROVIDER: CONSULTANCES DELIVERY: PAYMENT:

TO

8% PERCENT OF THE FACE VALUE BY MT103 2% PERCENT OF THE FACE VALUE BY MT103 SWIFT MT103 (MEANS NO 202 ONLY FOR COLLATERAL) PAYMENT by SWIFT MT103 WIRE TRANSFER AFTER 24 HOURS BANKING HOURS UPON SUCCESSFUL VERIFICATION THE SWIFT MT103 INSTRUMENT– ONE WAY ON SWIFT SYSTEM / INTERBANK SCREEN

PROCEDURES: 1. PROVIDER and RECEIVER execute, sign and initial this Agreement which thereby automatically becomes a full commercial recourse contract after RECEIVER applications have been accepted. The RECEIVER sends the PROVIDER the PROOF OF AN EXISTING LINE OF CREDIT FROM HIS BANK SIGNED BY TWO BANK OFFICERS. Appendix “3”).

2. Upon receipt of the Proof of Existing line of credit from receiver, Provider shall cause his bank to make a DD on the Credit line and if confirmed okay by provider’s bank, Provider shall instruct the issuing bank to send the swift MT103 one way to receiver’s nominated bank for the value of Euro 500, 000, 000, 00 (FIVE HUNDRED MILLION EURO) (format As per Appendix "1") to the of the RECEIVER specified in this Agreement. PROVIDER will sends the SWIFT MT103 transmission copy by email to RECEIVER within 24 hours from the moment of the SWIFT MT103 was issued. 3. Within One (1) Banking Day the RECEIVER sends to PROVIDER; email message for the acknowledgement of the SWIFT MT103 copy receipt. 4. The RECEIVER verifies the SWIFT MT103 instrument within Two to Three (2 to 3) Banking Days after PROVIDER notifies by email the RECEIVER with copy of the swift transmission that the Swift MT103 arrived to RECEIVER’S bank server. DISPUTE CASE: if RECEIVER claims non receipt of the SWİFT MT103 Financial Instrument by the RECEIVING bank then within One (1) Banking Day he has to provide official bank letter statıng non–receipt PLUS screen shot from receiving bank computer (high resolution) showing the request of receiving bank ınfo system with appropriate negative answer of the system otherwise SWİFT MT103 Financial Instrument will be considered as received. 5. THE RECEIVER shall effect the payment of 8+2% of face value within 7 banking days after the receipt of the swift MT103 one way transmission by receiver’s bank (8% to the Provider and 2 % to the Intermediaries according to the IMFPA outlined in Appendix 2 hereto). Such payment will be effected by SWIFT MT103/TT wire Transfer. If receiver fails to effect payment of 8+2% of face value of the MT103 after 7 working days of the receipt of the MT103 by receiver’s bank, PROVIDER shall cause the issuing bank to deactivate the SWIFT MT103 and to become null and void thereby resulting to a cancellation and start of litigation for non-performance. 6. Any unauthorized communication or probing for information to any of the involved banks in this transaction by any party or its respective representatives, s, or attorneys is strictly prohibited. A breach of this rule will lead to the immediate termination of this contract. THE RECEIVER HEREBY CONFIRMS AND DECLARES THAT THE PROVIDER, ITS ASSOCIATES OR REPRESENTATIVES OR ANY PERSON OR PERSONS ON ITS BEHALF HAS/HAVE NEVER BEEN SOLICITED BY ANY PARTY, ITS SHAREHOLDERS OR ASSOCIATES OR REPRESENTATIVES IN ANY WAY WHATSOEVER THAT CAN BE CONSTRUED AS A SOLICITATION FOR THIS TRANSACTION OR FOR FUTURE TRANSACTIONS. ANY DELAY IN OR FAILURE OF PERFORMANCE BY EITHER PARTY OF THEIR RESPECTIVE OBLIGATIONS UNDER THIS AGREEMENT SHALL CONSTITUTE A BREACH HEREUNDER AND WILL GIVE RISE TO CLAIMS FOR DAMAGES IF, AND TO THE EXTENT THAT SUCH DELAYS OR FAILURES IN PERFORMANCE ARE NOT CAUSED BY EVENTS OR CIRCUMSTANCE BEYOND THE CONTROL OF SUCH PARTY. THE TERM "BEYOND THE CONTROL OF SUCH PARTY" INCLUDES ACT OF WAR, REBELLION, 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. BANK COORDINATES: Page 2 of 12 ®PROVIDER

