Sample Agreement Mt103 One Way C-2 1v3918

CORPORATE AGREEMENT FOR FINANCIAL INSTRUMENTS VIA SWIFT MT103 ONE WAYCONTRACT NO:100B/4351XZ/2017 DATE: January THE 1ST, 2017 ountTHIS CORPORATE AGREEMENT FOR FINANCIAL INSTRUMENTS VIA SWIFT MT103 (FURTHER DESIGNATED AS THE AGREEMENT) ARE ENTERED ON THIS January THE 1ST 2017 BY AND BETWEEN:

PARTY A:

HEREINAFTER REFERRED TO AS SENDER:

COMPANY NAME ADDRESS REPRESENTED BY PORT NO. COUNTRY OF ISSUE DATE OF ISSUE DATE OF EXPIRY

XXXXXX TRADE CO. LTD.

10/02/2012 09/02/2022 AND

PARTY B:

HEREINAFTER REFERRED TO AS RECEIVER: COMPANY NAME ADDRESS REPRESENTED BY PORT NO. COUNTRY OF ISSUE DATE OF ISSUE DATE OF EXPIRY NAME OF BANK BANK ADDRESS NUMBER: SWIFT CODE: BANK TEL WHEREAS: THE RECEIVER IS READY TO RECEIVE A FINANCIAL INSTRUMENT TRANSFER WITHOUT VALIDATION ISSUED BY XXXX, WITH A FACE VALUE AMOUNT OF €49,500,000.00 (EUROS) WITH R&E OF UP TO €, 000,000,000.00 (EUROS). WHEREAS: THE PARTIES UNDERSTAND THAT ISSUING BANK WILL NOT SEND CASH FUNDS TO RECEIVER’S BANK . THE FINANCIAL INSTRUMENT VIA SWIFT MT103 SENT THROUGH SWIFT BRUSSELS (FURTHER DESIGNATED AS THE INSTRUMENT) IS ONLY FOR CREDIT ENHANCEMENT. THE SWIFT MT103 WILL APPEAR ON INTER-BANKING SCREEN AND THERE WILL BE NO VERIFICATIONS COMMUNICATION WITH ISSUING BANK AND NO 202 TO FOLLOW. WHEREAS: THE RECEIVER DESIRES TO RECEIVE AN INSTRUMENT VIA SWIFT MT103 FROM ISSUING BANK. THE RECEIVER CONFIRMS WITH FULL CORPORATE AND LEGAL RESPONSIBILITY TO ACCEPT THE INSTRUMENT. THE RECEIVER MUST HAVE A CREDIT LINE READY AGAINST WHICH RECEIVER WILL USE THE INSTRUMENT TO PAY FOR THIS TRANSACTION. WHEREAS: SENDER DESIRES TO TRANSFER THROUGH FROM ISSUING BANK THE AFOREMENTIONED INSTRUMENT TO THE RECEIVER’S BANK. SENDER REPRESENTS AND WARRANTS THAT IT HAS THE ABILITY AND RESOURCES TO ARRANGE THROUGH ASSOCIATES, S AND SOURCES, WITH FULL CORPORATE RESPONSIBILITY,

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CORPORATE AGREEMENT FOR FINANCIAL INSTRUMENTS VIA SWIFT MT103 ONE WAYCONTRACT NO:100B/4351XZ/2017 DATE: January THE 1ST, 2017 INSTRUMENT IN THE TERM OF ASSIGNMENTS TO BE PROVIDED TO THE RECEIVER’S BANK. SENDER HEREBY DECLARES UNDER PENALTY OF PERJURY THAT THE INSTRUMENT WILL BE BACKED BY FUNDS THAT ARE GOOD, CLEAN, CLEAR, AND FREE OF NONCRIMINAL ORIGIN, AND WILL BE FREE AND CLEAR OF ALL LIENS, ENCUMBRANCES AND THIRD PARTY INTEREST. DESCRIPTION OF THE INSTRUMENT(S): INSTRUMENT:

