Contract S2S - 23-02-2024

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AGREEMENT NUMBER : PTNARA-_____- S2S-10B/2024-02-23

TRANSACTION CODE : 20240223/PTNARA/S2S/10B


DATE : February 23, 2024.

AGREEMENT ON DELIVERY OF CASH FUNDS


FOR INVESTMENTS TRANSFER VIA S2S SYSTEM
NO: PTNARA-_____ - S2S-10B/2024-02-23
This Agreement becomes legally effective as of February 23, 2024 or becomes null and void automatically if Receiver's all missing
Codes and Permits listed below and Annex A are not submitted for verification to and approval by Sender, which is entered into by
and between the following Parties:
PARTY-A / INVESTOR:

COMPANY NAME: PT. NARA TUNAS KARYA


Soho Capital Podomoro City, 25th floor, Unit 2508, Grogol, Jakarta Barat,
COMPANY ADDRESS:
DKI Jakarta, Indonesia
RGISTRATION. NO: 2502220021505
REPRESENTED BY: Mr. Roni
PASSPORT NO: E3151574
COUNTRY OF ISSUE: Indonesia
DATE OF ISSUE: 05 May 2023
DATE OF EXPIRY: 05 May 2033
BANK NAME: PT. Bank Rakyat Indonesia Tbk (BRI)
Jl Samanhudi No 44, RT 5/RW 8, Ps. Baru, Kota Jakarta Pusat, DKI Jakarta
BANK ADDRESS:
10710
BANK ACCOUNT NAME: Nara Tunas Karya
BANK ACCOUNT NO: 026101002647307 - IDR
SWIFT CODE: BRINIDJA
BANK OFFICER NAME: Mr. Riyanto
BANK OFFICER PHONE: +6221 231 4176
BANK OFFICER EМAIL: [email protected]

hereinafter to as the SENDER, and


PARTY-B:

COMPANY NAME: SNF VIAMAR SOLAR


CNPJ – NATIONAL
REGISTER OF LEGAL 47.414.447/0001-70
ENTITIES
STATE REGISTRATION ISENT
REPRESENTED BY: MS NAWARATH KLANGSATHON
PASSPORT NO: AC3143111
COUNTRY OF ISSUE: THAILAND
DATE OF ISSUE: 18/05/2022
DATE OF EXPIRY: 18/05/2032
BANK NAME: Banque Delubac & Cie
BANK ADDRESS: 16, place Saléon Terras – 07160 Le Cheylard -France
BANK ACCOUNT NAME: SNF VIAMAR SOLAR
BANK OFFICER NAME: Denia Toumi
BANK OFFICER PHONE: +33 (0)6 07 16 53 30
BANK OFFICER EМAIL: [email protected]

PARTY-A/SENDER PARTY-B/RECEIVER PAGE 1 of 10


AGREEMENT NUMBER : PTNARA-_____- S2S-10B/2024-02-23
TRANSACTION CODE : 20240223/PTNARA/S2S/10B
DATE : February 23, 2024.

hereinafter referred to as the RECEIVER, hereinafter jointly referred to as the PARTIES, withfull legal and corporate authority to sign
this Agreement.

WHEREAS, are individually known as Party-A/or Sender and Party-B/or Receiver and jointly known as Parties; and
WHEREAS, Sender is holding an account at XXXXXXXXXXXXX BANK with cash funds to be transferred to Second Party’s designated
account via S2S System aiming at investments; and
WHEREAS, Receiver is ready, willing and able to receive said cash funds into its designated account via S2S System and to execute
the distribution and transfer of said received funds to designated parties and bank accounts via SWIFT Message MT103, in accordance
to the terms and conditions in this Agreement; and
NOW, THEREFORE, it is agreed as follows:
First Party’s Statement
Sender represents and warrants that it has full corporate responsibility permission to enter into this Agreement. It hereby declares
under penalty of perjury that the funds are good, clean, clear, and free of non-criminal origin, and are free and clear of all liens,
encumbrances and third-party interest.
By signing this Agreement, Sender represents and warrants that it is giving to Receiver and its designated parties, full legal authority to
receivesaid cash funds via S2S System and distribute and transfer cash funds via SWIFT Message MT103, as per agreed terms and
conditions in this Agreement.
DETAILS OF TRANSACTION INSTRUMENT: VIA S2S System

