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DEED OF AGREEMENT
Contract Code No: DATE: March 24th, 2023
Transaction Code No:

KTT AGREEMENT
PARTY A: Investor (THE SENDER)

COMPANY NAME HIPER CAPITAL FINANCE PANAMA S.A.

ADDRESS SUITE 907, BLD. PLAZA MORICA 50 AND 71 ST., SAN FRANCISCO
PANAMA.
REGISTRATION N° 12550

REPRESENTED BY ELEAZAR JOSH SANTANA DIAZ

PASSPORT NUMBER PAC859938

DATE OF ISSUE 29/07/2016

DATE OF EXPIRY 29/07/2026

ISSUED PLACE SPAIN

BANK NAME HIPERCAPITAL FINANCE OFFSHORE BANK PANAMA S.A.

BANK ADDRESS SAN FRANCISCO PANAMA

TELEX (KTT SENDER) 0511056 HIPCF G

ACCOUNTS MANAGEMENT

ACCOUNT NAME HIPERCAPITAL FINANCE PANAMA S.A.

ACCOUNT N° 300000000002008

BANKER NAME NO: 1 ELEAZAR JOSE SANTANA DIAZ

BANK TEL / FAX +34636928960

BANKER NAME NO: 2

BANK TEL / FAX

BANKER EMAIL HIPERCAPITALFINANCE@hipercapitalfinance.com

Party A (The Sender) Page 1 of 19 Party B (The Receiver)


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DEED OF AGREEMENT
Contract Code No: DATE: March 24th, 2023
Transaction Code No:

AND
PARTY B: Partner (THE RECEIVER)

COMPANY NAME: RITAGE NATIONAL CITY

AL KHUWAIR, MUSCAT, SULATANE OF OMAN


ADDRESS:

REPRESENTED BY: NAJI SALIM SAID AL-RIYAMI

TITLE: DIRECTOR

PASSPORT NUMBER: 03529811


COUNTRY OF ISSUE: SULTANATE OF OMAN

DATE OF ISSUING: 24/04/2013


DATE OF EXPIRY: 23/04/2023
IBAN TN59 0803 3012 0751 0054 8830

BANKING ACCOUNT FOR TRANSFER:

BANK NAME: BANQUE INTERNATIONAL ARABE DE TUNISIE

BANK ADDRESS: 70 – 72 AV. HABIB BOURGUIBA 1000 TUNIS,TUNISIA

ACCOUNT NAME: RITAGE NATIONAL CITY

ACCOUNT NO.: 08 033 0120751005488

TELEX CODE: BIATUN14090

SWIFT CODE: BIATTNTT

Party A (The Sender) Page 2 of 19 Party B (The Receiver)

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DEED OF AGREEMENT
Contract Code No: DATE: March 24th, 2023
Transaction Code No:

BRANCH CODE: C7

BANK OFFICER NAME:

BANK TELEPHONE:

1. SUBJECT OF THE AGREEMENT:

1.1. Party A-Investor provides Party B-Partner investment funds. Investment funds will be used by the Party B-
Partner for invest in Trading of Petroleum products & Crude Oil, Energy Industry, Mining Industry,
Agriculture, Cattle, as well as all kind of philanthropic activities and donations.
1.2. Party A-Investor as “NAME OF THE INVESTOR ” agrees to invest to the Party B-Partner the Full amount
€1,000,000,000.00 EUR (One Billion EURO) by Telex KTT via MT103/202 specified in the present Agreement, and
Party B-Partner irrevocably agrees to receive and accept Investment and utilize it according to the purposes specified the
above clause 1.1 without any kind of alteration.

2. DESCRIPTION OF THIS TRANSACTION:

2.1 PARTY A-
INVESTOR
2.2 PARTY B- RITAGE NATIONAL CITY
PARTNER
2.3 TYPE OF INVESTMENT FOR ECONOMIC AND SOCIAL PROJECTS
BUSINESS:
2.4 BANKING MONEY TRANSFER BY TELEX KTT MT103 AND KTT MT202 CASH BACKED
INSTRUMENT
2.5 ISSUING BANK:

2.6 ADDRESS:

2.9 TOTAL FACE €1,000,000,000.00 EUR (One Billion EURO)


VALUE:

Party A (The Sender) Page 3 of 19 Party B (The Receiver)

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DEED OF AGREEMENT
Contract Code No: DATE: March 24th, 2023
Transaction Code No:

2.10 FIRST/TRIAL €100,000,000.00 EUR (One Hundred Million EURO)


TRANCHE:

2.11 TERMS & : SHALL BE DEFINED IN EACH PROJECT BY THE PARTIES


CONDITION
2.12 TRANSFERS
DATE:

3. Protocol to start: PARTIES “exchange Telex Keys” for Telex KTT MT103 and MT202 Cash Transfer Process, and/or
a Banking Letter establishing the readiness of the Sender and the Receiver to do this transaction.

