Management Agreement Code: <<>> Between <<>> Represented by Mr. <<>>, CEO And FT Asset Management KB Represented by: Mr. J.J. van der Most, CEO and Assigns Dated this 29 July 2017 Confidential Confidential FT Asset Management KB Frejgatan 13-1478 1 14 79 Stockholm, Sweden Office: +46 8 559 24 067 [email protected] Confidential: Yes, 25 Years Public: no Circumvention: only involved people Transaction code: KTT_SHISHITA_FTAM_170103 Date: 29 July 2017 This Management Agreement with the reference code: <<>> (the “Agreement”) is made in full and unanimous agreement on 29 July 2017 by and between CLIENT (“CLIENT”) Represented by: <<>> Passport: Address: Tel: Fax: Mob: Email address: Skype: Mr.<<>>, CEO <<>> <<>> +<<>> +<<>> +<<>> <<>> <<>> “CLIENT BANK” Bank Name: Bank Address: Bank Telephone: Beneficiary: Beneficiary Account: Beneficiary Address: BIC / SWIFT Code: Telex Code: Website: <<>> <<>> +<<>> <<>> <<>> <<>> <<>> <<>> <<>> FT Asset Management KB or Assigns (“FTAM”) Represented by : Mr. J.J. van der Most, CEO Dutch passport: BD6B30L15 Address: Frejgatan 13-1478, 1 14 79 Stockholm, Sweden Mobile Number: +31 6 832 565 86 Telephone Number: +46 8 559 24 067 Skype: jjvdmost Email: [email protected] Each is referred to herein as a “Party” and collectively the “Parties”. Page 2 of 12 FT Asset Management KB Frejgatan 13-1478 1 14 79 Stockholm, Sweden Office: +46 8 559 24 067 [email protected] Confidential: Yes, 25 Years Public: no Circumvention: only involved people Transaction code: KTT_SHISHITA_FTAM_170103 Date: 29 July 2017 After all considerations and after consulting all people and companies that we saw fit, we have come to an harmonious and unanimous agreement on the following. WHEREAS 1: The Parties hereby agree to engage in a series of investment programs, of varying terms, to be conducted at global banks as required and, WHEREAS 2: Parties agree and confirm that all numbers, figures and statistics in this contract are provided on best efforts and historical basis. Nothing can be seen as raising expectations and does not provide any claims or solid promises. WHEREAS 3: CLIENT will provide Asset as described on page 3 as collateral. On basis of this position, FTAM will accept the funds under management and implement transactions at its own discursion. WHEREAS 4: CLIENT will allow third parties, like other bank, perform verifications and compliance processed on Asset. WHEREAS 5: In this contract the General Contract Conditions apply. These can be found: www.FTAssetManagement.com/documents/General Contract Conditions.pdf The part of this page was intentionally left empty Page 3 of 12 FT Asset Management KB Frejgatan 13-1478 1 14 79 Stockholm, Sweden Office: +46 8 559 24 067 [email protected] Confidential: Yes, 25 Years Public: no Circumvention: only involved people Transaction code: KTT_SHISHITA_FTAM_170103 Date: 29 July 2017 Under this contract, the following steps will be taken: 1. This contract will be signed and lodged with respective financial institutions. 2. Within 2 (Two) international banking after step 1 days FTAM will send the pre-advice as in shown in Addendum 2. 