Doa Gpi Semiauto Ausgle Interc 08032023

Download as pdf or txt
Download as pdf or txt
You are on page 1of 16

Agreement Number: GPI-AUSGLEI-INTEC08092023

Date of Agreement: 08 March 2023

PARTNERSHIP AGREEMENT ON INVESTMENT AND FINANCIAL CO-OPERATION

Financial co-operation agreement on delivery of cash funds for investments hereinafter referred to as
agreement is made and effective on this date March 8th, 2023, by and between the following parties:-

FIRST PARTY-A: “INVESTOR”:

COMPANY NAME: AUSGLEICHSKASSE SCIENCEINDUSTRIES


COMPANY ADDRESS: Postfach,CH-4002 Basel , Switzerland
COMPANY REG. №: CH-22663
REPRESENTED BY / Mr. JURGEN ARWEILER
TITLE
PASSPORT NUMBER: C4VM4ZW47
DATE OF ISSUE JAN 03, 2019
DATE OF/ EXPIRY JAN 02, 2029
COUNTRY OF ISSUE Germany
BANK NAME: UBS Switzerland AG
BANK ADDRES: Paradeplatz 6,8098 Zurich,Switzerland
ACCOUNT NAME: AUSGLEICHSKASSE SCIENCEINDUSTRIES
ACCOUNT NUMBER CH560023323356005549 H
SWIFT CODE: UBSWCHZH80A
BANK OFFICER MATTHIAS HOLZHEY
NAME:
BO PINI: MAHO04467

With full legal and corporate authority to sign this agreement (herein after referred to as PARTY-A /
investor),

and

SECOND PARTY-B: “RECEIVER”:

COMPANY NAME: INTECONSTRUCTIONS LTDA.


COMPANY ADDRESS: AVDA. RICARDO LYON #660 SUITE 307 -PROVIDENCIA,
SANTIAGO DE CHILE
COMPANY REG. №: RUT # 76 287 319-2
REPRESENTED BY / DAVID DANIEL BALCORTA LAZARINI
TITLE
PASSPORT NUMBER: G14118257
DATE OF ISSUE 21/03/2014
DATE OF/ EXPIRY 21/03/2024
COUNTRY OF ISSUE ESTADOS UNIDOS MEXICANOS
BANK NAME: SANTANDER CHILE
BANK ADDRES: AVDA. ISIDORA GOYENECHEA 2872, LAS CONDES
ACCOUNT NAME: INTEQCONSTRUCTIONS LTDA.
ACCOUNT NUMBER 5103074462
SWIFT CODE: BSCHCLRM
BANK OFFICER ROBINSON GUTIRREZ
NAME:
BaAgN
P eK
1 o’sf E
16-MAIL [email protected]
PARTY-A/INVESTOR PARTY-B/RECEIVER
Agreement Number: GPI-COTRASA-XXX-08032023
Date of Agreement: 08 March 2023

BANK’S PHONE No 569 53934182 - 562 264 489320

With full legal and corporate authority to sign this agreement (herein after referred to as PARTY-B /
receiver) on the other hand, both to get her and individually herein after referred to as the "parties"
conclude an agreement of such content, herein after referred to as the "agreement":

The parties, with full legal and corporate authority to sign this agreement, in consideration of the
premises and the mutual promises and covenants contained in this agreement, and for other good and
valuable consideration, the receipt. And sufficiency of which are hereby acknowledged, the parties
hereby agree as follows:

WHEREAS:

Whereas the parties here to are desirous of entering into this agreement for the purpose of developing
own investment projects contemplated herein for the mutual benefit only and not for other purposes
whatsoever.

Whereas both parties hereto warrant that the currencies to be transacted, for making the investments,
are all good, clean and cleared funds of non-criminal origin, without any traces of illegality or unlaw
fulness whatsoever.

Whereas each party hereto declares that it is legally empowered, fully authorized to execute and accept
this agreement, as well as agrees to be bound by its terms and conditions under the penalty and other
consequences.

