Академический Документы
Профессиональный Документы
Культура Документы
Date xx/xx/xx
This private foreign exchange transaction agreement and the four (4) attached Annexes are entered on
this 04th, day of February 2011 by and between:
COMPANY NAME :
REPRESENTED BY :
ADDRESS :
COUNTRY :
PASSPORT Nº :
PHONE :
FAX :
E-MAIL :
AND
REPRESENTED BY :
ADDRESS :
COUNTRY :
PASSPORT NO :
PHONE : +
E-MAIL :
(Hereinafter referred to as Euro Mandate)
WHEREAS, in consideration of the promises and the mutual covenants, warranties, terms and conditions
herein contained and for other good and valuable consideration, the receipt and sufficiency of which are
USD-P’s Initials: Page 1 of 20 Pages EUR-P’s Initials:
EURO P’S CODE: XXXXXXXXXXXXXXX
USD P’S CODE:
TRANSACTION CODE: XXXXXXXXXXXXXXXXXXXXXXXXXXX
CONTRACT CODE:
SECURITY CODE :
hereby acknowledged, the undersigned parties agree and state that they wish to enter into this agreement
for the exchange of United States Dollars (USD) for Euros (EUR) under the following terms and conditions:
This currency exchange transaction is a bank to bank transaction, to be executed via SWIFT transmittal
transfer mode upon banks agreement, according to the following terms, conditions and agreed Bank to Bank
procedure.
2. TRANSACTION CONDITIONS:
Per each USD$100 the Euro Principal shall pay the equivalent value in €UROS of $85 USD on
the day of each tranche to the USD Provider.
3. TRANSACTION PROCEDURES:
2) THIS AGREEMENT ALONG WITH THE FPA IS TO BE LODGED WITH EACH PARTY’S BANK.
Contract Code:
We, the USD BANK _________________________, hereby confirm that our client , ______________, (USD-PV)
is prepared to transfer the amount of USD$49,500,000.00,00 (Forty Nine Million Five Hundred
Thousand United States of America Dollars) into your Client's Mr. __________ account. Please
confirm to us that your client, ___________EURO-P______________________is prepared to receive our
funds in the above mentioned amount and that upon authentication and verification of same,
your client, ___________EURO-P______________________is prepared to swift payment under your client’s
EURO-P Contract Code: “CTC. ___________________________ »,
UNQUOTE
We, EURO-P BANK ________________, ADREES___, hereby confirm that our client,
_______________________________________, is ready to receive your clients funds in the amount of
$49,500,000.00,00 (Forty Nine Million Five Hundred Thousand United States of America
Dollars), and is prepared to swift payment to your client , MR. ……………………( The USD-PV) as
agreed upon in our Client’s EURO-P Contract Code: “CTC._________________________________ »,
immediately after authentication and verification of the received swift from your client the
(USD-PV).
UNQUOTE
4) THE USD PRINCIPAL’S BANK TRANSFERS USD VIA SWIFT CONDITIONAL TO THE EURO
PRINCIPAL’S CLOSING BANK COORDINATES THE FIRST TRANCHE OF USD$49.5
MILLION DOLLARS, AFTER RECEIPT OF THE EURO-P MT799.
5) UPON VERIFICATION, THE EURO PRINCIPAL’S CLOSING BANK SHALL THEN SEND, ON
THE SAME BANKING DAY AS ABOVE, VIA SWIFT UNCONDITIONAL, THE EURO TO THE
USD PRINCIPAL’S RETURN BANK IN ACCORDANCE WITH THE BANKING INSTRUCTIONS
WITHIN THIS AGREEMENT.
BANKING COORDINATES OF EURO PRINCIPAL AND USD PRINCIPAL AS PER ANNEX “A”
The Parties must follow the guidelines provided by the rules of the banks on the Anti-Terrorism Act and the
Patriot Act I and II. The Buyer will not be held responsible for any harmful money laundering.
The respective bank account details are listed in ANNEX “A” attached and cannot be changed for the life of
this agreement without written notice given to all beneficiaries of consulting fees and commissions
five days prior to any change.