3. Within 2(Two) international banking days after step 2 <<CLIENT BANK>>, on behalf of their client <<BENEFICIARY>> will answer with TELEX PRE-ADVICE – SAME DAY CREDIT CONFIRMATION Wire Format MT199 as shown in Addendum 3. This is vital; without this step the next step cannot take place. 4. Within 2(Two) international banking days after step 3, FTAM will the first MT103 FUNDS VIA TELEX as shown in Addendum 4. 5. <<CLIENT BANK>>will credit the account of <<BENEFICIARY>> the same day the MT103 FUNDS VIA TELEX message comes in. 6. Within 1 (One) international banking day after step 5 and the account has been credited, FTAM will send the next message until all 6 (Six) messages have been send. 7. After <<CLIENT BANK>>has credited the account, <<BENEFICIARY>> will distribute the money according to Addendum 1. 8. The transactions that FTAM will implement on behalf of CLIENT, will be clipped to this contract. The part of this page was intentionally left empty Page 4 of 12 FT Asset Management KB Frejgatan 13-1478 1 14 79 Stockholm, Sweden Office: +46 8 559 24 067 [email protected] Confidential: Yes, 25 Years Public: no Circumvention: only involved people Transaction code: KTT_SHISHITA_FTAM_170103 Date: 29 July 2017 This Strategic Agreement shall be withdrawn by the FT Asset Management KB if not fully executed by the receiving party within Fourteen (14) International Business Days from the contract date affixed hereto. IN WITNESS WHEREOF, the parties hereto declare that they have read and understood this Agreement and are fully aware of the interpretation of all of the provisions, terms, and conditions herein and further that they have signed by their hand below, and have accepted and approved all covenants, terms, and conditions of this Agreement this 29 July 2017 For and on behalf of CLIENT For and on behalf of FT Asset Management KB By:_____________________ Mr. <<>> CEO <<>> Passport No <<>> Expiry Date: <<>>> By: ____________________ Mr. J.J. van der Most, CEO Dutch Passport: BD6B30L15 Expiry Date: 20 Jan 2025 EDT (Electronic document transmissions) shall be deemed valid and enforceable in respect to any provisions of this Contract. As applicable, this agreement shall be Incorporate U.S. Public Law 106-229, “Electronic Signatures in Global and National Commerce Act” or such other applicable law conforming to the UNICITRAL Model Law on Electronic Signature (2201) and 2-Electronic Commerce Agreement (ECE/TRADE/25, Geneva, May 2200) adopted by the United Nations Centre for Trade Facilitation and Electronic Business (UN/CEFACT). 3-EDT documents shall be subject to European Community Directive No. 95/46/EEC, as applicable. Either Party may request a 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 form performing their respective obligations and duties under EDT. Page 5 of 12 FT Asset Management KB Frejgatan 13-1478 1 14 79 Stockholm, Sweden Office: +46 8 559 24 067 [email protected] Confidential: Yes, 25 Years Public: no Circumvention: only involved people Transaction code: KTT_SHISHITA_FTAM_170103 Date: 29 July 2017 Addendum 1 Distribution of funds The funds that where send by FT Asset Management will be distributed according to the following schedule: 1. All applicable taxes and costs will be taken off. 2. Bank charges will be paid. 3. Intermediaries / brokers will be paid. 4. CLIENT and <<BENEFICIARY>> will be entitled to 10% draw down immediately. 