MT103 ONE WAY VIA SWIFT

ISSUING BANK INSTRUMENT NOMINAL

€200,000,000.00

FIRST TRANCHE

€49,500,000.00

PROFITS RECEIVING:

5 %(FIVE PERCENT) PLUS 3 % (THREE PERCENT) OF THE TOTAL VALUE SWIFT MT103 WIRE TRANSFER

PAYMENT: DURATION OF INSTRUMENT: METHOD OF SWIFT:

(EUROS) (EUROS)

ONE YEAR AND ONE DAY AUTHENTICATION ON INTERBANK SCREEN

PROCEDURES: 1. RECEIVER SIGN THIS MOU AND RETURN TO THE PROVIDER WITHIN 48HRS UPON RECEIPT. 2. UPON THE RECEIPT OF THE SIGNED CONTRACT FROM THE RECEIVER, THE PROVIDER VERIFIES, COUNTERSIGN, CONVERT TO PDF AND RETURN TO THE RECEIVER. 3. THE PROVIDER WILL INSTRUCT HIS ISSUING BANK OFFICER TO SEND THE FINANCIAL INSTRUMENT OF THE FIRST NOMINAL OF€,49,500,000.00 (MILLION EUROS) VIA SWIFT MT103 ONE WAY TO THE RECEIVER’S BANK ; 4. THE RECEIVER SHALL CAUSE HIS BANK TO ARRANGE FULL PAYMENT OF 8% IN THE SUM OF €,3,960,000.00 ( MILLION EUROS) AS PER PROVIDER & CONSULTANCY FEES OF (5%) IN THE SUM OF €,2,475,000.00 ( MILLION EUROS) AS PER IFPA WITHIN THREE (3) BANKING DAYS UPON RECEIPT, OF INSTRUMENT’S SWIFT MT103 ON INTERBANK SCREEN. NO CONFIRMATION FROM SENDING BANK IS REQUIRED. 5. THE PARTIES SHALL SEND COPIES OF BANK SWIFT MESSAGES VIA E-MAIL WITHIN (24) HOURS OF EACH SWIFT/SENT MESSAGES/TEXT FROM BOTH BANKS. 6. COMMENCEMENT OF SUBSEQUENT INSTRUMENT’S NOMINAL SHALL BE PERFORM ACCORDING TO IN THIS PRESENT CONTRACT PROCEDURE. 7. SHOULD THE RECEIVER/RECEIVER’S BANK DEFAULT TO PAY AS STIPULATED IN THIS CONTRACT THE AGREED PERCENTAGE OF (8%) FACE VALUE TO PROVIDER AND INTERMEDIARY BANKING COORDINATES AS AGREED IN POINT 4 AFTER THREE (3) DAYS FROM SWIFT MT103 ONE WAY RECEIPT ON INTERBANK SCREEN TO HONOR THE SWIFT. ELECTRONIC DOCUMENT TRANSMISSIONS (EDT):

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CORPORATE AGREEMENT FOR FINANCIAL INSTRUMENTS VIA SWIFT MT103 ONE WAYCONTRACT NO:100B/4351XZ/2017 DATE: January THE 1ST, 2017 EDT SHALL BE DEEMED VALID AND ENFORCEABLE IN RESPECT OF ANY PROVISIONS OF THIS AGREEMENT. AS APPLICABLE, THIS AGREEMENT SHALL BE INCORPORATED IN U.S. PUBLIC LAW 106-229, ‘‘ELECTRONIC SIGNATURES IN GLOBAL AND NATIONAL COMMERCE ACT’’ OR SUCH OTHER APPLICABLE LAW CONFORMING TO THE UNCITRAL MODEL LAW ON ELECTRONIC SIGNATURES (2001) AND 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. PARTIES BANK COORDINATES: (1): PROVIDER’S ISSUING BANK COORDINATE TO SEND MT 103 (ONE WAY): 1 COMPANY 2 3 4 5 6 7 8 9

1 0

NAME BANK NAME BANK ADDRESS NAME No. SWIFT CODE SIGNATORY BANK OFFICER BANK OFFICER TEL /FAX NO BANK OFFICER EMAIL

NORDEA BANK FINLAND UK

(1): PROVIDER’S BANK COORDINATE TO RECEIVE MT103/23: €,2,475,000.00 ( MILLION EUROS) NAME OF BANK BANK ADDRESS NUMBER: IBAN NUMBER: NAME: SWIFT CODE: SORT CODE: BANK OFFICER:

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CORPORATE AGREEMENT FOR FINANCIAL INSTRUMENTS VIA SWIFT MT103 ONE WAYCONTRACT NO:100B/4351XZ/2017 DATE: January THE 1ST, 2017 BANK TEL: BANK FAX:

(1): RECEIVER’S BANK COORDINATES TO RECEIVE MT 103 (One Way): NAME OF BANK BANK ADDRESS NUMBER: IBAN NUMBER: NAME: SWIFT CODE: BANK OFFICER: BANK TEL: SIGNED THIS 30DAY OF January 2017 FOR AND ON BEHALF OF PROVIDER __________________ XXXX CO. LTD. NAME: XXX TITLE DIRECTOR PORT NO. XXXXX C OUNTRY : xxx ISSUE DATE : 10/02/2012 EXPIRY DATE: 09/02/2022 RECEIVER:

_________________ COMPANY NAME:

COMPANY NAME:

REPRESENTED BY: REPRESENTED BY: PORT NUMBER: PORT NUMBER: ISSUING COUNTRY: ISSUING COUNTRY: ISSUED DATE: ISSUED DATE: DATE OF EXPIRY: DATE OF EXPIRY:

PROVIDER’S PORT

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CORPORATE AGREEMENT FOR FINANCIAL INSTRUMENTS VIA SWIFT MT103 ONE WAYCONTRACT NO:100B/4351XZ/2017 DATE: January THE 1ST, 2017

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CORPORATE AGREEMENT FOR FINANCIAL INSTRUMENTS VIA SWIFT MT103 ONE WAYCONTRACT NO:100B/4351XZ/2017 DATE: January THE 1ST, 2017 RECEIVER’S PORT:

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CORPORATE AGREEMENT FOR FINANCIAL INSTRUMENTS VIA SWIFT MT103 ONE WAYCONTRACT NO:100B/4351XZ/2017 DATE: January THE 1ST, 2017 DATE: 01/01/17 TRANSACTION CODE: 1. 2.

3. 4. 5. 6. 7. 8.

AFFIRMATION OF MT103 ONE WAY TRANSACTION

I hereby affirm that I am in complete understanding of the MT103 One way SWIFT transaction. I understand that SERVICE PROVIDER’S NOMINATED any bank will send, via SWIFT MT103 message in the amount of € ,000,000,000 (Million Euros) to my designated . I also understand the following: TOP EUROPEAN BANKS has agreed to send the MT103 SWIFT MESSAGE ONLY. TOP EUROPEAN BANKS WILL NOT SEND CASH TO MY BANK . The MT103 is only for credit enhancement. This is a 1-way transaction which means that the SWIFT will appear ONLY ON INTERBANK SCREEN and there will be no verifications communication with TOP EUROPEAN BANKS. I must have a credit line ready against which I will use the MT103 One way to pay for this transaction. I am absolutely and completely clear of this transaction and am ready to fulfil my part. Signature: Date: 01/01/17

SIGNED FOR AND ON BEHALF OF PARTY B SIGNED FOR AND ON BEHALF OF THE RECEIVER:

Company name: Represented by: Title: port #: Place of Issue: Issue date: Expiry date:

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CORPORATE AGREEMENT FOR FINANCIAL INSTRUMENTS VIA SWIFT MT103 ONE WAYCONTRACT NO:100B/4351XZ/2017 DATE: January THE 1ST, 2017 VERBIAGE FOR MT103/23 BANK PAY ORDER VIA SWIFT MT103/23 -------------------------- () ------------------------FROM / RECEIVER: Bank Name: Address: Name:. number: IBAN: SWIFT Code: TO / PROVIDER: Bank Name : Bank Officer: Phone Number: Fax Number: S.W.I.F.T.: Number: Holder BY THE ORDER OF: TRANSACTION CODE: WE,XXXXXXXXXXX , HEREBY PRESENT OUR IRREVOCABLE, ASSIGNABLE, TRANSFERABLE AND CALLABLE CASH BACKED S.W.I.F.T. WIRE TRANSFER MT 103/FIELD 23 CONDITIONAL IN YOUR FAVOR FOR THE OF XXXXXXXXXXXX, NUMBER XXXXXXXXXXX IN THE AMOUNT OF USD 000,000.00 FOR THE TRANSACTION CODE OF: XXXXXXXXXXXXXXXXXX THIS SWIFT IS CONDITIONAL UPON RECEIVING THE LEASING PAYMENT OF USD 000,000,000.00 WE HEREBY CONFIRM THAT THE FUNDS ARE GOOD, CLEAN AND CLEARED FUNDS OF NONCRIMINAL ORIGIN AND ARE FROM A LEGAL SOURCE. THIS IRREVOCABLE S.W.I.F.T. IS A BINDING FULLY PERFORMED DUE BILL AND IS IMMEDIATELY CALLABLE ON US FOR CASH PAYMENT AGAINST THE BANK CERTIFIED INVOICE CONDITIONAL UPON OUR ACCEPTANCE FOR THE PURCHASE AND DELIVERY OF THE BANK INSTRUMENTS SPECIFIED BELOW: INSTRUMENT NO: XXXXXXXXXXXXXXXXXX THIS CONDITIONAL, IRREVOCABLE, DIVISIBLE, ASSIGNABLE, TRANSFERABLE AND CALLABLE S.W.I.F.T. WIRE TRANSFER IS VALID UNTIL THE LEASING PAYMENT IS CONFIRMED. THIS IS AN OPERATIVE BANK INSTRUMENT AND IS SUBJECT TO THE UNIFORM COMMERCIAL CODE AS IT RELATES TO BANK CREDIT INSTRUMENTS. _________________________ _______________________ BANK OFFICER BANK OFFICER NAME TITLE NAME TITLE

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CORPORATE AGREEMENT FOR FINANCIAL INSTRUMENTS VIA SWIFT MT103 ONE WAYCONTRACT NO:100B/4351XZ/2017 DATE: January THE 1ST, 2017 PAYMENT INSTRUCTION: PROVIDER’S MANDATE COORDINATE TO RECEIVE 1,50% OF FUNDS FACE VALUE: € 745000,00 BANK NAME: HSBC BANK USA BANK ADDRESS: 140 Broadway, New York, NY 100051180 , USA NAME: FNB ( First National Bank) NO: (USD) 0003045XX SWIFT CODE: MRMDUS33 BENEFICIARY : XXXXXLIMITED #: 01-XXXX778 BANK OFFICER: BANK OFFICER PHONE / FAX: BANK OFFICER E-MAIL: SPECIAL INSTRUCTIONS:

REQUIRED MESSAGE:

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: -- / . 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’S faciletors COORDINATE TO RECEIVE 1,50% OF FUNDS FACEVALUE: :€ 745000,00 BANK NAME: BANK ADDRESS: NAME: NO: (USD) SWIFT CODE: BANK OFFICER: BANK OFFICER PHONE / FAX: BANK OFFICER E-MAIL: BENEFICIARY : SPECIAL INSTRUCTIONS:

REQUIRED MESSAGE:

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: -- / . 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.”

SIGNED THIS 01DAY OF January 2017 FOR AND ON BEHALF OF PROVIDER __________________

RECEIVER: _________________

COMPANY NAME: COMPANY NAME: REPRESENTED BY: REPRESENTED BY: PORT NUMBER: PORT NUMBER: ISSUING COUNTRY: ISSUING COUNTRY: ISSUED DATE: ISSUED DATE: DATE OF EXPIRY: DATE OF EXPIRY: ******* END OF CORPORATE AGREEMENT *********

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