5. CONSULTANCY FEES:
The PAYOR OF THE CONSULTING FEES AND COMMISSIONS AS WELL AS THE EURO PRINCIPAL
AND USD PRINCIPAL AS PRINCIPALS, irrevocably commit themselves to transfer, upon settlement of
each tranche exchanged, including all rolls and extensions, the consultancy fees as follows:
THE EURO PRINCIPAL shall release and otherwise transfer funds in the form of EUROS for payment
of The PAY ORDERS – Fee Agreement- attached herewith to the EUR and USD MANDATES,
FACILITATORS & BENEFICIARIES/INTERMEDIARIES, to the nominated bank accounts indicated in
the Pay Orders, by SWIFT WIRE TRANSFER. All payments to facilitators wire transfers shall state the
FOLLOWING instruction:
“FOR IMMEDIATE CREDIT- instant cash payment - same day value”
And, it is in full force and effect until completion of the transaction and it is legally binding upon the
Parties signatories, their heirs, successors and assigns, agents, principals, attorneys and all associated
Parties involved in this contract transaction.
3. CODES OF IDENTIFICATION: The Parties to this contract agree that all documents related to this
transaction shall indicate the codes as indicated herein. And, the codes shall not be changed during
the term of this transaction contract, including all rollovers, renewals, extensions and all additions.
4. UNAUTHORIZED BANK COMMUNICATION: Neither Party is allowed to contact the Bank of the
other Party without the authorization of the Party whose Bank is to be contacted. Any unauthorized
contact act is breach of this contract.
5. TAXES, INSTITUTIONAL COSTS: Both Parties hereto individually and separately accept liability of
taxes, imposts, levies, duties or charges that may be applicable in the execution of their
respective roles in this transaction.
6. PENALTY CLAUSE FOR NON-PERFORMANCE: Should any of the Parties herein fail to perform
as required by this contract, once signed, and after the Term of Validity thereof had expired, then,
the failing Party shall indemnify the other Party for an amount of the 1% of the total quantity of the
transaction; and one percent of said one [1%] percent shall be paid and equally distributed, to
each of the facilitators that made the introduction of the signatories possible, if the non-defaulting
signatory to the contract files a default claim, if not, then, the one [1%] percent shall be paid to the
facilitators only. The facilitators have the right to make a legal claim for such amount of one [1%]
percent as it applies, of the total amount contracted, in any court of jurisdiction against the party
failing to perform.
7. LAW AND ARBITRATION: This contract is a full recourse commercial commitment enforceable
under the laws of jurisdiction of the countries where this transaction is effectuated, and any dispute
is to be resolved under the ICC rules for arbitration, unless the aggrieved party takes legal
action in a court of jurisdiction. The Swiss, British or any European Union Country Law shall be the
applicable law, as the aggrieved Party may choose, and shall govern the interpretation, construction,
enforceability, performance, execution, validity and any other such matters regarding this
contractual agreement. The Parties hereto acknowledge and agree that any discrepancy and/or
dispute in application of this Agreement will be solved amicably, but if this is not possible, the
arbitration procedure is to be followed.
8. This contract 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 contract be
considered invalid or unenforceable, then, the reminder of this contract shall not be affected and
shall be enforced to the greatest extend permitted by law.
10. EDT- ELECTRONIC DOCUMENT TRANSMITTAL & COUNTERPARTS: This contract may be
executed in multiple copies at different times and places, each being considered an original and
binding. All facsimile / electronic transmittal/ communications relating to this transaction and which
are mutually accepted by the Parties, shall be deemed legally binding and enforceable documents
for the duration of the transaction.
11. FORCE MAJEURE: The “FORCE MAJEURE” exception clause of the International Chamber of
Commerce (ICC Publication No. 421) is hereby incorporated and made an integral part of this
agreement. A party cannot be held in default if the reason is caused by force Majeure. Case may be,
when executed by both PARTIES.
IN WITNESS WHEREOF, The undersigned have read this document and had advise of its legality and
after understanding the content of this contract written in the English language, by knowledge of the
language or by professional translation to the party’s language and legal advise, and initialed all the pages of
this contract and, fully understand and agree that its execution constitutes an acceptance of all of its
mutually protective covenants, terms and conditions, and is lawfully binding upon the “Parties”, and their
legal heirs, successors, representatives and assignees.
USD-P’s Initials: Page 5 of 20 Pages EUR-P’s Initials:
EURO P’S CODE: XXXXXXXXXXXXXXX
USD P’S CODE:
TRANSACTION CODE: XXXXXXXXXXXXXXXXXXXXXXXXXXX
CONTRACT CODE:
SECURITY CODE :
I HEREBY SWEAR UNDER THE INTERNATIONAL LAWS OF PERJURY AND FRAUD THAT THE INFORMATION
PROVIDED BY ME HEREIN IS ACCURATE AND TRUE AND THAT I HAVE READ AND UNDERSTOOD THE FULL
CONTRACT. SIGNED AND SEALED ON THE DATE INDICATED BELOW BY THE SIGNATURE.