INSTRUMENT: Transfer via S2S System


TOTAL FACE VALUE: €10’000’000’000.00 (Ten Billion Euro)
FIRST TRANCHE: €1,000,0000,000.00 (ONE BILLION Euro)
PAYMENT: SWIFT MT103 CASH TRANSFER
PAYMENT WITHIN THREE (3) BANKING (WORK) DAYS AFTER THE TRANSFER VIA S2S
NOTE:
System
SENDER’S BANK SERVER COORDINATES:

BANK NAME: PT. Bank Rakyat Indonesia Tbk (BRI)


Jl Samanhudi No 44, RT 5/RW 8, Ps. Baru, Kota Jakarta Pusat, DKI Jakarta
BANK ADDRESS: 10710
BANK SWIFT CODE: BRINIDJA
ACCOUNT NAME: Nara Tunas Karya
ACCOUNT NO: 026101002647307 - IDR
COMPANY NAME: PT. NARA TUNAS KARYA
Soho Capital Podomoro City, 25th floor, Unit 2508, Grogol, Jakarta Barat,
COMPANY ADDRESS: DKI Jakarta, Indonesia
COMPANY REG. NO: 2502220021505
REPRESENTED BY: Mr. Roni
PASSPORT NO: E3151574
DATE OF ISSUE: 05 May 2023
DATE OF EXPIRY: 05 May 203
COUNTRY OF ISSUE: Indonesia
TRANSACTION ID:
GLOBAL SERVER ID:
GLOBAL SERVER IP:
IDENTITY CODE:
SORT CODE:
COMMON ACCOUNT:
IMAD NO:

PARTY-A/SENDER PARTY-B/RECEIVER PAGE 2 of 10


AGREEMENT NUMBER : PTNARA-_____- S2S-10B/2024-02-23
TRANSACTION CODE : 20240223/PTNARA/S2S/10B
DATE : February 23, 2024.

RECEIVING SERVER IP:


FARM NAME:
USER NAME:
USER ID:
WINDOW TERMINAL SERVER:
PERMIT ARRIVAL MONEY NO:
WTS SERVER:
LOGON DOMAIN:
RECEIVER’S BANK SERVER COORDINATES TO BE PROVIDED DIRECTLY TO THE SENDERS BANK:

1 BANK NAME: Banque Delubac & Cie


2 BANK ADDRESS: 16, place Saléon Terras – 07160 Le Cheylard -France
4 ACCOUNT NAME: SNF VIAMAR SOLAR
5 ACCOUNT NO: IBAN FR76 1287 9000 0111 1526 9800 185
6 COMPANY NAME: MS NAWARATH KLANGSATHON
7 STATE REGISTRATION ISENT
CNPJ – NATIONAL REGISTER OF LEGAL
8 ENTITIES 47.414.447/0001-70
9 REPRESENTED BY: MS NAWARATH KLANGSATHON
10 PASSPORT NO: AC3143111
11 DATE OF ISSUE: 18/05/2022
12 DATE OF EXPIRY: 18/05/2032
13 COUNTRY OF ISSUE: THAILAND
14 COMMON ACCOUNT NO: RIB 1287 9000 0111 1526 9800 185
15 GLOBAL SERVER ID: AS8373
16 GLOBAL SERVER IP: 193.150.166.0/24/193 150 166.0/243
20 FARM NAME: MS NAWARATH KLANGSATHON
21 USER NAME:
22 PASSWORD: NO PASSWORD

23 USER ID: swift.net only

24 SORT CODE: FSTF

25 LOGON DOMAIN (HOST): AES type

26 LOGON SERVER: fin file

29 BANK OFFICER NAME: Denia Toumi


30 BANK PHONE / FAX: +33 (0)6 07 16 53 30
31 BANK E-MAIL: [email protected]
34 TOTAL AMOUNT: €10’000’000’000.00 (Ten Billion Euro)
35 FIRST TRANSFER AMOUNT: €500’000’000.00 (Five Hundred Million Euro)
36 TRANSMITED BY: Transfer via S2S System

PARTY-A/SENDER PARTY-B/RECEIVER PAGE 3 of 10


AGREEMENT NUMBER : PTNARA-_____- S2S-10B/2024-02-23
TRANSACTION CODE : 20240223/PTNARA/S2S/10B
DATE : February 23, 2024.