5. FT Asset Management will draw down 5% immediately. FT Asset Management will make sure that the balance will stay on the account. As quickly as possible FT Asset Management will start to implement non-depleting structure buy-sell transactions with a low risk profile. This will bring the principle capital back to 100% After that FT Asset Management will continue to implement these transactions and will start using the profits to finance humanitarian focussed projects. This all can be done in combination with CLIENT and <<BENEFICIARY>>. Page 6 of 12 FT Asset Management KB Frejgatan 13-1478 1 14 79 Stockholm, Sweden Office: +46 8 559 24 067 [email protected] Confidential: Yes, 25 Years Public: no Circumvention: only involved people Transaction code: KTT_SHISHITA_FTAM_170103 Date: 29 July 2017 Addendum 2 TELEX PRE-ADVICE - Wire Format MT199 FROM: INSTITUTION NAME ORG. NUMBER BUSINESS ADDRESS TELEX CODE ACCOUNT NAME ACCOUNT NO. OFFICER NAME MOBILE NO. PHONE/FAX NO. E-MAIL ADDRESS : FT ASSET MANAGEMENT KB (“FTAM”) : 969777-7549 : FREJGATAN 13-1478, SE-114 79 STOCKHOLM, SWEDEN : 210545 FTAMSW G : MOST INVESTMENTS B.V. : 40111 : MR. J.J. VAN DER MOST : +31 6 832 565 86 : +46 8 44 683 652 : [email protected] TO: BANK NAME BANK ADDRESS WEBSITE ACCOUNT NAME ACCOUNT NO. BIC / SWIFT CODE TELEX CODE PHONE FAX BANK OFFICER NAME BANK OFFICER E-MAIL : <<>> : <<>> : <<>> : <<BENEFICIARY>> : <<>> : OTJKTJ22 : <<>> : <<>> : <<>> : : WE, THE UNDERSIGNED, FOR AND ON BEHALF OF FT ASSET MANAGEMENT KB, FREJGATAN 13-1478, SE-114 79 STOCKHOLM, SWEDEN AT THE INSTRUCTION OF OUR CUSTOMER MOST INVESTMENTS B.V. WITH ACCOUNT NUMBER 40111, IN THE FORM OF A PRE-ADVICE HEREBY CONFIRM THAT WE ARE READY TO SEND THE FOLLOWING: 6 (SIX) TIMES 1 (ONE) MESSAGE PER DAY CONTAINING AN MT103 SINGLE CUSTOMER CREDIT TRANSFER, STARTING ON THE DAY YOU RESPOND TO THIS LETTER. THE VALUE PER EACH MESSAGE IS €50,000,000.00 (FIFTY MILLION EURO) FOR A TOTAL OF €300,000,000.00 (THREE HUNDRED MILLION EURO), WHICH WILL BE SENT VIA TELEX (TT) TO YOUR CUSTOMER <<BENEFICIARY>> DESIGNATED ACCOUNT NUMBER <<>>]. PLEASE CONFIRM YOUR READINESS TO RECEIVE OUR MT103 FORMAT VIA TELEX DELIVERY AS PER THE ATTACHED VERBIAGE HEREIN AND COMMITMENT FOR SAME DAY CREDIT. THIS PRE-ADVICE CONFIRMATION LETTER MAY BE VERIFIED BY THE FOLLOWING OFFICERS: FOR AND BEHALF OF FT ASSET MANAGEMENT KB AUTHORIZED SIGNATORY: AUTHORIZED SIGNATORY: BANK OFFICER BANK OFFICER CODE CODE Page 7 of 12 FT Asset Management KB Frejgatan 13-1478 1 14 79 Stockholm, Sweden Office: +46 8 559 24 067 [email protected] Confidential: Yes, 25 Years Public: no Circumvention: only involved people Transaction code: KTT_SHISHITA_FTAM_170103 Date: 29 July 2017 Addendum 3 TELEX PRE-ADVICE – SAME DAY CREDIT CONFIRMATION Wire Format MT199 FROM: BANK NAME BANK ADDRESS WEBSITE ACCOUNT NAME ACCOUNT NO. BIC / SWIFT CODE TELEX CODE PHONE FAX BANK OFFICER NAME BANK OFFICER E-MAIL TO: INSTITUTION NAME ORG. NUMBER BUSINESS ADDRESS TELEX CODE ACCOUNT NAME ACCOUNT NO. OFFICER NAME MOBILE NO. PHONE/FAX NO. E-MAIL ADDRESS : <<>> : <<>> : <<>> : <<BENEFICIARY>> : <<>> : <<>> : <<>> : +<<>> : +<<>> : : : FT ASSET MANAGEMENT KB : 969777-7549 : FREJGATAN 13-1478, SE-114 79 STOCKHOLM, SWEDEN : 210545 FTAMSW G : MOST INVESTEMENTS B.V. : 40111 : MR. J.J. VAN DER MOST : +31 6 832 565 86 : +46 8 44 683 652 : [email protected] WE, THE UNDERSIGNED FOR AND ON BEHALF OF <<CLIENT BANK>>, LOCATED AT <<>>, AT THE INSTRUCTION OF OUR <<BENEFICIARY>> HEREBY CONFIRM WITH FULL BANKING RESPONSIBILITY THAT WE ARE READY, WILLING AND ABLE TO RECEIVE YOUR MT103 FORMAT CASH PAYMENT TRANSFER TO BE TRANSMITTED VIA TELEX (TT) FOR AND ON BEHALF OF OUR CLIENT <<BENEFICIARY>> WITH ACCOUNT NUMBER <<>>. WE WILL ALSO SEE THIS AS SETTLEMENT, NO MONEY WILL FOLLOW. WE UNDERSTAND YOU WILL TRANSMIT 6 (SIX) TIMES, 1 (ONE) MESSAGE PER DAY WITH THE VALUE PER EACH MESSAGE OF €50,000,000.00 (FIFTY MILLION EURO) FOR A TOTAL OF €300,000,000.00 (THREE HUNDRED MILLION EURO) MT103 FORMAT SINGLE CUSTOMER SAME DAY CREDIT TRANSFER. WE HEREBY CONFIRM THE ATTACHED ACCEPTABLE VERBIAGE HEREIN AND PRESENT OUR COMMITMENT FOR SAME DAY CREDIT TO OUR CLIENT <<BENEFICIARY>>WITH ACCOUNT NUMBER <<>>. THIS PRE-ADVICE CONFIRMATION LETTER MAY BE VERIFIED BY THE FOLLOWING OFFICERS: FOR AND ON BEHALF OF <<>> AUTHORIZED SIGNATORY: AUTHORIZED SIGNATORY: BANK OFFICER BANK OFFICER CODE CODE Addendum 4 SPECIMEN OF MT103 FUNDS VIA TELEX Page 8 of 12 FT Asset Management KB Frejgatan 13-1478 1 14 79 Stockholm, Sweden Office: +46 8 559 24 067 [email protected] Confidential: Yes, 25 Years Public: no Circumvention: only involved people Transaction code: KTT_SHISHITA_FTAM_170103 Date: 29 July 2017 DATE: 29 July 2017 MT103 SINGLE CUSTOMER CREDIT TRANSFER PRIORITY: URGENT, SAME DAY CREDIT SENDER'S BANK DETAILS: FT ASSET MANAGEMENT KB FREJGATAN 13-1478 SE-114 79 STOCKHOLM, SWEDEN MOST INVESTMENTS B.V. 40111 Mr. J.J. VAN DER MOST +31 6 832 565 86 +46 8 44 683 652 +46 8 44 683 652 [email protected] 210545 FTAMSW G Bank / Institution Name Bank / Institution Address RECEIVER'S BANK DETAILS: <<>> <<>> Account Name Account Number Officer Name Officer Mobile No. Officer Telephone No. Officer Facsimile No. Officer E-mail Address Telex Code: <<>> <<>> <<>> <<>> +<<>> +<<>> <<>> <<>> FOR VALUE RECEIVED WE, FT ASSET MANAGEMENT KB, ADDRESS AT FREJGATAN 13-1478, SE-114 79 STOCKHOLM, SWEDEN, WITH FULL OUR INSTITUTION RESPONSIBILITY HEREBY PRESENT OUR UNCONDITIONAL, IRREVOCABLE, ASSIGNABLE, TRANSFERABLE AND NON-CALLABLE CASH BACKED MT103 TELEGRAPHIC TRANSFER IN FAVOR OF <<BENEFICIARY>> WITH ACCOUNT NUMBER: <<>> IN THE AMOUNT OF €50,000,000.00 (FIFTY MILLION EURO). WE HEREBY CONFIRM THAT THESE FUNDS ARE GOOD, CLEAN AND CLEARED FUNDS OF NON-CRIMINAL ORIGIN, ARE FROM A LEGAL SOURCE. THIS IRREVOCABLE MT103 WIRE TRANSFER IS BINDING FULLY PERFORMED DUE BILL AND IMMEDIATELY CALLABLE ON US FOR CASH PAYMENT. WE CONFIRM THAT THE PAYMENT SHOULD BE RELEASED IMMEDIATELY, WITH SAME DAY CREDIT AND VALUE. THIS UNCONDITIONAL, IRREVOCABLE, ASSIGNABLE, TRANSFERABLE AND NON CALLABLE MT103 TT (TELEGRAPHIC TRANSFER) IS VALID FOR SAME DAY PAYMENT, THE DAY OF RECEIPT. THIS IS AN OPERATIVE INSTRUMENT FOR AND ON BEHALF OF FT ASSET MANAGEMENT KB, SUBJECT TO THE INTERNATIONAL REMITTANCE REGULATIONS AND SUBJECT TO EXTERNAL BANK ACCOUNT PAYMENT, AND CAN BE VERIFIED AND AUTHENTICATED BY TELEX, FAX OR E-MAIL, AND NO HARD COPY WILL FOLLOW. PLEASE ADVISE THE BENEFICIARY OF THIS FUNDS TRANSFER. FOR AND ON BEHALF OF FT ASSET MANAGEMENT KB: AUTHORIZED OFFICER 1: ID NO. / DESIGNATION / TEL AUTHORIZED OFFICER 2: ID NO. / DESIGNATION / TEL --------------------------------------------------- END OF TELEX MESSAGE --------------------------------------------------- Page 9 of 12 FT Asset Management KB Frejgatan 13-1478 1 14 79 Stockholm, Sweden Office: +46 8 559 24 067 [email protected] Confidential: Yes, 25 Years Public: no Circumvention: only involved people Transaction code: KTT_SHISHITA_FTAM_170103 Date: 29 July 2017 Addendum 5 FT ASSET MANAGEMENT DATASHEET Business name: Address: BIC/SWIFT Code: Website: Phone (land line): County of registration: Registration number: FT Asset Management KB ("Kommanditbolag" = Limited Partnership) Frejgatan 13-1478, 1 14 79 Stockholm, Sweden ASGASES1 (for verifications only) www.ftassetmanagement.com +46 8 44 683 652 Stockholm 969777-7549 Date of registration: 16th December 2015 Verify with Chamber of Commerce, Sweden: https://foretagsfakta.bolagsverket.se You may want to download: Certificate of Registration: http://www.ftassetmanagement.com/documents/Certificate%20of%20Registration.pdf Register against Money Laundering: http://www.ftassetmanagement.com/documents/Register%20against%20Money%20Laudering.pdf Registration of Trustee: http://www.ftassetmanagement.com/documents/Registration%20of%20Trustee.pdf Betula Holding (Seychelles) is one of the holding companies: http://www.ftassetmanagement.com/documents/Betula_Holding_Ltd_Registration_documents.pdf Calibri Pte Ltd (Singapore) is the other one: Company Name: CALIBRI PTE. LTD. Registered Address: 30 CECIL STREET #19-08, PRUDENTIAL TOWER, SINGAPORE (049712) Registration No.: 201540362R Start date: 12 Nov 2015 It is also possible for anyone to verify your legal good standing at www.bizfile.gov.sg. Below is a screen shot of a search result on "CALIBRI". Page 10 of 12 FT Asset Management KB Frejgatan 13-1478 1 14 79 Stockholm, Sweden Office: +46 8 559 24 067 [email protected] Confidential: Yes, 25 Years Public: no Circumvention: only involved people Page 11 of 12 Transaction code: KTT_SHISHITA_FTAM_170103 Date: 29 July 2017 FT Asset Management KB Frejgatan 13-1478 1 14 79 Stockholm, Sweden Office: +46 8 559 24 067 [email protected] Confidential: Yes, 25 Years Public: no Circumvention: only involved people Transaction code: KTT_SHISHITA_FTAM_170103 Date: 29 July 2017 Addendum 6 Company information <<BENEFICIARY>> Addendum 7 Company information CLIENT Addendum 8 Passport (Name owner) <<BENEFICIARY>> Addendum 9 Passport Mr. <<>> Page 12 of 12
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