NAME :
PASSPORT Nº :
DATE OF EXPIRY :
COUNTRY OF ISSUE :
TITLE :
I HEREBY SWEAR UNDER THE INTERNATIONAL LAWS OF PERJURY AND FRAUD THAT THE INFORMATION
PROVIDED BY ME HEREIN IS ACCURATE AND TRUE AND THAT I HAVE READ AND UNDERSTOOD THE FULL
CONTRACT. SIGNED AND SEALED ON THE DATE INDICATED BELOW BY SIGNATURE:
NAME :
PASSPORT Nº :
DATE OF EXPIRY :
COUNTRY OF ISSUE :
TITLE :
ANNEX “A”
USD PRINCIPAL’S BANKING COORDINATES:
BANK NAME :
BANK ADDRESS :
ACCOUNT NAME :
ACCOUNT N° :
IBAN CODE :
BANK OFFICER :
TELEPHONE N°. :
FACSIMILE N° :
E-MAIL BANK :
BANK ADDRESS :
ACCOUNT NAME :
ACCOUNT N° :
IBAN CODE :
BANK OFFICER :
CONTRACT ID :
TELEPHONE N° :
FACSIMILE N° :
E-MAIL :
ANNEX “B”
THE TRANCHE SCHEDULE (ALL AMOUNTS BELOW ARE IN USD): FIRST TRANCHE SHALL
INITIATE XX DAY OF FABRUARY, 2010.
2. Day 1
3. Day 1 1 BI 1 BI
4. Day 1 AS AGREE
5. Day 1
6. Day 1
Week_02
7. Day 1
8. Day 1
9. Day 1
10. Day 1
11. Day 1
Week_03
12. Day 1
13. Day 1
14. Day 1
15. Day 1
16. Day 1
Week_04
17. Day 1
18. Day 1
19. Day 1
20. Day 1
21. Day 1
Week_05
22. Day 1
23. Day 1
24. Day 1
25. Day 1
TOTAL ===> TOTAL OPEN ====>>
THE FOLLOWING TRANCHES WILL BE IN THE AMOUNT OF $49,500,000 USD. ADDITIONAL TRANCHES
WILL BE IN THE SAME AMOUNTS.
ANNEX “C”
USD-P’s Initials: Page 8 of 20 Pages EUR-P’s Initials:
EURO P’S CODE: XXXXXXXXXXXXXXX
USD P’S CODE:
TRANSACTION CODE: XXXXXXXXXXXXXXXXXXXXXXXXXXX
CONTRACT CODE:
SECURITY CODE :
ON THE MATTERS OF THE TRANSACTION CODE INDICATED HEREIN FOR THE EXCHANGE OF US DOLLARS
AGAINST EUROS IN THE TOTAL CONTRAT AMOUNT OF 5 BI USD WITH ROLLS AND EXTENSIONS AND A
TOTAL BONUS OF 5% TO BE PAID IN FEES,
FEES PAID BY THE EURO PRINCIPAL TO THE US DOLLAR SIDE BENEFICIARIES PAYMASTER:
A) USD SIDE : 2.5% SELLER SIDE COMMISSION OF THE CONTRACT TOTAL AMOUNT
A) USD SIDE
A1) PAYMASTER RECEIVING 2.5 % USD SELLER SIDE OF THE TOTAL CONTRACT
VALUE (XXXXXX PERCENT)
Beneficiary
Passport Nº
Bank Name:
Bank Address:
SWIFT Code:
Account Name:
Account No:
IBAN Code:
Telephone No:
Facsimile No:
Bank Officer:
B EURO SIDE
2.5% Euro side fees is split as follow:
B1) PAYMASTER RECEIVING 1,25% EUR BUYER SIDE OF THE TOTAL CONTRACT
VALUE (XXXXXX PERCENT)
Paymaster: usd Mandate AND GROUP
Beneficiary 1,25%
Passport Nº:
Bank Name:
Bank Address:
SWIFT Code:
Account Name:
Account No:
IBAN Code:
Telephone No:
Facsimile No:
Bank Officer:
Beneficiary
B1-2) PAYMASTER RECEIVING 1,25% EUR BUYER SIDE OF THE TOTAL CONTRACT
VALUE (XXXX PERCENT)
PAYMASTER: 0,83% EURO Mandate
Paymaster XX%
Passport Nº:
Bank Name:
Bank Address:
SWIFT Code:
Account Name:
Account No:
IBAN Code:
Telephone
Facsimile No:
Bank Officer:
Beneficiaries:
Paymaster XXX %
Passport Nº:
Bank Name:
Bank Address:
SWIFT Code:
Account Name:
Account No:
IBAN Code:
Telephone
Facsimile No:
Bank Officer:
BENEFICIARIES:
BANK
SEAL
BANK
SEAL