®RECEIVER

MEMORANDUM OF AGREEMENT (MOA) Investment Agreement TRANSACTION CODE: PROVIDER REFERENCE: RECEIVER REFERENCE: MT103 NOMINATED ISSUING BANK COORDINATES: BANK NAME: BANK ADDRESS: NAME: NUMBER: SWIFT CODE: BANK OFFICER : BANK PHONE/FAX:

MT103 ONE WAY RECEIVING BANK COORDINATES: NAME OF BANK : BANK ADDRESS : NUMBER: NAME: SWIFT CODE : BANK OFFICER : BANK PHONE/FAX:

DISPUTE CASE: 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 the defaulted party to be actionable for damages sustained hereby. Parties are not allowed to the other party’s bank without expressed written permission. Any party attempting to do so will lead to cancellation of this transaction and contract. If receiver claims non-receipt of the MT103-ONE WAY by the receiving bank he has to organize official bank letter stating non-receipt PLUS screen shot from receiving bank computer (high resolution) otherwise SWIFT will be considered as received. CONDITION: This agreement shall remain valid and full force for 30 (Thirty) international banking days from the date of issue, after such time it shall expire. This agreement document, if unsigned shall be rendered NULL and VOID. CLAUSE: NO : No by either party to either bank without expressed written permission. Both parties may change their banking coordinates with written notice to the other party. This is a private transaction and as such shall not be interpreted as a securities transaction as interpreted or described in the united states securities act of 1934 as amended or by the laws of any other country. Any unauthorized calls by any party or its representative lawyers to probes or communication in an improper way to bank(s) in this transaction shall be prohibited and automatically render this contract invalid.

PENALTY CLAUSE FOR NON-PERFORMANCE: Should any of the Parties herein fail to perform as required by this contract, once signed, and after the Term of Validity thereof had expired, then, the failing Party shall indemnify the other Party for an amount of the 2% (Two Percent) of the total face value of the transaction. NON-SOLICITATION: THE RECEIVER hereby confirms and declares that THE PROVIDER, its associates or representatives or any person or persons on its behalf has/have never been solicited by any party, its shareholders or associates or representatives in any way whatsoever that can be construed as a solicitation for this transaction or for future transactions. AGREEMENT EXECUTION: Each party to this agreement represent that they have Full Legal authority to execute this agreement and that each party agrees to be bound by its 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. Page 3 of 12 ®PROVIDER

®RECEIVER

MEMORANDUM OF AGREEMENT (MOA) Investment Agreement TRANSACTION CODE: PROVIDER REFERENCE: RECEIVER REFERENCE: FORCE MAJEURE: Any delay 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 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: The parties agree to settle any dispute arising between them in an amicable manner. In the event of failure to an amicable settlement, the parties agree to submit any irreconcilable issues to ICC office in Geneva, Switzerland, by three arbitrary appointees in accordance with ICC rules. This agreement contains the entire agreement and understanding concerning the subject matter hereof and supersedes and replaces all prior negotiations and proposed agreements, written or oral. Neither of the parties may alter, amend, nor modify this agreement, except by an instrument in writing signed by both parties. This agreement will be governed by and construed in accordance with the laws of United Kingdom. In the event that either party shall be required to bring any legal actions against the other, it enforce any of the of this agreement the prevailing party shall be entitled to recover reasonable attorney fees and costs Any delay in or failure of performance by either party of their respective obligations under this agreement shall constitute a breach hereunder and will give rise to claims for damages if, and to the extent that such delays or failures in performance are not caused by events or circumstance beyond the control of such party. The term “Beyond the Control of Such Party “Include Act of War, Rebellion, 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.