Whereas investor through its fiduciary bank, where the final agreements will be lodged in and assigned
to, confirms and warrants that it has the financial capacity of euro -funds and euro-funds to transact
under this agreement.

Whereas the parties hereto with full corporate responsibility, under the penalty of perjury, declare that
they will upon the execution of this agreement complete the transaction contemplated herein, except
on circumstances of force majeure and government sanctions, if such appear. The parties hereto shall
not be liable for any failure to perform under the “force majeure” provisions of the ICC, Paris.

Whereas both parties herein agree that each party has the full right to use and choose whatever
company more suitable to carry out this assignment, to successfully complete the present transaction.

1. SUBJECT OF AGREEMENT.

1.1 in accordance with the provisions of this agreement and general principles and regulations of the
management of the financial resources the investor instructs, and the “receiver” undertakes to manage
investment plans accepted by parties and invested by investor by this agreement.

1.2 the investor's financial resources made available to the “receiver” hereinafter referred to as the
"investments".

Page 2 of 16
PARTY-A/INVESTOR PARTY-B/RECEIVER
Agreement Number: GPI-COTRASA-XXX-08032023
Date of Agreement: 08 March 2023

1.3 according to the laws of and for execution of the law of about the regime of foreign international
investing for two parties, the subject of this agreement is a joint investment activity of the receiver,
which is not connected with creation of new legal entities, on the following directions: investments in
commercial sphere, social, innovative projects etc.

1.4 the high contracting "parties", in order to strengthen bilateral friendly international relations are
intended to cooperate in the following make own projects at the expense of own funds and financial
opportunities as well as attracting involvingreceivers.

1.4.1 promoting involvement in the real economy, and private regional priority investment projects.

1.4.2 promoting a balanced and sustainable growing system of financial support for projects and
programs in priority areas.

1.4.3 minimizing investment and commercial risks involved in the implementation of projects.

And can carry out reinvestment in the objects of the primary investment and other objects of
investment and reinvestment.

2. JOINT ACTIVITIES OF THE PARTIES.

2.1 we, the undersigned parties, hereby with full legal and corporate responsibility, under penalty of
perjury, confirm that investor is ready, willing, and able the investments, and the receiver is ready to
receive the investments and to make at the mutually agreed terms and conditions hereof.

2.2 for realization of the investment programs the parties bring the foreign investment in convertible
currency during validity hereof according to the schedule fixed by the parties, agreed currency
amounts and tranches, which are reflected in additional agreements hereto.

2.3 the parties can extend kinds and spheres of investment activity and if necessary, make the
additional agreements.

2.4 addendum and changes may be brought to this agreement by mutual agreement of the parties,
which are to be formed by separate protocols, which, after the signing of “parties”, are considered as
integral part hereof.

3. RIGHTS AND DUTIES OF THE PARTIES.

3.1 PARTY-A AND PARTY-B FOR THE PURPOSES OF FULFILLMEN THERE OF:

Develop investment activity for its economic and technical projects.

Conclude contracts, agreements, and other agreements necessary for realization of their investment
programs.

Acquire export-import quotas and licenses for export and import of commodities and products.

Provide each other with all necessary legal, financial and other documents, related to the fulfillment
thereof.
Page 3 of 16
PARTY-A/INVESTOR PARTY-B/RECEIVER
Agreement Number: GPI-COTRASA-XXX-08032023
Date of Agreement: 08 March 2023

Invest money in their own projects during validity hereof according to their current legislation.

Carrie out economic activity to fulfill own investment programs, make debt liquidation on all kinds of
expenses, payment of commodities and services, transfers facilities for payment of salaries and other
types of rewards, cover all kinds of charges.

Attract other legal entities and individuals for the fulfillment of their investment programs under the
present agreement at their sole decision.

Are to provide each other with necessary assistance.

Are to follow and observe the terms and conditions hereof.

Are obligated to keep in a secret all business, technical and commercial information related to
implementation hereof.

Can invest additional investments during the validity period of the present agreement and can carry out
reinvestment in primary investment projects and other investment and reinvestment objects.

