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Doa - 63.5T - L2L - Hipercapital Finance - Octubre 2023

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0% found this document useful (0 votes)
117 views12 pages

Doa - 63.5T - L2L - Hipercapital Finance - Octubre 2023

doa l2l
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
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INVESTMENT AGREEMENT THROUGH CASH FUNDS FOR PROJECTS

LEDGER TO LEDGER CASH TRANSFERS (L2L)


Agreement Number: 00568514/251023/HF-07
Transaction Code: HF: ZURICHZ/UBSAG: 104-2023
This Agreement on the Delivery of Cash Funds for Investments (hereinafter referred to as the
"Agreement"), becomes legally effective as of October 25th, 2023 which is entered into by and betweenthe
following Parties:
BY AND BETWEEN:
PARTY “A”| SENDER |PROVIDER:
COMPANY NAME HIPERCAPITAL FINANCE

COMPANY ADDRESS CALLE ESTEPONA 3 BAJO, GRANADA


REGISTRATION NUMBER B65768590
REPRESENTED BY Mr. PEDRO ABRAMO RODRIGUEZ
PASSPORT NUMBER PAQ187018
PLACE OF ISSUE SPAIN
PASSPORT ISSUE DATE 28.02.2023
PASSPORT EXPIRY DATE 28.02.2033
With full legal and corporate authority to sign this Agreement, hereinafter referred to as the "FIRST PARTY",
PARTY “B” | RECEIVER | ASSET MANAGER:
SIGNED FOR AND ON BEHALF OF PARTY “B” (RECEIVER):
COMPANY NAME
COMPANY ADDRESS
REGISTRATION NUMBER
REPRESENTED BY
PASSPORT NUMBER
PLACE OF ISSUE
PASSPORT ISSUE DATE
PASSPORT EXPIRY DATE
Hereinafter referred to as “PARTY B” or the “RECEIVER “
ND
With full legal and corporate authority to sign this Agreement, hereinafter referred to as the "SECOND
PARTY".
Hereinafter jointly referred to as “THE PARTIES”.
WHEREAS, Party “A” hereby declares, under penalty of perjury, that the funds engaged in this transaction
are good, clean, clear, and of non-criminal origin, are free and clear of all liens and third-party interest.
1. DESCRIPTION OF TRANSACTION:
TYPE OF INSTRUMENT LEDGER TO LEDGER TRANSFER

TOTAL FACE VALUE (TFV) €63,500,000,000,000.00 (Sixty-Three Trillion, Five hundred Billion Euros) with Rolls
& Extensions.
FIRST TRANCHE €63,500,000,000,000.00 (Sixty-Three Trillion, Five hundred Billion Euros) with Rolls
& Extensions.
SUBSEQUENT TRANCHES Tranche schedule for full amount to be attached with this DOA.
SHARE RATIO Sender side - TBA / Receiver side - TBA
DELIVERY METHOD LEDGER TO LEDGER via Server transfer of funds
DISBURSEMENT METHOD SWIFT MT103 CASH TRANSFER or T/T to Project Beneficiaries & Consultants
PAYMENT DURATION Hours after the download of funds into the account

PARTY "A" INTIALS Page 1 of 11 PARTY "B" INTIALS


INVESTMENT AGREEMENT THROUGH CASH FUNDS FOR PROJECTS
LEDGER TO LEDGER CASH TRANSFERS (L2L)
Agreement Number: 00568514/251023/HF-07
Transaction Code: HF: ZURICHZ/UBSAG: 104-2023
2. BANKING COORDINATES:
PARTY “A”’S BANKING COORDINATES:

TRANSACTION CODE: HF:ZURICHZ/UBSAG:104-2023


BANK NAME UBS AG
BANK ADDRESS BAHNHOFSTRASSE 34-45 ZURICH AZ BAZIR
ACCOUNT NAME HIPERCAPITAL FINANCE
ACCOUNT NO. CH 0600 2402 4020 0802 00A
SWIFT CODE UBSWCHZH80A
SERVER ID : K8HGTXN0OEMD6G
SERVER IP : 193.5.110.18
COMMON SERVER IP : 193.5.110.18 / ebanking-ch2.ubs.com
TRANSACTION ID : HYTGBNH65
IMAD NO. : UBSAG8863
REFERENCE NO. : M530-7825-9069
NIQUE TRANSACTION REFERENCE : M5307-8259-06934200314
BANK NAME : UBS AG
BANK ADDRESS : BAHNHOFSTRASSE 34-45 ZURICH AZ BAZIR
SWIFT CODE : UBSWCHZH80A
ACCOUNT NAME : HIPERCAPITAL FINANCE
IBAN CODE : CH 0600 2402 4020 0802 00 A
ACCOUNT NO : 24020080200A
BANK NAME : UBS AG
BANK ADDRESS : BAHNHOFSTRASSE 34-45 ZURICH AZ BAZIR
ACCOUNT NAME : HIPERCAPITAL FINANCE
ACCOUNT NO /EURO : 24020080200A
SWIFT / BIC CODE : UBSWCHZH12A
System Operators Contact details:

AMOUNT : 63,5 TRILLIONS


UTR : mOiTvFsWeR
Clive Ping : // onup-ubs-666.315
AGREEMENT AMOUNT 63,5TRILLIONS
FIRST TRANCHE 63,5 TRILLIONS

PARTY "A" INTIALS Page 2 of 11 PARTY "B" INTIALS


INVESTMENT AGREEMENT THROUGH CASH FUNDS FOR PROJECTS
LEDGER TO LEDGER CASH TRANSFERS (L2L)
Agreement Number: 00568514/251023/HF-07
Transaction Code: HF: ZURICHZ/UBSAG: 104-2023

2.1. PARTY “B”’S BANKING COORDINATES:


Company Name:
Company Address:
Represented by:
Passport Number | Issued Place:
Bank Name:
Bank Address:
Authorized Signatory:
SWIFT Code:
Account Name:
Account Number / IBAN:
Subaccount Number:
Bank Officer Name:

3. BANK LEDGER TO LEDGER (L2) PROCEDURES (GENERAL):


3.1. PARTY “A”/SENDER and PARTY “B”/RECEIVER, execute, sign and seal this contract which there by
automatically becomes a full commercial recourse contract on the date of the signing by both Parties.
3.2. Immediately following the completion of all fields in this contract and its signing by the
PARTIES, whereas, Party “A” guarantee that the Euro Funds are good, clean, able to be transferred freely
and of non-criminal origin, derived from legitimate business, without any liens or encumbrances. The funds
belonging to the provider shall be remitted through Deutsche Bank internal LEDGER to LEDGER procedures.
3.3. After this contract signed and exchanged between the both Parties, PARTY “A”/SENDER will provide a
Screenshot of the said fund already uploaded in Sender”s Bank Server and upon receipt of this Screenshot
PARTY “B”/RECEIVER will request his Bank Officer to verify the uploaded funds in Sender”s bank server. Upon
successful verification of the uploaded funds in Sender”s bank server Receiver will issue 2 (TWO) Bank Payment
Undertaking (BPU) totaling TBA (PERCENT) of the face value of this transaction. No other slip or document will
be provided.
3.4. This is an Internal Cash swap operated by Deutsche Bank itself, by internal LEDGER to LEDGER. Transfer
of funds are sent to the Receiver’s floating balance and then the Deutsche Bank Security Codes and Passwords
are added (Link and Channel codes). These codes have to be actively inputted/digitized by the Receiver’s
Bank Officer to accept the incoming Cash Funds, (posting in the commercial account of the Receiver), then
consolidate the incoming Cash Funds.
3.5. There will be no communication allowed between Sender Bank Officer and Receiver Bank Officer.
3.6. Whereas, Party “A”, as the Provider, coordinates with the Receiver the execution of this transaction until
it is successfully completed and monitors that all Parties involve shall comply with the procedures, terms, and
conditions specified in this contract.
3.7. Receiver must provide a Disbursement/Payment tranche schedule together with PGL.
4. NON-SOLICITATION
4.1. Receiver hereby confirms and declares that Sender, its shareholders, associates, representatives, any
person or persons on its behalf, have never solicited him, its shareholders, associates and representatives in
any way whatsoever that can be construed as a solicitation for this or any future transaction.
4.2. Any delay in or failure of performance by either Party of their respective obligations under this
Agreement shall constitute a breach here under and will give rise to claims for damages if, and to the extent
that such delays or failures in performance are not caused by an event of Force Majeure circumstance beyond
the control of such party.
4.3. The term of "Beyond the Control of Such Party", include Act of War, Rebellion, Fire, Flood, Earthquake
and other natural disasters, or any other cause not within the control of such party or which is by exercise of
reasonable diligence the party is unable to foresee or prevent or remedy.
5. REPRESENTATIONS AND WARRANTIES:
5.1. REPRESENTATIONS, ORGANIZATION: Each Party is duly organized, validly existing and in good

PARTY "A" INTIALS Page 3 of 11 PARTY "B" INTIALS


INVESTMENT AGREEMENT THROUGH CASH FUNDS FOR PROJECTS
LEDGER TO LEDGER CASH TRANSFERS (L2L)
Agreement Number: 00568514/251023/HF-07
Transaction Code: HF: ZURICHZ/UBSAG: 104-2023
standing under the laws of its jurisdiction of formation, with all requisite power and authority to enter into
this Agreement, to perform its obligations here under and conduct the present business of the Investment
Program and to develop projects as mutually agreed herein.
5.2. ENFORCEABILITY: This Agreement constitutes the legal, valid and binding obligation of such party
enforceable in accordance with its terms.
5.3. CONSENTS AND AUTHORITY: No consents or approvals are required from any governmental
authority or other person for it to enter into this Agreement. All actions 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 and granted.
5.4. 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 nor contravene the provisions of its organizational
documents, nor any other agreement or instrument by which it or its properties or assets are bound by any
law, rule, regulation, order or decree to which it or its properties or assets are-subject.
5.5. PARTIES AFFIDAVIT: Both Parties confirm that they have been afforded the opportunity to seek and
rely upon the advice of its/their own attorneys, accountants, and other professional advisers in connection
with the execution of this Agreement. In addition, both Parties understand and accept the whole content of
the present Agreement and shall honour its written conditions.
6. MISCELLANEOUS NOTICE(S) AND WARRANTIES: Modifications, amendments, addendums and/or
extensions to the present transaction/contract, if any, shall be executed by the two (2) authorized signatory
Parties, respectively. Such document/agreement, when signed and referenced to this agreement, whether
received by mail or facsimile transmission, as well as all and any facsimile, e- mail or photocopies of the true
original documents certified by both Parties hereto and/or Public Notary, shall be considered as an original,
both legally binding and enforceable for the term of this Agreement.
7. SPECIFIC PERFORMANCE AND 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.
8. PRIOR AGREEMENTS, CONSTRUCTION AND 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 Ventures Agreement, the provisions of the
applicable Joint Venture Agreement shall control.
9. AMENDMENTS: This Agreement may not be amended, altered, or modified except upon the unanimous
by instrument in writing and signed by each of Sender and Receiver.
10. 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.
11. 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.
12. APPLICABLE LAW AND JURISDICTION: This Agreement shall be governed by and construed in
accordance with the laws of the Paris. The Parties consent to the exclusive jurisdiction of the Paris shall be
preceded with the according to the principal of the ICC, with any civil action concerning any controversy,
dispute or claim arising out of or relating to this Agreement, or any other Agreement contemplated by, or
otherwise with respect to, this Agreement or the breach hereof, unless such court would not have subject
matter jurisdiction thereof, in which event the parties consent to the jurisdiction of the ICC as above indicated.
The Parties hereby waive and agree not to assert in any litigation concerning this Agreement the doctrine of
forum non- convenient.
13. TAXES: All payments to be made by Payor to each Master Paymaster, as per ANNEX-1 shall be all exempt
and free of any taxes, and all taxes shall be the sole responsibility of the Payor only.

PARTY "A" INTIALS Page 4 of 11 PARTY "B" INTIALS


INVESTMENT AGREEMENT THROUGH CASH FUNDS FOR PROJECTS
LEDGER TO LEDGER CASH TRANSFERS (L2L)
Agreement Number: 00568514/251023/HF-07
Transaction Code: HF: ZURICHZ/UBSAG: 104-2023

14. WAIVER OF JURY TRIAL: 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.
15. 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.
16. 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.
17. 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.
18. CURRENCY: Any exchange of funds between Sender and Receiver shall be made in the same currency
in which the Sender transferred the investment funds. In addition, all calculations, and procedures pursuant
to this Agreement, and any Joint Venture Agreement directly or indirectly related to this transaction, shall be
based on ICC regulations in Paris, France.

<<<<<<< Space Intentionally Left Blank >>>>>>>

PARTY "A" INTIALS Page 5 of 11 PARTY "B" INTIALS


INVESTMENT AGREEMENT THROUGH CASH FUNDS FOR PROJECTS
LEDGER TO LEDGER CASH TRANSFERS (L2L)
Agreement Number: 00568514/251023/HF-07
Transaction Code: HF: ZURICHZ/UBSAG: 104-2023

ACKNOWLEDGED, CONFIRMED AND ACCEPTED BY BOTH PARTIES ON 25th,, 2023


FOR AND ON BEHALF OF:

AGREED AND ACCEPTED ON BEHALF OF PARTY “A”|INVESTOR|SENDER:

Company Name: HIPERCAPITAL FINANCE

Represented by: Mr. PEDRO ABRAMO RODRIGUEZ


Passport Number: PAQ187018
Country of Issue: Spain
Date of Issue: 28.02.2023
Date of Expiry: 28.02.2033
AGREED AND ACCEPTED ON BEHALF OF PARTY “B”|PROVIDER|RECEIVER:

Company Name:
Represented By:
Passport Number:
Country of Issue:
Date of Issue:
Date of Expiry:

“ELECTRONIC SIGNATURE IS VALID AND ACCEPTED AS HAND SIGNATURE”


EDT (Electronic Document Transmissions) shall be deemed valid and enforceable in respect of any provisions of this Contract as applicable, this
AGREEMENT shall be:
1) 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
2) Electronic Commerce AGREEMENT (ECE/ TRADE/257, Geneva, May 2000) 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 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 SIGNATURE IS VALID AND LEGALLY BINDING


AS AN ORIGINAL IF TRANSMITTED IN SECURE AND CERTIFIED *. PDF FORMAT

PARTY "A" INTIALS Page 6 of 11 PARTY "B" INTIALS


INVESTMENT AGREEMENT THROUGH CASH FUNDS FOR PROJECTS
LEDGER TO LEDGER CASH TRANSFERS (L2L)
Agreement Number: 00568514/251023/HF-07
Transaction Code: HF: ZURICHZ/UBSAG: 104-2023

PARTY “A” SIGNATORY PASSPORT COPY

PARTY "A" INTIALS Page 7 of 11 PARTY "B" INTIALS


INVESTMENT AGREEMENT THROUGH CASH FUNDS FOR PROJECTS
LEDGER TO LEDGER CASH TRANSFERS (L2L)
Agreement Number: 00568514/251023/HF-07
Transaction Code: HF: ZURICHZ/UBSAG: 104-2023

PARTY “A” CORPORATE REGISTRATION COPY

PARTY "A" INTIALS Page 8 of 11 PARTY "B" INTIALS


INVESTMENT AGREEMENT THROUGH CASH FUNDS FOR PROJECTS
LEDGER TO LEDGER CASH TRANSFERS (L2L)
Agreement Number: 00568514/251023/HF-07
Transaction Code: HF: ZURICHZ/UBSAG: 104-2023

PARTY "A" INTIALS Page 9 of 11 PARTY "B" INTIALS


INVESTMENT AGREEMENT THROUGH CASH FUNDS FOR PROJECTS
LEDGER TO LEDGER CASH TRANSFERS (L2L)
Agreement Number: 00568514/251023/HF-07
Transaction Code: HF: ZURICHZ/UBSAG: 104-2023

PARTY "A" INTIALS Page 10 of 11 PARTY "B" INTIALS


INVESTMENT AGREEMENT THROUGH CASH FUNDS FOR PROJECTS
LEDGER TO LEDGER CASH TRANSFERS (L2L)
Agreement Number: 00568514/251023/HF-07
Transaction Code: HF: ZURICHZ/UBSAG: 104-2023

PARTY “B” SIGNATORY PASSPORT COPY

IN WITNESS WHEREOF THE PARTIES HEREUNDER HAVE HERETO EXECUTED THIS AGREEMENT
ON THIS SEPTEMBER 18th, 2023

FOR AND ON BEHALF OF:

AGREED AND ACCEPTED ON BEHALF OF PARTY “A”|INVESTOR|SENDER:

Company Name: HIPERCAPITAL FINANCE

Represented by: PEDRO ABRAMO RODRIGUEZ


Passport Number: AAG946775
Country of Issue: SPAIN
Date of Issue: 18-03-2013
Date of Expiry: 18-03-2023
AGREED AND ACCEPTED ON BEHALF OF PARTY “B”|PROVIDER|RECEIVER:

Company Name:
Represented By:
Passport Number:
Country of Issue:
Date of Issue:
Date of Expiry:

“ELECTRONIC SIGNATURE IS VALID AND ACCEPTED AS HAND SIGNATURE”


EDT (Electronic Document Transmissions) shall be deemed valid and enforceable in respect of any provisions of this Contract as applicable, this
AGREEMENT shall be:
1) 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
2) Electronic Commerce AGREEMENT (ECE/ TRADE/257, Geneva, May 2000) 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 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 SIGNATURE IS VALID AND LEGALLY BINDING


AS AN ORIGINAL IF TRANSMITTED IN SECURE AND CERTIFIED *. PDF FORMAT

PARTY "A" INTIALS Page 11 of 11 PARTY "B" INTIALS


INVESTMENT AGREEMENT THROUGH CASH FUNDS FOR PROJECTS
LEDGER TO LEDGER CASH TRANSFERS (L2L)
Agreement Number: 00568514/251023/HF-07
Transaction Code: HF: ZURICHZ/UBSAG: 104-2023
PARTY “B” CORPORATE REGISTRATION COPY

*** END DOCUMENT ***

PARTY "A" INTIALS Page 12 of 11 PARTY "B" INTIALS

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