AUTHORIZED SIGNATORY BY BOARD RESOLUTION DATED ON Wednesday, March 14, 2018 SIGNED FOR AND ON BEHALF OF THE PROVIDER:

COMPANY NAME REPRESENTED BY TITLE PORT NUMBER PLACE OF ISSUE DATE OF ISSUE DATE OF EXPIRY

: : : : : : :

SIGNED FOR AND ON BEHALF OF THE RECEIVER:

COMPANY NAME REPRESENTED BY TITLE PORT NUMBER PLACE OF ISSUE DATE OF ISSUE DATE OF EXPIRY

: : : : : : :

APPENDIX 1 DRAFT MT103 VERBIAGE SWIFT INPUT: MT 103 Single CUSTOMER CREDIT TRANSFER SENDER: RECEIVER: Page 4 of 12 ®PROVIDER

®RECEIVER

MEMORANDUM OF AGREEMENT (MOA) Investment Agreement TRANSACTION CODE: PROVIDER REFERENCE: RECEIVER REFERENCE: ------------------------------------------------------------------------------Message Text---------------------------------------------------------------------------- 20: TRANSACTION REFERENCE NUMBER XXXXXXX 23B: BANK OPERATION CODE CRED 32A: VAL DTE/CURR/INTERBNK SETTLD AMNT DATE: xx SEPTEMBER 2015 CURRENCY: USD (USDPEAN UNION) AMOUNT: #500,000,000.00# 50K: ORDERING CUSTOMER 52A: ORDERING INSTITUTION 57A: WITH INSTITUTION NOSCVGVG XX XXXXX GROUP XXXXX, XXXXX, XXXX – XXXXX WE ______________ BANK, LOCATED AT _______________________________WITH FULL BANKING RESPONSIBILITY HEREBY PRESENT OUR IRREVOCABLE, UNCONDITIONAL, TRANSFERABLE AND CALLABLE CASH BACKED STANDING SWIFT WIRE SINGLE CREDIT CUSTOMER TRANSFER IN FAVOUR OF XXX WITH NUMBER XXXXXXIN THE AMOUNT OF $500,000,000.00 (FIVE HUNDRED MILLION U.S. DOLLARS) FOR PRIVATE INVESTMENT. WE HEREBY CONFIRM THAT THESE FUNDS ARE GOOD, CLEAN AND CLEARED FUNDS OF NON CRIMINAL ORIGIN AND ARE FROM A LEGAL SOURCE. WE FURTHER CONFIRM THAT THESE FUNDS IN THE AMOUNT OF €500,000,000.00 (FIVE HUNDRED MILLION U.S. DOLLARS) ARE BLOCKED FOR SOLE AND EXCLUSIVE USE AND BENEFIT OF …………………………….. FOR ONE YEAR AND ONE DAY. THIS IS AN OPERATIVE INSTRUMENT WHICH IS SUBJECT TO THE INTERNATIONAL REMITTANCE REGULATION OF XXX, TO EXTERNAL BANK PAYMENT. THIS IS AN OPERATIVE INSTRUMENT AND NO FURTHER CONFIRMATION EITHER BY MAIL OR PHONE / FAX WILL FOLLOW. ALL CHARGES INCURED ARE FOR THE OF THE APPLICANT. FOR AND ON BEHALF OF _______________ BANK ___________________________, BANK OFFICER NAME, TITLE, PIN AFFIRMATION OF MT103 ONE WAY TRANSACTION

DATE: Wednesday, March 14, 2018 TRANSACTION CODE: I HEREBY AFFIRM THAT I AM IN COMPLETE UNDERSTANDING OF THE MT103 (MEANS NO 202 ONLY FOR COLLATERAL) SWIFT TRANSACTION OPERATIVE INSTRUMENT TRANSACTION. I UNDERSTAND THAT PROVIDER’S NOMINATED WILL SEND, VIA SWIFT, A MT103 MESSAGE IN THE AMOUNT OF Euro 500,000,000,00 (FIVE HUNDRED MILLION EURO) TO MY DESIGNATED BANK . I ALSO UNDERSTAND THE FOLLOWING: ISSUING BANK HAS AGREED TO SEND THE SWIFT MT103 MESSAGE ONLY. ISSUING BANK WILL NOT SEND CASH TO MY BANK - MEANS NO MT202 FOLLOWS. THE OPERATIVE INSTRUMENT SWIFT MT103 IS ONLY FOR CREDIT ENHANCEMENT. THIS IS AN OPERATIVE INSTRUMENT TRANSACTION WHICH MEANS THAT THE SWIFT WILL APPEAR ON BANK SCREEN AND THERE WON’T BE VERIFICATION COMMUNICATION WITH ISSUING BANK OF. NO COMMUNICATIONS WITH ISSUING BANK WILL BE POSSIBLE BY TELEPHONE OR EMAIL. I MUST HAVE A CREDIT LINE READY AGAINST WHICH I WILL USE THE MT103 OPERATIVE INSTRUMENT TO PAY FOR THIS TRANSACTION. I ABSOLUTELY AND COMPLETELY UNDERSTAND THIS TRANSACTION AND I AM READY TO FULFILL MY PART. I AM AWARE AND I WAS NOTIFIED THAT THE PROVIDER CAN SEND THE ‘FRAUD ALERT’ SWIFT MESSAGE TO CENTRAL BANK AND TO THE HEAD OFFICE OF THE BANK IF I WON’T BE ABLE TO FULL FILL MY PART OF OBLIGATIONS. SIGNED FOR AND ON BEHALF OF THE RECEIVER:

COMPANY NAME

: Page 5 of 12

®PROVIDER

®RECEIVER

MEMORANDUM OF AGREEMENT (MOA) Investment Agreement TRANSACTION CODE: PROVIDER REFERENCE: RECEIVER REFERENCE: REPRESENTED BY TITLE PORT NUMBER PLACE OF ISSUE DATE OF ISSUE DATE OF EXPIRY

: : : : : :

PORT COPY OF PROVIDER:

Page 6 of 12 ®PROVIDER

®RECEIVER

MEMORANDUM OF AGREEMENT (MOA) Investment Agreement TRANSACTION CODE: PROVIDER REFERENCE: RECEIVER REFERENCE:

PORT COPY OF RECEIVER:

APPENDIX 2 IRREVOCABLE MASTER FEE PROTECTION AGREEMENT / PAYMENT ORDER “IMFPA/PO” AND NON-CIRCUMVENTION, NON-DISCLOSURE AGREEMENT ACCORDING TO THE INTERNATIONAL CHAMBER OF COMMERCE (ICC), PARIS

I ………………………. as ........................ of ………………………… located at …………………………………………….. Holder port number ………………….. acting with Full Corporate responsibility, hereby Irrevocably and unconditionally, without protest or notification, without prejudice, recourse, or delay guarantee to pay the participation fee entitled to the beneficiaries basic and within and no later than 72 hours of g this Financial Transaction (MOU) undertaking, listed on this document, via Wire transfer, at the time of settlement of each and every tranche of the Transaction. This IRFPA/PO is our Irrevocable Pay Order to the Consultants and is and shall remain an intricate part of the Agreement between the Provider and the Beneficiary. ASSETS DESCRIPTION: INSTRUMENT:

SWIFT MT103 ONE WAY

TOTAL FACE VALUE:

$ 5’000’000’000.00 (FIVE BILLION USD)

FIRST TRANCHE:

$500,000,000,00 (FIVE HUNDRED MILLION USD)

NEXT TRANCHES, TEACH OF:

$500,000,000,00 (FIVE HUNDRED MILLION USD)

ISSUING BANK:

ROYAL BANK OF SCOTLAND

TOTAL PAYMENT PROVIDER: CONSULTANCES DELIVERY: PAYMENT:

TO

8% PERCENT OF THE FACE VALUE BY MT103 2% PERCENT OF THE FACE VALUE BY MT103 SWIFT MT103 (MEANS NO 202 ONLY FOR COLLATERAL) PAYMENT BY SWIFT MT103 WIRE TRANSFER AFTER 24 HOURS BANKING HOURS UPON SUCCESSFUL VERIFICATION THE SWIFT MT103 INSTRUMENT– ONE WAY ON SWIFT SYSTEM / INTERBANK SCREEN

This IRFPA/PO shall remain in effect until this Transaction, including any renewals, extensions and additions are fully completed. We confirm that upon the execution of this “Irrevocable Fee Protection Agreement/Pay Order” (IRFPA/PO) this document is our Irrevocable Pay Order. This IRFPA/PO shall be lodged in our Bank and a copy from that Bank will be forwarded to you the Beneficiaries. We agree that this IRFPA/PO will also be lodged with Provider’s side Paymaster’s Bank for the simultaneous collection with the first tranche. In recognition for the services rendered towards the completion of contractual formalities and the commencement of the above referenced Transaction, we the undersigned payer, hereby irrevocably and unconditionally, without protest, demand or delay, promise and guarantee to pay consultancy fees of TWO PERCENT (2%) 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/Commission fee shall be paid upon the successful closing of each and every tranche Page 7 of 12 ®PROVIDER

