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B UPPER RING MANUAL DOWNLOAD CONTRACT

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B UPPER RING MANUAL DOWNLOAD CONTRACT
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  PRIVATE INVESTMENT AGREEMENT   No. _______________ Investor: Page 1 of 13   Partner: This Private Investment Agreement, on delivery of cash funds for investments via SWIFT MT103 manual download (hereinafter referred to as the “ Agreement ”), is made and effective as of this 20 November 2017, by and between the following parties: COMPANY NAME   MAXXOLINE IMMOBILIEN AG   COMPANY ADDRESS   BACH 4 9043 TROGEN MORGARTENSTRASSE 3 6003 LUZERN   COMPANY REG.N.   286953975   REPRESENT BY   FETZER GUIDO LOTMAR JOSEF   PASSPORT N.   C4U48WM88   DATE OF ISSUE   18/07/2008   DATE OF EXPIRY   17/07/2018   BANK NAME   THURGAUER KANTONALBANK   ACCOUNT NAME   MAXXOLINE AG   ACCOUNT N. IBAN CH18 0078 4291 9139 1200 2   SWIFT CODE   KBTBCH22   with full corporate authority and legal responsibility to sign this Agreement (hereinafter referred to as the “ Investor  ” or “ Sender  ”) from the one part; and   COMPANY NAME   REGISTERED ADDRESS   COMPANY REG. NO.   REPRESENTED BY   MAR PASSPORT NO.   DATE OF ISSUE   DATE OF EXPIRY   BANK NAME   BANK ADDRESS   BANK TELEPHONE NO.   BANK OFFICER.   ACCOUNT HOLDER   ACCOUNT NO. BIC / SWIFT CODE   with full corporate authority and legal responsibility to sign this Agreement (hereinafter referred to as the “ Partner  ” or “ Receiver  ”) from the other part.   or, Investor and Partner, hereinafter referred to as the “ Parties ” or each individually to as the “ Party ”.  Both Parties, 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:  a) Investor agrees to make the non- recourse investment to Partner’s designated banking coordinates, of the total amount of    €5,000,000,000.00 (Five billion Euro) , for further iinvestments in ffinancial and information sector, as well as technology development, engineering, marketing and deployment of international projects. b) Investor confirms that its cash investment funds are currently held by (THURGAUER KANTONALBANK)  and ready to be transferred to Par  tner’ designated banking coordinates, as per its further instructions; via SWIFT MT103 manual Download by upper ring  aiming at investments. All Issuing and Correspondent Bank charges are all for the account of Investor, and all Receiving Bank charges are for the account of Partner. c) Partner confirms that it is Ready, Willing and Able (RWA) to receive the referenced fund transfers and guarantees that it has personally verified, under personal and corporate responsibility, that its receiving bank - ATTIJARIWAFA BANK , is fully authorized by the Morocco’s National Bank to engage in the financial settlements and receive cash funds  PRIVATE INVESTMENT AGREEMENT   No. _______________ Investor: Page 2 of 13   Partner: via SWIFT MT103 (using manual download by upper ring protocol) to its account, and to further re-distributee said funds irrevocably, unconditionally and non- recourse to each project developer’s master paymaster banking coordinates via SWIFT MT103/202 wire transfer, in accordance to this Agreement. d) Partner further unconditionally