3.2 THE PARTY-A FOR THE PURPOSES OF FULFILLMENT HEREOF:

Develops the directions of own investment activity with its economic and technical ground.

Concludes contracts, agreements, and other agreements necessary for realization of its investment
programs.

Acquires export-import quotas and licenses for export and import of commodities and products.

Provides PARTY-B with all necessary legally, financial and other documents, related to the fulfillment
hereof.

Can invest money during validity of this agreement according to the current legislation.

Carries out economic activity to fulfill own investment programs, makes debt liquidation on all kinds
of expenses, payment of commodities and services, got by each of the parties, transfers facilities for
payment of salaries and other types of rewards, finance all kinds of charges.

Attracts other legal entities and individuals for realization of the investment programs under the
present agreement.

Attracts investments and financial assets, including credit and loan facilities of residents and not
residents aimed on execution of investment activity.

3.3 THE PARTY-B FOR THE PURPOSES OF FULFILLMENT HEREOF:

Develops the directions of own investment activity with its economic and technical ground.

Concludes contracts, agreements, and other agreements necessary for realization of its investment
programs.

Page 4 of 16
PARTY-A/INVESTOR PARTY-B/RECEIVER
Agreement Number: GPI-COTRASA-XXX-08032023
Date of Agreement: 08 March 2023

Acquires export-import quotas and licenses for export and import of commodities and products.

Provides PARTY-A with all necessary legally, financial and other documents, related to the fulfillment
hereof.

Can invest money during validity of this agreement according to the current legislation.

Carries out economic activity to fulfill own investment programs, makes debt liquidation on all kinds
of expenses, payment of commodities and services, got by each of the parties, transfers facilities for
payment of salaries and other types of rewards, finance all kinds of charges.

Attracts other legally entities and individuals for realization of the investment programs under the
present agreement.

Attracts investments and financial assets, including credit and loan facilities of residents and not
residents aimed on execution of investment activity.

4. TOTAL VOLUME OF INVESTMENTS AND ORDER OFFINANCING.

Now therefore in consideration as herein set out and in consideration of the understanding, as well as
of here good valuables purposes, the adequacy and receipt of which is hereby acknowledge by parties
as follows:

PARTY-A ready to start project financing in the volume and follows the sequence: the PARTY-A
provides PARTY-B with funding necessary for implementation development projects through their
own euro currency funds as per below detail of the transaction.

4.1. Terms & Conditions of the transaction kindly read the terms & conditions very carefully to avoid
confusions.

AGREED INSTRUMENT SWIFT GPI SEMI AUTOMATIC WITH UETR CODE


TYPE OF INSTRUMENT SWIFT GPI SEMI AUTOMATIC WITH UETR CODE
AVAILABLE
TARGETED USE OF FUND Investment and Projects Funding
TOTAL CONTRACT: €1,000,000,000.00 (ONE BILLION EURO)
FIRST TRANCHE: €500,000,000.00 (FIVE HUNDRED MILLION EURO)
SECOND TRANCHE: €500,000,000.00 (FIVE HUNDRED MILLION EURO)
THIRD TRANCHE: R&E
RATIO FOR SENDER SHARE PARTY-A (SENDER): 50% (FIFTY PERCENT)
RATIO FOR RECEIVER SHAREPARTY-B (RECEIVER): 50% (FIFTY PERCENT)
THE MONEY TRANSFER FROM PARTY-B ACCOUNT TO
PAYMENT MODE & DURATION PARTY-A ACCOUNT TO BE DESIGNATED BY WIRE
TRANSFER (CASH TRANSFER) VIA SWIFT MT103 OR
SWIFT TT BANK TRANSFER IN 72 HOURS
Letter will be issued on receiver company letterhead for first
PAYENT GUARANTEE LETTER tranche after the successful completion of first tranche for the
Second tranche PGL will be endorsed by receiving bank officer

Page 5 of 16
PARTY-A/INVESTOR PARTY-B/RECEIVER
Agreement Number: GPI-COTRASA-XXX-08032023
Date of Agreement: 08 March 2023

4.2 PROCEDURE: TRANSACTION PROCEDURES:

TRANSACTION PROCEDURE OF CASH TRANSFERS VIA GPI SEMI AUTOMATIC


WITH UETR CODE

4.2.1 Investor and Receiver execute, sign and seal this deed of agreement with the distribution of the
funds as stated commissions, which thereby automatically becomes a full commercial re-course
contract. This service is for bank customers who require confidentiality, and it is not a telegraphic or
swift transfer.