SIGNATURE OF BANK OFFICER: ___________________
NAME OF BANK OFFICER: _________________________
NAME OF BANK: __________________________________
TEL. / FAX: ________________________________________
DATE: _____/ _____/ 2010
BANK ADDRESS :
ACCOUNT NAME :
ACCOUNT N° :
IBAN CODE :
BANK OFFICER :
CONTRACT ID :
TELEPHONE N° :
FACSIMILE N° :
E-MAIL :
WE, THE UNDERSIGNED HEREWITH IRREVOCABLY AGREE THAT ALL RULES AND
REGULATIONS OF I.C.C. 400/500/600 OR ITS LATEST EDITION REGARDING
CONFIDENTIALITY, NON-CIRCUMVENTION AND NON-DISCLOSURE APPLIES TO ALL
PARTIES OF THE AGREEMENT AND THE SAID RULES AND REGULATIONS SHALL
REMAIN IN FULL FORCE FOR A PERIOD OF FIVE (5) YEARS FROM THE DATE OF THIS
AGREEMENT, WITH EXTENSIONS TO BE AGREED UPON.
WE, THE UNDERSIGNED HEREWITH IRREVOCABLY AGREE THAT I.C.C. RULES AND
REGULATIONS SHALL GOVERN THIS AGREEMENT AND THAT ALL ENTITLEMENTS
UNDER THIS PAY-ORDER SHALL INCLUDE THE ENTIRE TRANSACTION NAMES
HEREIN AND ANY FURTHER EXTENSIONS, ROLLOVERS OR NEGOTIATED
TRANSACTIONS LEADING TO NEW CONTRACTS UNDER NEW TRANSACTION CODES
BETWEEN BUYER/BUYER’S MANDATE AND SELLER/SELLER’S MANDATE.
A) THAT OUR BANK SHALL PROVIDE THE BENEFICIARIES BY FAX OR EMAIL, ALL
PAYMENT INTRUCTIONS AND DOCUMENTATIONS UPON CLOSING OF EACH
AND EVERY TRANCHE OF THE REFERENCED TRANSACTION.
SIGNATURE: __________________________
NAME :
PASSPORT Nº :
USD-P’s Initials: Page 16 of 20 Pages EUR-P’s
Initials:
EURO P’S CODE: XXXXXXXXXXXXXXX
USD P’S CODE:
TRANSACTION CODE: XXXXXXXXXXXXXXXXXXXXXXXXXXX
CONTRACT CODE:
SECURITY CODE :
DATE OF EXPIRY :
COUNTRY OF ISSUE :
TITLE :
SIGNATURE: ___________________________
NAME :
PASSPORT Nº :
DATE OF EXPIRY :
COUNTRY OF ISSUE :
TITLE :
ANNEX “D”
The USD Provider and the EURO P presents the legal tender United States Dollars (USD) and
EUROS available in a bank and warrants under penalty of perjury laws of jurisdiction as it applies,
that the US DOLLAR and EURO funds are totally derived from legal sources and not from any
illegal drug traffic or money laundering activities, terrorist group or association and neither from any
other criminal activity, and confirms that the funds are good, clean, clear, of non-criminal origin,
free from any liens and taxes, freely transferable to be exchanged for Euros (EURO) and USD
The parties must follow the guidelines provided by the rules of the banks on the Anti-Terrorism Act
and the U.S.A. Patriot Act I and II. The USD-PR and EURO-PR will not be held responsible for any
harmful money laundering.
Each Party, individually and separately, accepts liabilities on taxes, import, levies, duties or
charges that may be applicable while in the execution of their institutional role.
SIGNATURE:_________________ SIGNATURE:__
_________________
NAME: NAME:
PASSPORT Nº: PASSPORT Nº:
EURO Mandate
SIGNATURE:___________________
NAME:
Passport No: