41B Euro
41B Euro
41B Euro
THIS AGREEMENT ON DELIVERY OF CASH FOR INVESTMENTS TRANSFER VIA IP/IP (HEREINAFTER REFERRED TO AS
THE “AGREEMENT”) IS MADE AND ENTERED INTO EFFECTIVE ON JANUARY 23, 2020 BY AND BETWEEN:
AND
With full legal and corporate authority to sign this agreement, in consideration of the premises and the mutual promises
and contained in this Agreement, and for other good and valuable consideration, the receipt and sufficiently of which are
hereby acknowledged, the Parties as hereby agreed as follows:
WHEREAS, the GTS GMBH (GERMAN TECHNOLOGY SYSTEMS), individually known as the FIRST PARTY, FUNDS PROVIDER
and/or SENDER, and XXXXXXXXXXXXXXXXXXXXXXX, individually known as the SECOND PARTY, SERVICE PROVDER and/or
RECEIVER, are jointly known hereinafter as the “PARTIES”;
WHEREAS, the FIRST PARTY/SENDER is holding an account with DEUTSCHE BANK AG with cash funds to be transferred to
the SECOND PARTY’s designated account via IP/IP aiming at Project Investments and Development;
WHEREAS, the SECOND PARTY/RECEIVER is ready, willing and able to receive said cash funds into its designated accountvia
IP/IP and to execute disbursement payout of said received investment funds to designated project beneficiaries via SWIFT
MT103/202 or Telegraphic Transfer or Open Bank Account Transfer as per the terms and conditions in this Agreement;
PROCEDURES:
1. SENDER AND RECEIVER EXECUTE, SIGN AND SEAL THIS DEED OF AGREEMENT WITH DISTRIBUTION OF FUNDS AS
STATED COMMISSIONS, WHICH THEREBY AUTOMATICALLY BECOMES A FULL COMMERCIAL RECOURSE CONTRACT.
SERVICE IS FOR BANK CUSTOMERS WHO REQUIRE CONFIDENTIALITY AND IT IS NOT WIRE OR SWIFT TRANSFER.
RECEIVER IS OBLIGATED TO PROVIDE SENDER WITH NECESSARY DETAILS (ACCOUNT, BENEFICIARY CODES, PASSWORD, IP
CODE ETC) FOR UPLOAD OF FUNDS TO COMMON ACCOUNT BY THE SENDER BANK OFFICER.
2. UPON ABOVE SENDER UPLOADS FUNDS TO RECEIVER’S COMMON ACCOUNT NUMBER AND PROVIDES RECEIVER WITH
A SECURE COPY OF SERVER SLIP WITH DETAILS OF TRANSFER (ACCOUNT, AMOUNT, IP CODE, TRANSACTION, ACCESS
CODE TO LET RECEIVER BANK OFFICER) DOWNLOAD FUNDS TO RECEIVER ACCOUNT.
3. THE RECEIVING BANK CONFIRMS AND VERIFIES INFORMATION FROM SCREENSHOT PROVIDED BY SENDING BANK.
UPON RECEIVING BANK FUNDS UPLOAD SCREENSHOT, RECEIVING BANK STARTS FUNDS DOWNLOAD FROM COMMON
ACCOUNT NUMBER TO THE RECEIVER ACCOUNT ON THE BASE OF UPLOAD SCREENSHOT WITH ACCESS CODE. UPON
CREDITING THE FUNDS TO THE RECEIVER ACCOUNT, RECEIVER SHALL FORWARD THE DOWNLOAD SCREENSHOT TO THE
SENDER AND HIS BANK OFFICER.
4. FURTHER RECEIVER PROVIDES THE SENDER WITH SIGNED PAYOUT AGREEMENTS AGREED WITH THE RECEIVER’S BANK
FOR FURTHER PAYMENTS (RE-DISTRIBUTION/ RE-INVESTMENT) ACCORDING TO IMFPA SIGNED BY BOTH SIDES AND
ACTS AS AN INTEGRAL PART OF THE AGREEMENT.