®RECEIVER

MEMORANDUM OF AGREEMENT (MOA) Investment Agreement TRANSACTION CODE: PROVIDER REFERENCE: RECEIVER REFERENCE: concurrently with each payment of the instruments purchased by us. Further, the said Consultancy fees shall be paid in good, clean clear and unencumbered Euros and delivered, via wire transfer, to your designated trust coordinates. This “IRFPA/PO” is unconditional, assignable and divisible. This “IRFPA/PO” shall ensure to the benefit of the Beneficiaries and their respective heirs, s, 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. This IRFPA/PO, 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 (5) Years from the date of this document or the last date of the Agreement including any renewals, extensions and additions are fully completed. 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. Consultants are NOT Advisors of any kind. All negotiations and conditions are between the principle Parties and their perspective legal counsel only! Both principle Parties are responsible for the ramification of their own actions. All Consultants are considered introducers and held harmless from any legal actions brought on by either party. 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 Provider’s code to be provided by the Provider) 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 these. 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. Consultants cannot subpoena to appear in court to testify by any means Consultants are not responsible for anything by any means. All responsibility rests on the Principals. Irrevocable Fee Protection / Irrevocable Pay Order (IRFPA/PO) for Consultant Participation, Fees of TWO PERCENT (2%) percent of the face value from each and every tranche of this Transaction, including any rolls or extensions, to be shared by Provider and Intermediaries equally as follows: RECEIVER AGREES TO PAY RECEIVER FEES FROM BELOW NAMED BANK: BANK NAME: BANK ADDRESS: NAME: NUMBER: SWIFT CODE: BANK OFFICER PHONE: PROVIDER SIDE FEE: 8% (EIGHT PERCENT) OF FULL FACE VALUE OF MT103 PAYMENT: FULL FACE VALUE EACH AND EVERY TRANCHE/PAYMENT WITH ROLLS AND EXTENSIONS AND REPLACEMENT OR NEW AGREEMENTS, BANK COORDINATES: COMPANY NAME: BANK NAME: BANK ADDRESS:

Page 8 of 12 ®PROVIDER

®RECEIVER

MEMORANDUM OF AGREEMENT (MOA) Investment Agreement TRANSACTION CODE: PROVIDER REFERENCE: RECEIVER REFERENCE: NAME: IBAN NUMBER: NO: SWIFT CODE: BANK OFFICER: BANK OFFICER PHONE / FAX: BANK OFFICER E-MAIL: PROVIDER AGENT FEE: 1% (ONE PERCENT) OF FULL FACE VALUE OF MT103 PAYMENT (CLOSED): COMPANY NAME:

TBA

BANK NAME: BANK ADDRESS: NAME: NUMBER: IBAN / ABA ROUTING: SWIFT CODE: BANK OFFICER: BANK OFFICER PHONE / FAX: PAYMENT REFERENCE: SPECIAL INSTRUCTIONS:

PREADVICE MUST BE SENT VIA SWIFT PRIOR TO WIRE TRANSFER & EMAIL A NOTIFICATION IMMEDIATELY UPON EACH TRANSFER PAYMENT TOGETHER WITH THE TRANSACTIONS CODE/S TO E-MAIL: : TBA

REQUIRED MESSAGE:

ALL TRANSFER INSTRUCTIONS SHALL STATE: “FUNDS ARE CLEAN AND CLEAR, OF NON-CRIMINAL ORIGIN AND ARE PAYABLE IN CASH IMMEDIATELY UPON RECEIPT BY BENEFICIARY’S BANK.”

RECEIVER AGENT FEE # 1: 0, 33% (ZERO POINT THIRTY THREE PERCENT) OF FULL FACE VALUE OF MT103 PAYMENT: COMPANY NAME: BANK NAME: BANK ADDRESS: NAME: NUMBER: IBAN / ABA ROUTING: SWIFT CODE: BANK OFFICER: BANK OFFICER PHONE / FAX: PAYMENT REFERENCE: SPECIAL INSTRUCTIONS:

PREADVICE MUST BE SENT VIA SWIFT PRIOR TO WIRE TRANSFER & EMAIL A NOTIFICATION IMMEDIATELY UPON EACH TRANSFER PAYMENT TOGETHER WITH THE TRANSACTIONS CODE/S TO E-MAIL: : TBA

REQUIRED MESSAGE:

ALL TRANSFER INSTRUCTIONS SHALL STATE: “FUNDS ARE CLEAN AND CLEAR, OF NON-CRIMINAL ORIGIN AND ARE PAYABLE IN CASH IMMEDIATELY UPON RECEIPT BY BENEFICIARY’S BANK.”