37 PROTOCOL: SWIFT MT103 CASH TRANSFER


PAYMENT WITHIN THREE (3) BANKING (WORK) DAYS AFTER THE TRANSFER
38 NOTE VIA S2S System
PROCEDURES:
1. INVESTOR AND RECEIVER EXECUTE, SIGN AND SEAL THIS 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 REPRESENT 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 REGISTERS THIS
AGREEMENT IN HIS NOMINATED BANK AND NOTIFIES THE PARTY THROUGH AUTHORIZED REPRESENTATIVES.
2. RECEIVER IS OBLIGATED TO PROVIDE TO INVESTOR THE NECESSARY DETAILS (NAME OF REAL HOLDER ACCOUNT, PHONE
AND DIRECT BANK OFFICER DETAILS ACCOUNT, BENEFICIARY CODES, PASSWORD, IP CODE, ETC.) FOR THE UPLOAD OF THE FUNDS
TO THE COMMON ACCOUNT BY THE INVESTOR'S BANK OFFICER.
3. WITHIN MAXIMUM FOURTY EIGHT (48) BANKING HOURS THE SENDER WILL DOWNLOADING FUNDS AND PROVIDE TO THE
RECEIVER A SECURE COPY OF THE SERVER SLIP WITH THE DETAILS OF THE TRANSFER (ACCOUNT, BENEFICIARY, AMOUNT, ID
CODE, TRANSACTION CODE ETC). THIS SCREEN WILL BE MISSING THE FINAL CODES FOR COMPLETE THE DOWNLAOD OF THE
FUNDS INTO THE RECEIVER'S CORPORATE ACCOUNT: FINAL CODE, INTERBANK BLOCKING CODE, SORT CODE, RELEASE CODE,
ACCESS CODE, TRANSACTION CODE, TRANSACTION ID, FINAL BLOCKING CODE, TRANSFER CODE.
4. THE SENDER PROVIDE TO THE RECEIVER A SECURE COPY OF THE SERVER SLIP WITH: FINAL CODE, INTERBANK BLOCKING
CODE, SORT CODE, RELEASE CODE, ACCESS CODE, TRANSACTION CODE, TRANSACTION ID, FINAL BLOCKING CODE, TRANSFER
CODE.
5. AFTER THE SUCCESSFUL LOADING OF THE FUNDS, THE EMPLOYEE OF THE RECIPIENT'S BANK WITHIN MAXIMUM FOURTY
EIGHT (48) BANKING HOURS IS OBLIGED TO REDISTRIBUTE FOR THE PURPOSES OF REINVESTMENT OF THE FUNDS VIA SWIFT
MT103/202, THE COMMISSIONS PAID BY THE RECIPIENT IN ACCORDANCE WITH THIS IMFPA.
NOTE: THE RECEIVER HEREBY CERTIFY THAT THE DOCUMENTS MENTIONED IN THE ARTICLES 3 AND 5 OF THIS PROCEDURE
IS NECESSARY AND CONDITIONS ARE SUFFICIENT FOR THE SUCCESSFUL COMPLETION OF THE TRANSACTION. THE PARTIES
SHALL NOT NOMINATE ADDITIONAL REQUIREMENTS FOR SUBMISSION OF DOCUMENTATION AND OTHER BANK
CONFIRMATIONS.
NON-SOLICITATION:
Receiver hereby confirms and declares that Sender, 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,
prevent, or remedy.
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. This Agreement constitutes the legal, valid and binding obligation of such party enforceable in
accordance with its terms.
Consents and Authority. No consents or approvals are required from any governmental authority or other Person for it to enter into
this Agreement. All action on the part of such party necessary for the authorization, execution and delivery of this Agreement and the
consummation of the transactions contemplated hereby by such party, have been duly taken.
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.
Receiver.It has been afforded the opportunity to seek and rely upon the advice of its own attorney, accountant or other professional
advisor in connection with the execution of this Agreement. The Parties shall do so in respect of each other and under this Agreement
written conditions.

PARTY-A/SENDER PARTY-B/RECEIVER PAGE 4 of 10


AGREEMENT NUMBER : PTNARA-_____- S2S-10B/2024-02-23
TRANSACTION CODE : 20240223/PTNARA/S2S/10B
DATE : February 23, 2024.