5. UPON THE SUCCESSFUL DOWNLOAD OF THE FUNDS, RECEIVER IS RESPONSIBLE TO BLOCK AND RELEASE FUNDS USING
BLOCK AND RELEASE FINAL CODES PROVIDED BY SENDER WITHIN 24 HOURS, AFTER GETTING DOWNLOAD SCREENSHOT
FROM RECEIVER, AND WITHIN THREE BANKING DAYS TO PAY OUT FUNDS FOR RE-INVESTMENT PURPOSES VIA SWIFT
MT103/202.
6. ALL PAYMENTS FROM RECEIVER TO THE BENEFICIARIES OF THIS AGREEMENT HAS TO BE EXECUTED WITHIN THREE
BANKS`S DAYS BY SWIFT MT103 /202 BY PRIVATE INVESTMENT PAYOUT CONTRACT, WHICH HAS TO JUSTIFY ALL THE
SWIFT MT103/202 PAYMENT. SENDER HAS THE RIGHT TO CHANGE TERM OF EACH TRANSFER TRANCHE WITOUT
AUTHORIZATION OR MOTIVATION, AND CHECK RESULT OF THE SWIFT PAYMENT OF IP TRANSFER TRANCHE ALREADY
MADE. ALL OTHER TRANCHES WILL BE MADE BY THE SENDER, RECEIVED AND RE-DISTRIBUTED/ RE-INVESTED BY THE
RECEIVER DUE TO THE ABOVE-MENTIONED PROCEDURE.
TRANSACTION PROCEDURE RULES:
THE FOLLOWING PROCEDURE MUST BE STRICTLY ADHERED TO, AS WELL AS AGREED, BY THE SENDER’S AND/OR THE
RECEIVER TO WORK OUT THE TRANSACTION. THIS IS THE PROCEDURE THAT MUST BE FOLLOWED: THIS IS A BANK-TO-
BANK, SCREEN-TO-SCREEN TRANSACTION ONLY. THERE WILL BE NO CONTACT WITH BANK OR SENDER. NO FAXES, NO
LETTERS, NO E-MAILS, NO TELEPHONE CALLS AND NO SWIFTS. ALL COMMUNICATIONS WILL TAKE PLACE ON SERVER
SCREENS ONLY. NO EXCEPTIONS.
RECEIVER HEREBY AGREES AND CONFIRMS SENDER IS TO PROVIDE HIM WITH A COPY OF SERVER SLIP COPY. NO ANY
OTHER DOCUMENTS WILL BE REQUIRED BY RECEIVER FROM SENDER DURING FULFILLMENT HEREOF.
Receiver hereby confirms and declares that sender, its associated 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 even by exercise of reasonable diligence, the party will be unable to foresee or prevent or remedy.
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 both 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 & 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 agreement, the
provisions of the applicable joint venture agreement shall control.
AMENDMENTS: This agreement may not be amended, altered or modified except (i) upon the unanimous by instrument
in writing and signed by each of investor and asset manager.
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 other parties.
APPLICABLE LAW; JURISDICTION: This agreement shall be governed by and construed in accordance with the laws of the
Kingdom of England.
WAIVER OF JURY TRIAL: The parties hereto hereby irrevocably and unconditionally waive trial by jury in any legal action of
proceeding relating to this agreement and for counterclaim therein.
ARBITRATION: 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 all 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: (I) this agreement is made solely and specifically between and for the benefit of the
parties hereto and their respective members, successors and assigns subject to the express provisions hereof relating to
successors and assigns, and (ii) no other person whatsoever shall have any rights, interest, or claims hereunder 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.
HEADINGS: Headings are included solely for convenience of reference and if there is any conflict between headings and
the text of this agreement, the text shall control.