Each party to this agreement represents 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 which should be deemed
as original.

Each party puts this agreement in his nominated bank and notifies the party through authorized
representatives.

4.2.2 Upon the above is completely received, Investor’s bank officer will tranches by way of Cash
Transfer via GPI SEMI AUTOMATIC WITH UETR CODE, funds to the common account and on
success will provide to the Receiver a secure copy of the Cash Transfer slips with the details of the
transfer (account, beneficiary, amount, transaction code etc.) Full codes and will give MT103 as
receiver to confirm the funds.

4.2.3 Upon the reception of the slip code, the Receiver will check the GPI SEMI AUTOMATIC WITH
UETR CODE and will download into the account and will then issue PGL to all parties. The PARTY-
B locates funds and issues Receiver PGL toPARTY-A.

4.2.4 The PARTY-B downloads the amount and pays to all parties as per PGL within 72 hours.

4.2.5 The Receiver's bank officer is fully responsible for blocking funds at the receiver's account for
full redistribution for re-investment purposes via SWIFT MT103 DIRECT/TT TRANSFER within
Three (3) banking days after transfer using the GPI SEMI AUTOMATIC WITH UETR CODE funds,
according to the conditions of the Agreement, with the accounts specified by the payers of both parties
according to the IMFPA corporate PGL, issued by the Receiver for each tranche separately.

4.2.6 The Sender has the right to change the time of each transaction transfer without authorization and
motivation and check the result of free transfer of GPI SEMI AUTOMATIC WITH UETR CODE
transfer, already done.

4.2.7 PLEASE NOTE: There is no provider’s bank officer investments at any stages of the download.
No phone or screen verification at all. The only possibility is to verify after the download finished, and
the Receiver account is credited. Please make sure that bank of Receiver or Receiver officer will not be
provided by any authorization or contact with provider's bank officer.

***** END OF TRANSACTION PROCEDURES*****

Page 6 of 16
PARTY-A/INVESTOR PARTY-B/RECEIVER
Agreement Number: GPI-COTRASA-XXX-08032023
Date of Agreement: 08 March 2023

5. TARGET USES OF THE FUNDS THEIR DISTRIBUTION.

Investment in the projects

Development of several companies to work with, in the field of exports and imports in western and
Eastern Europe etc. Consulting services for the support and implementation of credit lines.

All the necessary documents on the distribution of funds, will be an integral part of this agreement,and
willbe additions to the granting of this agreement.

6. CONFIDENTIAL INFORMATION AND SECURITY.

In connection with present agreement, the parties will provide each other with the information
concerning the designated fiduciary banks originating in writing by each PARTY-And is designated as
confidential which the parties hereby agree to treat as “confidential information”. The parties
understand and agree that any confidential information disclosed pursuant to this agreement is secret,
proprietary and of great value to each party whose value may be impaired if the secrecy of such
information is not maintained.

The parties further agree that they will take reasonable security measures to preserve and protect the
secrecy of such. “confidential information” and will hold such information in trust and not to disclose
such information, either directly or in directly to any person or entity during the term of this agreement
or any time following the expiration or termination hereof; provided, however, that the parties may
disclose the confidential information to an assistant, agent or employee who has agreed in writing to
keep such information confidential and to whom disclosure is necessary for the providing of services
under this agreement.

Separate introductions made through different intermediary chains may result in other transactions
between the parties will not constitute a breach of confidential information, provided such new chains
were not created for purposes of circumvention of the first introducing chain. Copy and paste
signatures are not allowed.

Unauthorized bank communication: neither party is allowed to contact the bank of the other party
without the written authorization for that of the party whose bank is to be contacted. Any unauthorized
contact act of either party of this agreement is considered as a breach of this agreement and shall cause
this agreement immediate cancellation, and the transaction becomes null and void.