Miscellaneous Notice(s).Any modifications, amendments, addendums or follow-on contracts will be executed by the two authorized
signatories respectively. When signed and referenced to this Agreement, whether received by mail or facsimile transmission as all and
any facsimile or photocopies certified as true copies of the originals by the Parties hereto shall be considered as an original, both
legally binding and enforceable for the term of this Agreement.
Specific Performance; Other Rights. The Parties recognize that several of the rights granted under this Agreement are unique and,
accordingly, the Parties shall, in addition to such other remedies as may be available to them at law or in equity, have the right to
enforce their rights under this Agreement by actions for injunctive relief and specific performance.
Prior Agreements; Construction; Entire Agreement.This Agreement, including the Exhibits and other documents referred to herein
(which form a part hereof), constitutes the entire agreement of the Parties with respect to the subject matter hereof, and supersedes
all prior agreements and understandings between them as to such subject `matter and all such prior agreements and understandings
are merged herein and shall not survive the execution and delivery hereof. In the event of any conflict between the provisions of this
Agreement and those of any joint venture’s agreement, the provisions of the applicable joint venture agreement shall control. This
Agreement may not be amended, altered or modified except (i) upon the unanimous by instrument in writing and signed by each of
Sender and Receiver.
Severability. If any provision of this Agreement shall be held or deemed by a final order of a competent authority to be invalid,
inoperative or unenforceable, such circumstance shall not have the effect of rendering any other provision or provisions herein
contained invalid, inoperative or unenforceable, but this Agreement shall be construed as if such invalid, inoperative or unenforceable
provision had never been contained herein so as to give full force and effect to the remaining such terms and provisions.
Counterparts.This Agreement may be executed in one or more counterparts, all of which shall be considered one and the same
agreement, and shall become effective when one or more such counterparts have been signed by each of the Parties and delivered to
each of the Parties. This Agreement shall be governed by and construed in accordance with the laws of the UK. The Parties hereto
hereby irrevocably and unconditionally waive trial by jury in any legal action or proceeding relating to this Agreement and for any
counterclaim therein.
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 this agreement shall be settled by the arbitration in accordance with the arbitration laws of the ICC. 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 in order to enforce any of
the terms of this agreement the prevailing party shall be entitled to recover reasonably attorney fees and costs.
Every attempt shall be made to resolve disputes arising from unintended or inadvertent violation of this contractual agreement as far
as possible amicably. In the event that adjudication is required local legal process shall be preceded with according to the principal of
the ICC as above indicated. Where judicial resolution is not thereby achieved, this matter shall be settled by the ICC itself and the
decision of which the Parties shall consider to be final and binding. No State court of any nation shall have subject matter jurisdiction
over matters arising under this Agreement.
No Rights of Third Parties. This Agreement is made solely and specifically between and for the benefit of parties hereto and their
respective members, successors and assigns subject to the express provisions hereof relating to successors and assigns, and (i) no
other Person whatsoever shall have any rights, interest, or claims here-under or be entitled to any benefits under or on account of this
Agreement as a third-party beneficiary or otherwise.
Survival. The covenants contained in this Agreement which, by their terms, require performance after the expiration or termination of
this Agreement shall be enforceable notwithstanding the expiration or other termination of this Agreement.
Currency. Any exchange of funds between Sender and Receiver shall be made in the same currency in which Sender transferred the
investment fund (Article III; Section 3.0.5.; (b)). In addition, all calculations pursuant to this Agreement and any joint venture
agreement shall be based on ICC regulations.
IN WITNESS WHEREOF, the Parties have hereto executed this Agreement, on the February 23, 2024 and this agreement has the
following annexes:
ANNEX A. IRREVOCABLE MASTER FEE PROTECTION AGREEMENT (IMFPA);
ANNEX B. SENDER PARTY-A PASSPORT COPY,
ANNEX C. SENDER PARTY-A REGISTRATION DOCUMENTS;
ANNEX D. RECEIVER PARTY-B PASSPORT COPY,
ANNEX E. RECEIVER PARTY-B REGISTRATION DOCUMENTS.

ELECTRONIC SIGNATURE IS VALID AND ACCEPTED AS HAND SIGNATURE


EDT (ELECTRONIC DOCUMENT TRANSMISSIONS)
EDT’s shall be deemed valid and enforceable in respect of any provisions of this Contract. As applicable, this agreement shall:
Incorporate 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
1. ELECTRONIC COMMERCE AGREEMENT (ECE/TRADE/257, Geneva, May 2000) adopted by the United Nations Centre for Trade Facilitation and
Electronic Business (UN/CEFACT).