CURRENCY: Any exchange of funds between investor and asset manager shall be made in the same currency in which the
investor 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 Paris.
1. U.S. Public Law106-229, ‘‘Electronic Signatures in Global and National Commerce Act’’ or such other applicable
2. Electronic Commerce Agreement (ECE/TRADE/257, Geneva, May2000) adopted by the United Nations Centre
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
This Irrevocable Funds Disbursement & Payment Order (IFDPO) is for a Total Project Investment as stated in the following
Schedule of Investment Tranches for Project Funding pursuant to the referenced Agreement:
FIRST PARTY: I, MRS. LARYSA HUMMEL, with Passport No. CG04M1RL9, legal representatives and authorized signatories of
GTS GMBH (GERMAN TECHNOLOGY SYSTEMS), acting with full corporate responsibility as Party-A/Investor, hereby
irrevocably and unconditionally, without protest or notification, without prejudice, recourse, or delay guarantee to transfer
the total investment amount for project funding as stipulated in the above referenced Agreement via IP/IP Special Transfer
in favour of the Party-B/Partner who in turn is mandated herein to disburse the received investment funds via direct cash
wire transfer or telegraphic transfer or opening account transfer to designated project beneficiaries according to their
respective project funding share percentage as allocated and stipulated herein below, at the time of settlement of every
tranche of the transaction.
SECOND PARTY: I, MR. XXXXXXXXXX, with Passport No. XXXXXXXX, legal representative and authorized signatory of
XXXXXXXXXXXXXXX, acting with full responsibility as the Party-B/Partner and “PAYOR”, hereby irrevocably and
unconditionally, without protest or notification, without prejudice, recourse, or delay, guarantee to distribute, disburse and
pay-out the received project investment funds within 72 hours by direct cash wire transfer or telegraphic transfer or
opening account transfer to the designated project beneficiaries according to their respective project funding share
percentage as allocated and stipulated herein below for each tranche of the transaction including any rollover, extension,
and/or renewals that may be subsequently agreed by the Parties. This IFDPO is our irrevocable pay order to the said
project beneficiaries. ALL TAXES, FEDERAL, STATE OR OTHERWISE ARE THE SOLE RESPONSIBILITY OF EACH OF THE PARTIES HERETO.
SPECIAL NOTE: ANY OF THE BENEFICIARIES NAMED BELOW MAY DESIGNATE/CHANGE/SUBSTITUTE ITS BANK
COORDINATES AT ANY TIME WITH OPTION TO PARK OR OPEN A NEW ACCOUNT AT PARTY-B’S RECEIVING BANK BY
INFORMING THE PAYOR/PARTNER/RECEIVER AT LEAST 24 HOURS PRIOR TO DISBURSEMENT PAYMENT WHICH THE
PAYOR/PARTNER/RECEIVER SHALLL FACILITATE ACCORDINGLY UPON REQUEST.
ALL WIRE TRANSFERS SHALL INCORPORATE ABOVE TEXT MESSAGE AND A COPY OF THE BANK WIRE TRANSFER SLIP SHALL BE EMAILED TO THE PROJECT
CONSULTANT: [email protected] FOR ONWARD DISTRIBUTION TO PROJECT BENEFICIARIES NAMED BELOW FOR THEIR RESPECTIVE
TRACKING, LEGAL VERIFICATION AND DOCUMENTATION PURSUANT TO PATRIOT ACT AND BANK BANKING REGULATIONS.
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BANK NAME
BANK ADDRESS
BANK SWIFT CODE
ACCOUNT NAME
ACCOUNT NUMBER / IBAN
PROJECT BENEFICIARY 2.5% – PROJECTS OF
1. U.S. Public Law106-229, ‘‘Electronic Signatures in Global and National Commerce Act’’ or such other applicable
2. Electronic Commerce Agreement (ECE/TRADE/257, Geneva, May2000) adopted by the United Nations Centre
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