guarantees to Investor a total Investment Yield of 60% (Sixty Percent)  of the face value of each investment tranche received and undertakes to transfer said Yields to each Master Paymaster’s banking coordinates below (the balance of 4 0% (Forty Percent)  shall be kept by Receiver for services rendered)), in % (percentage) value as approved by the Investor in Article I and within 2 (two) banking days  of receipt each 100% investment tranche to its account ARTICLE I. INVESTMENT PROJECTS MASTER PAYMASTERS BANKING COORDINATES.  Parties have agreed that the investment funds, upon receipt by Partner, shall be split and disbursed as follows: MASTER PAYMASTER NO.1 SENDER   YIELD AMOUNT DUE: 50% (FIFTY PERCENT) CLOSED OF 100% FACE VALUE OF EACH TRANCHE WITH R&E   NAME   OF   BANK   CIMB   BANK   BERHAD   BANK   ADDRESS   LOT E006, PODIUM LEVEL FINANCIAL PARK LABUAN, 87000, LABUAN MALAYSIA   SWIFT   CODE   CIBBMY2L   COMPANY   NAME   FAM INFINITY PTE LTD.   COMPANY   ADDRESS   UNIT   3   (1)   MAIN   OFFICE,   FINANCIAL   PARK   LABUAN   87000,   LABUAN,   JLN   MERDEKA,   MALAYSIA   REPRESENTED   BY   MR. FRANCIS AMBROSE MARCEL   ACCOUNT   NAME   FAM INFINITY PTE LTD.   ACCOUNT   NUMBER   800712447240   BANK   PHONE/FAX   +6087451034 / +608745032   REASON FOR PAYMENT:   PRIVATE INVESTMENT AGREEMENT NO. FMZ-E2B-17082017   REQUIRED INSTRUCTIONS:  EACH WIRE TRANSFER REMITTANCE FEES MUST BE PAID, AND A SWIFT TRANSMISION COPY TO BE SENT BY E-MAIL WITHIN 12 BANKING HOURS TO:  ATFCLIMITED@GMAIL.COM  FOR TRACKING    AND LEGAL VERIFICATION PURPOSES PURSUANT TO PATRIOT  ACT AND BANKING REGULATIONS, WITH A COPY OF THE ORIGINAL CONTRACT TO BE LODGED WITH THE BENEFICIARY BANK. SPECIAL SWIFT WIRE   TRANSFER INSTRUCTIONS:  " THE REMITTER IS KNOWN TO US, FUNDS ARE GOOD, CLEAN, CLEARED AND OF NON-CRIMINAL ORIGIN, ARE LIEN FREE AND UNENCUMBERED, HAS BEEN EARNED FROM SERVICES RENDERED AND ARE FREE FOR ANY INVESTMENT PURPOSES. THIS IS DONE WITH FULL BANKING RESPONSIBILITY, AND WE ARE SATISFIED AS TO THE SOURCE OF FUNDS SENT TO US, WHICH ARE PAYABLE IN CASH AND IN FULL AMOUNT IMMEDIATELY UPON RECEIPT BY BENEFICIARY’S BANK, BASED ON THE SAME DAY VALUE AND CREDIT ".  PRIVATE INVESTMENT AGREEMENT   No. _______________ Investor: Page 3 of 13   Partner: MASTER PAYMASTER NO. 2   YIELD AMOUNT DUE: 5% (FIVE PERCENT) CLOSED OF 100% FACE VALUE OF EACH TRA   COMAPANY NAME: KHALILCO INTERNATIONAL GROUP COMAPANY ADRDRESS: INFO-2@KHALILCO.COM BANK NAME: TAB BANK ADDRESS: TAB SWIFT CODE: TAB ACCOUNT NAME: TAB ACCOUNT NUMBER: TAB REASON FOR PAYMENT: PRIVATE INVESTMENT AGREEMENT NO. FMZ-E2B-170   REQUIRED INSTRUCTIONS: EACH WIRE TRANSFER REMITTANCE FEES MUST BE PAID, AND A SWIFT TRANSMISION COPY TO BE SENT BY E-MAIL WITHIN 12 BANKING HOURS TO: INFO-2@KHALILCO.COM  FOR TRACKING AND LEGAL VERIFICATION   PURPOSES PURSUANT TO PATRIOT ACT AND BANKING KHALILCO INTERNATIONAL GROUP OF THE ORIGINAL CONTRACT TO BE LODGED WITH THE BENEFICIARY BANK. (FORWARD ACCOUNT DATA WILL BE SENT EMAIL ONCE THE CONTRACTS HAVE BEEN SIGNED)   SPECIAL SWIFT WIRE TRANSFER INSTRUCTIONS: " THE REMITTER IS KNOWN TO US, FUNDS ARE GOOD, CLEAN, CLEARED AND OF NON-CRIMINAL ORIGIN, ARE LIEN FREE AND UNENCUMBERED, HAS BEEN EARNED FROM SERVICES RENDERED AND ARE FREE FOR ANY INVESTMENT PURPOSES. THIS IS DONE WITH FULL BANKING RESPONSIBILITY, AND WE ARE SATISFIED AS TO THE SOURCE OF FUNDS SENT TO US, WHICH ARE PAYABLE IN CASH AND IN FULL AMOUNT IMMEDIATELY UPON RECEIPT BY BENEFICIARY’S BANK, BASED ON THE SAME DAY VALUE AND CREDIT ". MASTER PAYMASTER NO. 3   YIELD AMOUNT DUE: 5% (FIVE PERCENT) OPENED OF 100% FACE VALUE OF EACH TRANCHE WITH R&E   BANK NAME: BANK ADDRESS: SWIFT CODE: ACCOUNT NAME: ACCOUNT NUMBER: IBAN: BANK OFFICER NAME: BANK TEL/FAX: REASON FOR PAYMENT: PRIVATE INVESTMENT AGREEMENT NO. FMZ-E2B-17082017   SPECIAL SWIFT WIRE TRANSFER INSTRUCTIONS: " THE REMITTER IS KNOWN TO US, FUNDS ARE GOOD, CLEAN, CLEARED AND OF NON-CRIMINAL ORIGIN, ARE LIEN FREE AND UNENCUMBERED, HAS BEEN EARNED FROM SERVICES RENDERED AND ARE FREE FOR ANY INVESTMENT PURPOSES. THIS IS DONE WITH FULL BANKING RESPONSIBILITY, AND WE ARE SATISFIED AS TO THE SOURCE OF FUNDS SENT TO US, WHICH ARE PAYABLE IN CASH AND IN FULL AMOUNT IMMEDIATELY UPON RECEIPT BY BENEFICIARY’S BANK, BASED ON THE SAME DAY VALUE AND CREDIT ".  PRIVATE INVESTMENT AGREEMENT   No. _______________ Investor: Page 4 of 13   Partner: RECEIVER SIDE BANK CO-ORDINATES   YIELD AMOUNT DUE: 40% (FORTY PERCENT) OPENED OF 100% FACE VALUE OF EACH TRANCHE WITH R&E   NAME   OF   BANK   BANK   ADDRESS   SWIFT   CODE   COMPANY   NAME   COMPANY   ADDRESS   REPRESENTED   BY   ACCOUNT   NAME   ACCOUNT   NUMBER   BANK   PHONE/FAX   REASON FOR PAYMENT:   PRIVATE INVESTMENT AGREEMENT NO. FMZ-E2B-17082017   REQUIRED INSTRUCTIONS:  EACH WIRE TRANSFER REMITTANCE FEES MUST BE PAID, AND A SWIFT TRANSMISION COPY TO BE SENT BY E-MAIL WITHIN 12 BANKING HOURS TO: xxxxxxxxxxxxxxxx  FOR TRACKING AND LEGAL VERIFICATION PURPOSES PURSUANT TO PATRIOT ACT  AND BANKING REGULATIONS, WITH A COPY OF THE ORIGINAL CONTRACT TO BE LODGED WITH THE BENEFICIARY BANK. SPECIAL SWIFT WIRE   TRANSFER INSTRUCTIONS:  " THE REMITTER IS KNOWN TO US, FUNDS ARE GOOD, CLEAN, CLEARED AND OF NON-CRIMINAL ORIGIN, ARE LIEN FREE AND UNENCUMBERED, HAS BEEN EARNED FROM SERVICES RENDERED AND ARE FREE FOR ANY INVESTMENT PURPOSES. THIS IS DONE WITH FULL BANKING RESPONSIBILITY, AND WE ARE SATISFIED AS TO THE SOURCE OF FUNDS SENT TO US, WHICH ARE PAYABLE IN CASH AND IN FULL AMOUNT IMMEDIATELY UPON RECEIPT BY BENEFICIARY’S BANK, BASED ON THE SAME DAY VALUE AND CREDIT ". NOW THEREFORE , it is agreed as follows: a) Investor represents and warrants, with full corporate authority and legal responsibility, that it has full permission to enter into this Agreement. It further hereby declares under penalty of perjury that the cash investment funds are good, clean, cleared, of non-criminal and non-terrorist srcin, are free and clear of all liens, encumbrances and third party interest. b) The Parties undertake, each to his own responsibility, to carefully follow all terms, conditions and procedures in this Agreement. ARTICLE II. CLOSING PROCEDURE.  2.1 INVESTOR, WITHIN THREE (3) BANKING DAYS  AFTER SIGNING BY BOTH PARTIS OF THIS AGREEMENT, GIVES THE INSTRUCTIONS TO ITS BANK TO MAKE THE SCHEDULED INVESTMENT TRANCHE TRANSFER VIA SWIFT MT103 (MANUAL DOWNLOAD BY UPPER RING). AND, ONCE THE SWIFT HAS BEEN EXECUTED (MUST BE NEW ISSUE SWIFT AND NOT OLD ONE STUCK IN THE SYSTEM), INVESTOR SENDS TO PARTNER THE TRANSACTION REFERENCE NUMBER AND PASSKEY-ACK CODES FOR RECEIVING BANK TO EXECUTE MANUAL DOWNLOAD. 2.2 RECEIVING BANK OFFICER, UPON RECEIPT OF TRANSFER DETAILS/CODES, MANUALLY DOWNLOADS THE FUNDS FROM THE SWIFT UPPER RING TO ITS BANK COMMON ACCOUNT, AND UPON CLEARING OF FUNDS CREDITS THE CLIENT (“PARTNER”) ACCOUNT, PLUS TAKES / ISSUES THE NEW ACCOUNT BALANCE  PRIVATE INVESTMENT AGREEMENT   No. _______________ Investor: Page 5 of 13   Partner: SCREEN-SHOT (TO CONFIRM THE VALUE DATE AND AMOUNT CREDIT), WHICH COPY WILL BE SENT TO PARTNER BY E-MAIL. 2.3 PARTNER INSTRUCTS ITS BANK TO ISSUE/SEND TO EACH THREE (3) MASTER PAYMASTER’S BANKING COORDINATES BY SWIFT MT799 CONDITIONAL BANK PAYMENT UNDERTAKING (BPU) (SEE ANNEX-1)  FOR THE VALUE AGREED PER TRANCHE SCHEDULE, VALID FOR AND AUTOMATICALLY REVOLVING UNTIL COMPLETION OF THIS AGREEMENT, WITH COPY ALSO TO EACH MASTER PAYMASTER BY E-MAIL. 2.4 INVESTOR, UPON RECEIPT OF CONFIRMATION THAT THREE (3) BPU HAS BEEN SUCCESSFULLY RECEIVED BY EACH MASTER PAYMA STER’S BANK BY SWIFT MT799, SENDS THE TRANCHE RELEASE CODE TO PARTNER BY EMAIL. 2.5 RECEIVING BANK OFFICER, UPON RECEIPT OF RELEASE CODE, IMMEDIATELY AND WITHOUT DELAYS CLOSES THE TRANSACTION BY RELEASING FUNDS UNDER BPU, CLEARS THE FUNDS AND CREDITS THEM TO ITS CLIENT’S (THE “PARTNER”) ACCOUNT, BLOCKS THE VALUE OF FUNDS NEEDED FOR THE SETTLEMENT WITH EACH PROJECT MASTER PAYMASTER AND MAKES (WITHIN 2 BANKING DAYS)  THREE (3) SWIFT MT103/202 WIRE TRANSFERS/RE-DISTRIBUTIONS OF THE CASH INVESTMENT FUNDS TO EACH MASTER PAYMASTER’S ACCOUNT, AS PER THIS AGREEMENT. A COPY OF EACH SWIFT TRANSMISSION WILL BE SENT TO EACH MASTER PAYMASTER BY E-MAIL WITHIN 12 BANKING HOURS. 2.6 ALL SUBSEQUENT TRANCHES WILL BE EXECUTED BY INVESTOR, TO BE RECEIVED AND RE-DISTRIBUTED/RE-INVESTED BY RECEIVER, UNDER THE SAME ABOVE PROCEDURE CLAUSE 2.1 TO 2.5, UNTIL  ALL INVESMENT FUNDS ARE EXHAUSTED BY INVESTOR AND ALL BANK PAYMENT UNDERTAKINGS ARE SETTLED BY PARTNER. ARTICLE III. DETAILS OF THE TRANSACTION.  Type of bank instrument CASH TRANSFER, VIA SWIFT MT103 MANUAL DOWNLOAD BY UPPER RING Total Amount of Agreement    €5,000,000,000.00 (FIVE BILLION EURO), WITH POSSIBLE R&E   First and following Tranches  €5,000,000,000.00 (FIVE BILLION EURO)  Re-disbursement of Funds IN ACCORDANCE WITH THE ARTICLE I. Object of the Investments FINANCIAL & INFORMATION TECHNOLOGY DEVELOPMENT, ENGINEERING, MARKETING AND DEPLOYMENT INTERNATIONAL PROJECTS. Partner hereby confirms and declares that Investor, 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, as well as any other causes not within the control of such party or which the party by exercise of reasonable diligence is unable to foresee or prevent or remedy. ARTICLE IV. REPRESENTATIONS AND WARRANTIES.  Organization. It is duly organized, validly existing and in good standing under the laws of its jurisdiction of formation with all requisite power and authority to enter into this Agreement, to perform its obligations hereunder and to conduct the business of the Program and the Subsidiaries. Enforceability: This Agreement constitutes the legal, valid and binding obligation of such party enforceable in accordance with its terms.
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