RECEIVER AGENT FEE # 2: 0, 33% (ZERO POINT THIRTY THREE PERCENT) OF FULL FACE VALUE OF MT103 PAYMENT: COMPANY NAME: BANK NAME: BANK ADDRESS: Page 9 of 12 ®PROVIDER

®RECEIVER

MEMORANDUM OF AGREEMENT (MOA) Investment Agreement TRANSACTION CODE: PROVIDER REFERENCE: RECEIVER REFERENCE: NAME: NUMBER: IBAN SWIFT CODE: BANK OFFICER: BANK OFFICER PHONE / FAX: PAYMENT REFERENCE: SPECIAL INSTRUCTIONS:

PREADVICE MUST BE SENT VIA SWIFT PRIOR TO WIRE TRANSFER & EMAIL A NOTIFICATION IMMEDIATELY UPON EACH TRANSFER PAYMENT TOGETHER WITH THE TRANSACTIONS CODE/S TO E-MAIL: : TBA

REQUIRED MESSAGE:

ALL TRANSFER INSTRUCTIONS SHALL STATE: “FUNDS ARE CLEAN AND CLEAR, OF NON-CRIMINAL ORIGIN AND ARE PAYABLE IN CASH IMMEDIATELY UPON RECEIPT BY BENEFICIARY’S BANK.”

RECEIVER MANDATE FEE # 2: 0, 34% (ZERO POINT THIRTY FOUR PERCENT) OF FULL FACE VALUE OF MT103 PAYMENT: BANK NAME: BANK ADDRESS: NAME: NUMBER / IBAN: SWIFT CODE: BANK OFFICER: BANK OFFICER PHONE: BENEFICIARY: FOR FUNDER CREDIT: SPECIAL INSTRUCTIONS:

EACH TRANSFER MUST INCORPORATE THE BELOW TEXT MESSAGE AND A COPY OF BANK WIRE TRANSFER SLIP MUST BE SENT TO MASTER PAYMASTER BY E-MAIL TO: ........... FOR TRACKING AND LEGAL COMPLIANCE PURPOSES PURSUANT TO PATRIOT ACT AND BANKING REGULATIONS, WITH ONE COPY OF THE AGREEMENT TO BE FILED WITH THE RECEIVING BANK.

REQUIRED MESSAGE:

ALL TRANSFER INSTRUCTIONS SHALL STATE: “FUNDS ARE CLEAN AND CLEAR, OF NON-CRIMINAL ORIGIN AND ARE PAYABLE IN CASH IMMEDIATELY UPON RECEIPT BY BENEFICIARY’S BANK.”

SPECIAL INSTRUCTIONS: “FUNDS ARE CLEAN AND CLEAR, OF NON-CRIMINAL ORIGIN AND ARE PAYABLE IN CASH IMMEDIATELY UPON RECEIPT BY BENEIFICIARY’S BANK.” 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 EVEN THOUGH THERE ARE ANY WORDING, TERM AND CONDITION IN THIS IRFPA/PO, WHEN THE AGREEMENT DOES NOT COMPLETE SUCCESSFULLY, THE STATED PAYMASTER CANNOT SUIT ANY CIVIL AND CRIMINAL ACTION, AND CANNOT DEMAND ANY EXPENSES, CHARGES AND COSTS TO THE UNDERSIGNED BENEFICIARY. THIS AGREEMENT IS EFFECTIVE ONLY WHEN THIS TRANSACTION IS SUCCESSFUL. THIS IRFPA/PO ORDERS SHALL BE LODGED IN OUR BANK AND A COPY FROM THAT BANK WILL BE FORWARDED TO ALL BENEFICIARIES. I HEREBY AGREE TO THE ABOVE IRREVOCABLE FEE PROTECTION AGREEMENT/PAY ORDER (IRFPA/PO) IN ITS ENTIRETY. SIGNED FOR AND ON BEHALF OF THE PROVIDER:

COMPANY NAME REPRESENTED BY TITLE

: : : Page 10 of 12

®PROVIDER

®RECEIVER

MEMORANDUM OF AGREEMENT (MOA) Investment Agreement TRANSACTION CODE: PROVIDER REFERENCE: RECEIVER REFERENCE: PORT NUMBER PLACE OF ISSUE DATE OF ISSUE DATE OF EXPIRY