7. CODES OF IDENTIFICATION.

The parties agree that all documents related to the transactions bear the codes listed on page 01 of this
agreement and that the said codes remain unchangeable within this agreement duration, including all
roll overs, extensions and additions.

8. COMMUNICATION.

8.1 communication with banks will be limited to those between the investor’s bank and receiver’s bank
and only by between authorized bank officers/representatives, including principals of the investor and

Page 7 of 16
PARTY-A/INVESTOR PARTY-B/RECEIVER
Agreement Number: GPI-COTRASA-XXX-08032023
Date of Agreement: 08 March 2023

the receiver, during completion of this transaction. No communication by any other party is permitted
without prior written consent of the named account holders.

8.2 any notice to be given here under from either party to the other shall be in writing and shall be
delivered by fax to the telefax number or by email-to-e-mail address of the respective PARTY-As
provided herein. The parties agree that acknowledged e-mail or telefax copies are treated as legally
binding original documents. E-mail copies scanned and sent on e-mail as photo, of this agreement and
exchange of correspondence duly signed and/or executed shall be deemed to be original and shall be
binding and are regarded as original and good for any legal purpose.

9. VALIDITY.

Once this agreement is signed by both parties the transaction shall begin within three (3) banking days
or sooner, excluding Saturday and Sunday and any bank holidays.

10. FULL UNDERSTANDING.

The latest edition/signature of this agreement, executed by each party in originals, represents the full
understanding between the parties and supersedes all other undertakings, whether verbal or written. All
statements and representations are made without any omission of material fact and with full corporate
and legal responsibility under penalty of perjury.

The parties hereto accept that should the present agreement partially or in full be found invalid or
unenforced able pursuant to judicial decree or by virtue of any international regulations related to bank
confirmation of USD/EUR validity, this agreement shall be reconstructed upon mutual consent and
agreement of both parties to this commercial agreement.

Until the physical exchange of original hard copies, the acknowledged fax and/or e-mail copies of this
agreement shall be deemed original.

The commission payable under this agreement is to be distributed in accordance with their revocable
fee protection agreement.

11. ASSIGNMENT.

Each party to this agreement may assign this agreement or its total or partial performance here of to
any other company which assumes the obligations of the assigning party under the terms of the
assignment. Formal notice of the assignment shall be rendered to the other party to this agreement
expressly indicating there on the assignee's full contact particulars.

12. TERM OF AGREEMENT.

This agreement is a full recourse commercial commitment enforceable under the laws of the
jurisdiction of euro, Liechtenstein, Switzerland, Lugano or any other member country of the European
union as it applies. And, said law shall govern the interpretation, enforceability, performance,
execution, validity and any other such matter of this agreement, which shall remain in full force and
effectors until completion of the said transaction, and it is legally binding upon the parties’ signatories,

Page 8 of 16
PARTY-A/INVESTOR PARTY-B/RECEIVER
Agreement Number: GPI-COTRASA-XXX-08032023
Date of Agreement: 08 March 2023

their heirs, successors and assigns, agents, principals, attorneys and all associated parties involved in
this agreement/contract/transaction.

13. LAW AND ARBITRATION.

This agreement is a full recourse commercial commitment enforceable under the laws of jurisdictionof
the countries where this transaction is effectuated, and any dispute is to be resolved under the ICC
rules for arbitration.

13.2. All disputes and disagreements, which can arise during execution of the present agreement or in
connection with it, will be solved by negotiation between the parties. In case the parties will not come
to the agreement, the disputes and disagreements are to be settled by the London court of international
arbitration (UK) made up by one arbitrator.

The parties hereto acknowledge and agree that any discrepancy and/or dispute in application of this
agreement. Will be solved amicably. If it is not possible, the arbitration procedure is to be followed.

This agreement is intended to be performed in accordance with, and only to the extent permitted by all
applicable laws of jurisdiction, ordinances, rules and regulations. If any provision of this agreement be
considered invalid or unenforceable, then, the reminder part of this agreement shall not be affected (if
agreeable by both parties) and shall be enforced to the greatest extent permitted by law.

Furthermore we, the undersigned parties, hereby swear under the international laws of perjury and
fraud that the information provided by us herein is accurate and true, and by affixing our
signatures/initials/seals to this agreement, we attest that our respective bank-officers are fully aware of,
have approved and are ready proceed with this transaction.

14. SIGNATURES OF THE PARTIES:

With full legal, and corporate authority to sign this agreement, the investor & receiver agrees on above
conditions & append their signature as below in complete acceptance of above terms & conditions-
now, therefore, it is agreed as follows:

Whereas, are individually known as investor and receiver and jointly known as parties; and

Whereas investor is holding an account with cash funds to be transferred to receiver designated
account from one of the agreed instruments as listed in type of instrument available in clause4.1.1
details of transaction aiming at investments: and whereas receiver is ready, willing and able to receive
said cash funds into its designated account from one of the agreed instruments as listed in type of
instrument available in clause 4.1.1 details of transaction and to execute the distribution and transfer of
said received funds

To designated parties and bank accounts via swift message mt103/202, in accordance with the terms
and conditions in this agreement: and

Whereas receiver has further made arrangement with a third party (hereinafter referred to as facilitator),
to facilitate the execution of the said delivery of cash funds for investments and receiver and facilitator

Page 9 of 16
PARTY-A/INVESTOR PARTY-B/RECEIVER
Agreement Number: GPI-COTRASA-XXX-08032023
Date of Agreement: 08 March 2023

shall authorize and instruct their designated trustee to receive said funds and proceed on the agreed
distribution and transfer of cash funds, in accordance with the terms and conditions in this agreement.

SIGNATURES OF THE PARTIES.

FOR AND BEHALF OF THE PARTY-A / FOR AND BEHALF OF THE PARTY-B /
INVESTOR RECEIVER
INTECONSTRUCTIONS LTDA

REPRESENTED Mr. Claude Soupart REPRESENTED DAVID D


BY: BY: BALCORTA L.
PASSPORT ER677440 PASSPORT G14118257
NUMBER: NUMBER:
DATE OF ISSUE 14.08.2019 DATE OF ISSUE 21MAR 2014

DATE OF EXPIRY: 13.08.2026 DATE OF EXPIRY: 21MARZ 2024


COUNTRY OF Belgium COUNTRY OF MEXICO
ISSUE: ISSUE:

15. IRREVOCABLE MASTER FEE PROTECTION AGREEMENT

Irrevocable fee protection agreement (ifpa) funds disbursement agreement payment order protection
agreement irrevocable corporate pay order undertaking in reference to agreement on delivery of cash
funds for investments transfer via one of the AGREED INSTRUMENTS as listed in TYPE OF
INSTRUMENT AVAILABLE in clause 4.1.1 DETAILS OF TRANSACTION

The PARTY-B/receiver the undersigned payer and authorized legal signatory of corporate account
acting with full personal and corporate responsibility, do hereby confirm irrevocably and
unconditionally, without protest or notification, without prejudice, recourse or delay, guarantee to
make all payouts to beneficiary will be listed in IMFPA forming part of PGL which has been executed
separately, by wire transfer via swift MT-103/MT103-202/TT, at the time of settlement of each and
every tranche of the transaction. The said PGL/IMFPA shall remain an integrated part of this
agreement between receiver and investor. Said PGL/IMFPA shall remain in effect until this transaction,
including any renewals, extensions and additions are fullycompleted.

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 agreement shall be settled by the arbitration in
accordance with arbitration laws of ICC.

Page 10 of 16
PARTY-A/INVESTOR PARTY-B/RECEIVER
Agreement Number: GPI-COTRASA-XXX-08032023
Date of Agreement: 08 March 2023

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 none solicited us in any way. Intermediaries are not advisors of any kind.
Parties to this agreement are independent contractors and all contemplated payments and/or
disbursements here under are duded 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 and any other identification codes shall remain the same and shall not be
changed until this transaction including any renewals, extensions and additions are fully completed
and we agree to respect those. The transaction code may be amended only by agreement between all
parties hereto. This transmission via facsimile will be accepted as an original and i confirm that i have
authority to execute this pay order.

This irrevocable pay order will come effect within two (2) banking days only after each transaction
value of the agreement will happen and only after the investor, would have already made the transfer
related to the first and subsequent investment to designated bank account of company nominated of:
the receiver should do disbursement to “PARTY-A” and its consultants designated bank accounts
according to this PGL (Payment Guarantee Letter) via swift mt103/202, upon full clearance of said
transferred funds, receiver authorized, and instructed trustee distributes and transfers cash funds for
investments via swift mt103/mt103-202/TT/swift GPI with “urgent, the same day wire” mode to
designated bank accounts, as per agreed terms and conditions in this agreement and IMFPA below.

This agreement once executed by both parties will become effective as of the date first written above.
Any official notice(s) exchanged by the parties hereto, shall to the first mentioned address(s) herein or
as may be attached by addenda hereto. A facsimile or electronically transferred copy duly signed by
both parties shall be deemed original.

We/I, PARTY-B/receiver, hereby agree that the disbursement of funds to agents and intermediaries of
parties referred are as follows. Required message: all transfer instructions shall state “funds are clean,
cleared and are not of criminal origin and are payable in cash immediately upon receipt by beneficiary
bank”.

16. DISCLAIMER

This is a privileged communication within the ambit of “lawyer’s client relationship” containing
confidential information which cannot be used as evidence against the “parties”. This shall not be
construed to be a solicitation of investment, funds, and/ or securities offering exempt from the U.S.
securities act of 1933 and all amendments, including all laws, rules and regulations under Patriot Act,
European union resolutions, anti-money laundering, "IPC"-article 1998-edition. As a consultant, we
must keep certain records, prepare and provide various reports and respond to inquiries under various
laws, rules and regulations, including, but not limited to the bank secrecy act, the Annunzio Wylie anti
money laundering act.

Page 11 of 16
PARTY-A/INVESTOR PARTY-B/RECEIVER
Agreement Number: GPI-COTRASA-XXX-08032023
Date of Agreement: 08 March 2023

Of 1992, the USA Patriot act (of 2001). A number of agencies are involved in regulating in these areas,
including, the treasury department (including the department’s office of foreign assets control
(OFAC)), the federal reserve board of governors and others.

17. ELECTRONIC SIGNATURE

Electronic signature is valid and accepted as hand signature” EDT (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:

20.1. Incorporate U.S. public law 106 229, ‘‘electronic signatures in global and national commerce
act’’ or such other applicable law conforming to the uncial model law on electronic signatures (2001)
and

20.2. Electronic commerce agreement (ECE/ trade/257, Geneva, May 2000) adopted by the United
Nations Centre for trade facilitation and electronic business(un/cefact).

20.3. 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 EDTinstruments.

INVESTOR PASSPORT COPY:

Page 12 of 16
PARTY-A/INVESTOR PARTY-B/RECEIVER
Agreement Number: GPI-COTRASA-XXX-08032023
Date of Agreement: 08 March 2023

INVESTOR CERTIFICATE OF INCORPORATION:

Page 13 of 16
PARTY-A/INVESTOR PARTY-B/RECEIVER
Agreement Number: GPI-COTRASA-XXX-08032023
Date of Agreement: 08 March2023

RECEIVER PASSPORT COPY:


Page 14 of 16
PARTY-A/INVESTOR PARTY-B/RECEIVER
Agreement Number: GPI-COTRASA-XXX-08032023
Date of Agreement: 08 March 2023

RECEIVER CERTIFICATE OF INCORPORATION:

Page 15 of 16
PARTY-A/INVESTOR PARTY-B/RECEIVER
Agreement Number: GPI-COTRASA-XXX-08032023
Date of Agreement: 08 March 2023

************* THE END OF THE AGREEMENT *************

Page 16 of 16
PARTY-A/INVESTOR PARTY-B/RECEIVER

You might also like