DOA-MT103 GPI UETR EUR 350M INVEST PROFIT - DB Germany
DOA-MT103 GPI UETR EUR 350M INVEST PROFIT - DB Germany
DOA-MT103 GPI UETR EUR 350M INVEST PROFIT - DB Germany
This Deed Of Agreement on investment and financial co-operation (hereinafter referred to as the
Agreement No. IP-IPN11-SO-100M-22572022with the volume of investments One hundred million
(€ 100,000,000.00), with rolls and extensions (R&E) are entered into this 10 th JULY 2022 by and
between the following parties:
Party-A:
PARTNERSHIP AGREEMENT ON THE DELIVERY VIA
SWIFT MESSAGE MT 103 GPI WITH CODE
AGREEMENT NO.: IP-IPN11-SO-100M-22572022
DATE: 10th JULY 2022
Company Name : INVEST PROFIT NR 11 SP Z O O
Company Address : UL.FLORY 9/10,WARSAW 00-586, POLAND
Company Reg. No : 146546059
Represented By : MR Zbyhnev Samiec
Passport Number : 45356360
Date of Issue : 06/12/2018
Date of Expiry: : 06/12/2028
Country of Issue: : POLAND
Hereinafter referred to as the “SENDER/ INVESTOR “
And
Party-B:
Hereinafter referred to as the “RECEIVER / DEVELOPER “
Company Name :
Company Address :
Company Reg. No :
Represented By :
Company Tel
Company Website
Passport Number :
Date of Issue :
Date of Expiry: :
Country of Issue: :
BANK COORDINATES OF THE ISSUING / SENDER BANK
Bank Name :
Bank Address :
Account Name :
PARTNERSHIP AGREEMENT ON THE DELIVERY VIA
SWIFT MESSAGE MT 103 GPI WITH CODE
AGREEMENT NO.: IP-IPN11-SO-100M-22572022
DATE: 10th JULY 2022
Account Number :
Account Type :
SWIFT Code :
Bank Officer :
Bank Officer Email :
Bank Officer Tel :
“FUNDS ARE CLEAN AND CLEAR, OF NON-CRIMINAL ORIGIN”
Now therefore INVESTOR and DEVELOPER are collectively referred to as the “PARTIES”
RECITAL,
PARTY-A is ready, willing and able to a fund a series of projects in Government, Public and Private
sector in Asian Countries in the form Cash funds via Party B.
PARTY-B is a well-established Company in TAIWAN (R.O.C) and is exploring to branch out to other
business opportunities in Asian countries in both Public and private sector. PARTY-B has already a
very mature client base in Asia, Europe, and Middle Eastern countries.
NOW, THEREFORE, it is agreed as follows:
WHEREAS, PARTY-A represents and warrants that he has the resource to arrange through his banks
to issue Cash funds via swift MT 103 GPI. Party A hereby declares with full responsibility that the
provided funds are good, clean, clear and free of any criminal origin, and cleared of all liens,
encumbrances.
PARTY-B desires to obtain such funds, to invest into trading platform and or expand to other
respective lucrative Business opportunities for the mutual benefits of both the parties.
THE PARTIES HEREBY AGREE TO THE FOLLOWING:
1. DETAILS OF TRANSACTION:
Type of Transaction : SWIFT GPI MT 103/202 MANUAL DOWNLOAD STP
Total Face Value : THREE HUNDRED AND FIFTY MILLION EURO (€ 350,000,000.00)
First Tranche : HUNDRED MILLION EURO (€ 100,000,000.00)
Issuing Bank DEUTSCHE BANK
Ratio for Investor / Sender 50%
Ratio for Partner / Receiver 40%
Receiver facilitators 10%
Delivery: Fin / swift GPI MT 103/202 MANUEL DOWNLOAF STP
Payment to sender : TT, WIRE
2. PROCEDURE:
PLEASE NOTE:
THIS PROCEDURE NEEDS TO BE COMPLETED WITHIN 20-30 MINUTES.
THIS PROCEDURE CANNOT BE INTERRUPTED UNTIL FUNDS ARE DELIVERED TO THE BENEFICIARY
ACCOUNT.
Do not keep the downloaded/ transaction credit funds on the receiving bank’s Common Account,
and do
not close/ terminate the session without transferring the funds to the beneficiary account. If the
procedure
is interrupted before completion, the SWIFT operator will be unable to locate the funds when a new
session is opened due to security built into the SWIFT system (the transaction/ funds will be in
Protection
Mode and not visible for a period of 24 to 48 hours.
3. DECLARATION
PARTY-A's Statement:
PARTY-A represents and warrants that PARTY A is the legal owner of the cash funds which are clean
clear funds of non-criminal origin, levy-paid and legally earned AND ARE FREE OF ANY LIEN AND
ENCUMBRANCES.
By execution of this DOA, PARTY-A represents and warrants that PARTY-A is giving to PARTY-B full
legal authority to receive cash funds for investment in Party B ‘s projects at its own will and wish.
PARTY-A hereby agrees and confirms that the “ANEXXURE A” executed along with this DOA is an
integral and indivisible part of this DOA which cannot be amended or changed once executed by
both parties. Yet any Executives in the Annexure B has full rights to amend or delegate their shares
PARTNERSHIP AGREEMENT ON THE DELIVERY VIA
SWIFT MESSAGE MT 103 GPI WITH CODE
AGREEMENT NO.: IP-IPN11-SO-100M-22572022
DATE: 10th JULY 2022
of the investment funds to another party or parties by written instruction to PARTY B and duly
notarized.
PARTY-B's Statement:
PARTY-B will make pre-arrangements at its Fiduciary Bank and the necessary filings with the Local
Authorities concerned to satisfy all compliance and regulatory requirements to ensure the success of
this transaction. PARTY-B makes arrangements to meet all tax obligations in relation with this
transaction before disbursement of Dividend.
PARTY-B hereby agree and confirm that the “ANEXXURE A” executed along with this DOA is an
integral and indivisible part of this Investment Agreement which cannot be amended or changed
once executed by both parties. Yet the Executives in the ANNEXURE A have full rights to amend or
delegate the investment funds to another party or parties in writing and duly notarized.
All investment remittance by PARTY-B's Paymaster Bank will be M1 cash funds with no lien and
encumbrances, ready for investments and reinvestments.
4. MISCELLANEOUS:
4.1. The implementation of this Agreement shall be carried out by persons who have full
authorization.
4.2. This Agreement shall be binding to the benefit of each party’s respective Successors and
permitted Assigns. No other person shall acquire or have any right under or by virtue of this
partnership agreement
4.3. This Agreement shall NOT be subjected to any changes, either orally or modified, amended, or
supplemented without an expressed written agreement executed by the other party hereto.
4.4. This Agreement has been prepared in 2 (two) copies, based on the mutual consent of the
Parties, one of which will be kept by the SENDER, the other one by the RECEIVER. Each of which shall
be deemed as original.
4.5. If one part of the Agreement becomes void, the remaining part of the Agreement is still valid.
4.6. If one of the Parties changes its legal address and bank details, the other Party should be
immediately informed about.
4.7. The information and notices to be submitted by the Parties should be in writing.
4.8. Any annexes and addendums that may follow will be considered as integrated and binding parts
of this DOA as long as it will bear the same above coordinates of this transaction.
4.9. HOLD HARMLESS PROVISION: Upon counter-signing this Agreement, all the consultants and or
intermediaries shall have no liability whatsoever towards the Parties, neither the authorities, nor the
governmental bodies, on account of default under this Agreement by the Parties. No person except
the Parties shall be liable under any theory of Agreement, strict liability, negligence,
misrepresentation or other legal equitable theory for any loss of damage of any nature incurred by
the Parties and their consultants or intermediaries in the performance of the Agreement between
the Parties. Consultants or Intermediaries shall not be liable to either Party, individually or
collectively for any special, incidental or consequential (indirect) or contingent damages such as but
not limited to violation of local or International Rules and regulations as well as loss of profit, loss of
opportunity, loss of business, etc. wherever applicable.
5. DOCUMENTATION AND FILINGS
PARTNERSHIP AGREEMENT ON THE DELIVERY VIA
SWIFT MESSAGE MT 103 GPI WITH CODE
AGREEMENT NO.: IP-IPN11-SO-100M-22572022
DATE: 10th JULY 2022
Both parties agree that details of the investment projects will be documented by separate
agreements and filed individually with local authorities as legally required.
6. ENFORCEABILITY
This AGREEMENT constitutes the legal, valid and binding obligation of such party enforceable in
accordance with its terms.
7. NO CONFLICT
The execution and delivery of this Agreement by it and the consummation of the transactions
contemplated hereby by it do not conflict with or contravene the provisions of its organizational
documents or any agreement or instrument by which it or its properties or assets are bound or any
law, rule, regulation, order or decree to which it or its properties or assets are subject.
8. ASSIGNMENT
Neither PARTY A nor PARTY B can assign this Agreement to any other third party. This Agreement is
strictly a binding contract between the two PARTIES.
9. AMENDMENT
This AGREEMENT cannot be amended, altered or modified except upon the unanimous and
notarized written consent of both PARTY A and PARTY B. Yet neither PARTY A and PARTY B is
empowered to amend or modify ANNEX B which is IRREVOCABLE, or would they be allowed to
cancel, make any amendments or modify this Agreement in part or in whole, which will result in
changes that will affect or alter the rights and/or interests of the beneficiaries stipulated in ANNEX B
of this Agreement.
10. NON-CIRCUMVENTION & NON-DISCLOSURE
The parties herein agree the Non-circumvention/Non-disclosure rules of all issues from ICC, and the
latest edition shall apply to the transaction with extensions and rollovers if any for a period of (5)
five years from the date of execution of this agreement by the undersigned, his/her assigns, agents,
and/or heirs. All details of transaction must be kept as confidential
11. FORCE MAJEURE
WHEREAS the Parties hereto with full corporate responsibility, under the penalty of perjury,
undertake that they will upon the execution of this Agreement, complete its contractual obligations,
except on circumstances of force majeure. Neither Party to this Agreement shall be responsible for
Breach of Contract caused by an act of God, Civil Insurrections, Military War Operation or local
Emergency. The Parties hereby accept the Provisions on the “FORCE MAJEURE” as defined by ICC,
Publications.
12. ARBITRATION
The Parties agree to settle any dispute arising between them on an amicable manner. In the event of
failure to an amicable settlement, the Parties agree to submit any irreconcilable to ICC office in
Geneva, Switzerland, by three arbitrators appointed in accordance with ICC rules.
13. AGREEMENT EXECUTION
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 the Terms and Conditions set forth herein. Each party
agrees that this Agreement shall be executed simultaneously by and between Parties via Email which
shall be deemed as Original. All statements made by either party are under penalty of perjury. This
Agreement shall become effective upon execution by the Parties hereto.
PARTNERSHIP AGREEMENT ON THE DELIVERY VIA
SWIFT MESSAGE MT 103 GPI WITH CODE
AGREEMENT NO.: IP-IPN11-SO-100M-22572022
DATE: 10th JULY 2022
Annex B will be documented by separate riders. The terms and conditions of this agreement will
apply to the transaction contemplated in such annexes. These annexes will constitute an
inseparable part of this Investment Agreement and will remain legally binding on both parties once
executed.
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.
PARTNERSHIP AGREEMENT ON THE DELIVERY VIA
SWIFT MESSAGE MT 103 GPI WITH CODE
AGREEMENT NO.: IP-IPN11-SO-100M-22572022
DATE: 10th JULY 2022
_________________________
Authorized Signature
Name : MR Zbyhnev Samiec
Passport No. : 45356360
Issued Country : Poland
Issued Date : 06/12/2018
Expiry Date : 06/12/2028
Date. : 10 July 2022
_________________________
Authorized Signature
Name :
Passport No. :
Issued Country :
Issued Date :
PARTNERSHIP AGREEMENT ON THE DELIVERY VIA
SWIFT MESSAGE MT 103 GPI WITH CODE
AGREEMENT NO.: IP-IPN11-SO-100M-22572022
DATE: 10th JULY 2022
Expiry Date :
Date. :