PARTY-A/SENDER PARTY-B/RECEIVER PAGE 5 of 10


AGREEMENT NUMBER : PTNARA-_____- S2S-10B/2024-02-23
TRANSACTION CODE : 20240223/PTNARA/S2S/10B
DATE : February 23, 2024.
2. 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.
ELECTRONIC TRANSMISSIONS: Each party is to sign and initial this Agreement and send copies to the other party via Electronic Mail and shall be
considered the same as an original. When each party has completed copies of this Electronic Mail from the other party, the Agreement is considered to be
finalized by all parties. The parties consent and agree to be bound contractually by electronic communications relative to the matters addressed in this
Agreement. By executing this Agreement both parties acknowledge that they have the hardware and software required to receive and transmit
communications (emails and email attachments) electronically to each other, in generally-acceptable business formats (such as, but not limited to,
Microsoft Excel PowerPoint). Both parties specifically agree to do business with each other electronically.
The Parties hereto covenant and agree that each of them will execute such other and further instruments and/or documents as may become reasonably
necessary so as to effectuate the purpose of this Agreement. In Witness whereof, the Parties have executed this Agreement the date first above.
Electronic signature is valid and legally – binding as an original If transmitted in secure and certified *.pdf format

SIGNATURES OF THE PARTIES.


As free expression of my will, I hereby affix below my signature on this document. A facsimile and/or e-mail copy of this document,
and any other related documents, shall be all deemed equally valid as the original of this document.
AGREED AND ACCEPTED FOR AND ON BEHALF OF PARTY-A AND PARTY-B:

PARTY-A / SENDER
Company: PT. NARA TUNAS KARYA

_____________________________________________________________ ____________________________________________________

REPRESENTED BY : MR RONI REPRESENTED BY : MS NAWARATH KLANGSATHON


PASSPORT NO : E3151574 PASSPORT^№ AC3143111
DATE OF ISSUE : 05.05.2023
DATE OF ISSUE : 18/05/2022
DATE OF EXPIRY : 05.05.2033
DATE OF EXPIRY : 17/05/2022
COUNTRY OF ISSUE : INDONESIA COUNTRY OF ISSUE : THAILAND
DATE : February 23, 2024. DATE : February 23, 2024.

Declaration:

I hereby swear under the full penalty of perjury, that the information provided herein is
both true and accurate.

Signed this day of 20th DAY OF JAN 2024

Name: MS NAWARATH KLANGSATHON

PARTY-A/SENDER PARTY-B/RECEIVER PAGE 6 of 10


AGREEMENT NUMBER : PTNARA-_____- S2S-10B/2024-02-23
TRANSACTION CODE : 20240223/PTNARA/S2S/10B
DATE : February 23, 2024.

ANNEX B
SENDER PARTY-A PASSPORT COPY

PARTY-A/SENDER PARTY-B/RECEIVER PAGE 7 of 10


AGREEMENT NUMBER : PTNARA-_____- S2S-10B/2024-02-23
TRANSACTION CODE : 20240223/PTNARA/S2S/10B
DATE : February 23, 2024.

ANNEX C
SENDER PARTY-A REGISTRATION DOCUMENTS

PARTY-A/SENDER PARTY-B/RECEIVER PAGE 8 of 10


AGREEMENT NUMBER : PTNARA-_____- S2S-10B/2024-02-23
TRANSACTION CODE : 20240223/PTNARA/S2S/10B
DATE : February 23, 2024.

ANNEX D
RECEIVER PARTY-B PASSPORT COPY

PARTY-A/SENDER PARTY-B/RECEIVER PAGE 9 of 10


AGREEMENT NUMBER : PTNARA-_____- S2S-10B/2024-02-23
TRANSACTION CODE : 20240223/PTNARA/S2S/10B
DATE : February 23, 2024.

ANNEX E
RECEIVER PARTY-B REGISTRATION DOCUMENTS

*** THE END OF THE AGREEMENT ***


(ELECTRONIC SIGNATURE IS VALID AND ACCEPTED AS HAND SIGNATURE)”

PARTY-A/SENDER PARTY-B/RECEIVER PAGE 10 of 10

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