: : : :

SIGNED FOR AND ON BEHALF OF THE RECEIVER:

COMPANY NAME REPRESENTED BY TITLE PORT NUMBER PLACE OF ISSUE DATE OF ISSUE DATE OF EXPIRY

: : : : : : :

APPENDIX 3 LETTER - GUARANTEE

DATE: Wednesday, March 14, 2018. REF: Subject: TRANSACTION CODE: 500/X/XXGC2015 TO: [NAME PROVIDER], address [ADDRESS COMPANY] REF. No.: MR. XXXXX WE, COMPANY, LOCATED AT ……………………………….., LEGALLY REPRESENTED BY …………………………….., …………………, AS THE OFFICIAL SIGNATORY ON BEHALF OF THE COMPANY.

PORT No

HEREBY CONFIRM WITH FULL CORPORATE AND LEGAL RESPONSIBILITY, UNDER PENALTY OF PERJURY OF LAW THAT WE ARE READY, AND ABLE TO PERFORM THE PAYMENT TEN PERCENT (10%) OF FACE VALUE AFTER RECEIVING THE COPY SWIFT MT103 EMAIL: …………….. TO BANK TO BANK OF...................... FROM ………………………….. WITHIN 48 HOURS AFTER RECEIVING THE COPY MT103 BANK…………………… ACCORDING TO THE AGREEMENT FROM Wednesday, March 14, 2018, TRANSACTION CODE: …………………………. THE FOLLOWING S NUMBER: SPECIAL INSTRUCTIONS: “FUNDS ARE CLEAN AND CLEAR, OF NON-CRIMINAL ORIGIN AND ARE PAYABLE IN CASHIMMEDIATELY UPON RECEIPT BY BENEIFICIARY’S BANK.” 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. SAME DAY TRANSFER AND IMMEDIATE “SAME DAY VALUE” EVEN THOUGH THERE ARE ANY WORDING, TERM AND CONDITION IN THIS IRFPA/PO, WHEN THE AGREEMENT DOES NOT COMPLETE SUCCESSFULLY, THE STATED PAYMASTER CANNOT SUIT ANY CIVIL AND CRIMINAL ACTION, AND CANNOT DEMAND ANY EXPENSES, CHARGES AND COSTS TO THE UNDERSIGNED BENEFICIARY. THIS AGREEMENT IS EFFECTIVE ONLY WHEN THIS TRANSACTION IS SUCCESSFUL. THIS IRFPA/PO ORDERS SHALL BE LODGED IN OUR BANK AND A COPY FROM THAT BANK WILL BE FORWARDED TO ALL BENEFICIARIES. I HEREBY AGREE TO THE ABOVE IRREVOCABLE FEE PROTECTION AGREEMENT/PAY ORDER (IRFPA/PO) IN ITS ENTIRETY.

SIGNED FOR AND ON BEHALF OF THE RECEIVER: Page 11 of 12 ®PROVIDER

®RECEIVER

MEMORANDUM OF AGREEMENT (MOA) Investment Agreement TRANSACTION CODE: PROVIDER REFERENCE: RECEIVER REFERENCE:

COMPANY NAME REPRESENTED BY TITLE PORT NUMBER PLACE OF ISSUE DATE OF ISSUE DATE OF EXPIRY

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(ELECTRONIC DOCUMENT TRANSMISSIONS) EDT (ELECTRONIC DOCUMENT TRANSMISSIONS) SHALL BE DEEMED VALID AND ENFORCEABLE IN RESPECT OF ANY PROVISIONS OF THIS AGREEMENT. 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 (ELECTRONIC DOCUMENT TRANSMISSIONS) INSTRUMENTS. SIGNED FOR AND ON BEHALF OF THE PROVIDER: COMPANY NAME REPRESENTED BY TITLE PORT NUMBER PLACE OF ISSUE DATE OF ISSUE DATE OF EXPIRY

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The Authorized Signatory: EXECUTIVE DIRECTOR

ELECTRONIC SIGNATURE IS VALID AND LEGALLY – BINDING AS AN ORIGINAL IF TRANSMITTED IN SECURE AND CERTIFIED *.PDF FORMAT ***** THE END DOCUMENT*****

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