4. PROCEDURES:

1. PARTY A shall bank sends a Trial amount from €1,000,000.00 to €100,000,000.00 to PARTY B KTT and sends
the Telex transmission copy via bank email to PARTY B bank email for confirmation of sending.
2. Upon receipt of either telex or email or both, PARTY B sh all reply Readiness and Assurance via Telex and sends
the telex transmission copy via bank email to PARTY A bank email for confirmation of sending.
3. Upon receiving reply READINESS and ASSURANCE from PART B KTT bank, PART B should issue payment
undertaking acknowledged by the payment Banker to PART A & INTERMEDIARIES.
4. The Sending bank replies via MT910 to draw down the transfer.
5. The Sending bank replies by MT910 to confirm and authorize the release of funds to the designated account.
6. Payouts to SENDER’S Designated accounts and consultants.
7. Subsequent MT103/202 CONTINUES IN TRENCHES TO MAXIMUM AMOUNT.

5. IMPORTANT POINTS:

5.1. Party A-Investor declares that “investment” will be made by clean and clear money funds of non -criminal
origin, free of liens and encumbrances.
5.2. Party B-Partner bears full responsibility for appropriate utilization of investment.
5.3. Party B-Partner, “RITAGE NATIONAL CITY”, who is the sole owner of the establishment has been fixed a
remuneration which shall, unless agreed otherwise, be equal to certain percentage (including certain
percentage in favour for CONSULTANTS) of the value of the investment made by Party A-Investor. The
Party B-Partner is free to release the said amount to any bank account designated by Partner without being
required to obtain any consent or approval from the Investor.
5.4. Party B-Partner does not need formal authorization by written from the Party A-Investor “NAME OF THE
INVESTOR” to negotiate/to trade/to put in guaranty or collateral/to move/to transfer/to withdraw any amount
of money received of the value of the investment made by Party A-Investor.
5.5. the Party A-Investor and the Party B-Partner have agreed and understood, that in the case of Party A-Investor
do not feel comfortable with the Administration of Funds and its management, the Party A-Invertor" has full
rights of requesting a yearly report of all investment fund and to be part of management team, without any
kind of claim or legal action against him from his counterpart.

Party A (The Sender) Page 4 of 19 Party B (The Receiver)

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DEED OF AGREEMENT
Contract Code No: DATE: March 24th, 2023
Transaction Code No:

5.6. PARTY B-PARTNER WARRANTS DO NOT TO USE THE INVESTMENT FUND FOR ILLEGAL
PURPOSES. BOTH PARTIES UNDERSTAND THE LAW "ON MONEY LAUNDERING AND CASH"
AND WITH FULL LEGAL RESPONSIBILITY CONFIRM THAT MONEY OBTAINED LEGALLY.

6. RIGHTS AND OBLIGATIONS OF THE PARTIES:

6.1. Party A-Investor irrevocably undertakes to:


6.1.2 Grant to the Partner B-Partner, the Investment Fund in the amount and on conditions specified
in this agreement.
6.1.3 Transfer Investment Funds onto the Partner B-Partner’s banking account via the Telex KTT
MT103/202.
6.1.4 Make transfer of Investment from clean and clear money funds of non-criminal origin, free of
liens and encumbrances.

6.2. Party B-Partner irrevocably undertakes to:


6.2.2 Lodge present contract into his Party B- Partner’s receiving bank and arrange reception
of Investment.
6.2.3 Receive and accept Investment sent by the Investor via the Telex KTT MT103/202.
6.2.4 Utilize Investment according to the conditions of granting of the Investment Fund.
6.2.5 In any and every case, do not use directly or indirectly Investment fund, or profit
received from investment fund, or any investment for all and any illegal activity, including but
not limited to the: weapons and warfare trade, illegal drug and narcotics trade, criminal and/or
terroristic activity, slavery, piracy etc.
7. FORCE MAJEURE:
7.1. 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.
7.2. The term “Beyond the Control of Such Party “Include Act of War, Rebellion, Fire, Flood, Earthquake,
Banks technical problems 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 or prevent or remedy.

Party A (The Sender) Page 5 of 19 Party B (The Receiver)

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DEED OF AGREEMENT

Contract Code No: DATE: 9th APRIL , 2023


Transaction Code No:

8. ARBITRATION:

8.1. 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.
8.2. 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 Switzerland. 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.

SIGNATURE OF THE PARTIES:

SIGNED AND SEALED FOR AND BEHALF OF PARTY A SIGNED AND SEALED FOR AND BEHALF OF
(SENDER) PARTY B
(RECEIVER)

COMPANY NAME: HIPERCAPITAL FINANCE PANAMA COMPANY NAME: RITAGE NATIONAL CITY
S.A.
REPRESENTED BY: ELEAZAR JOSH SANTANA DIAZ REPRESENTED NAJI SALIM SAID AL-
BY: RIYAMI
IDENTITY NUMBER: PAC859938 IDENTITY 03529811
NUMBER:
COUNTRY: SPAIN COUNTRY: SULTANATE OF OMAN

DATE: 9th APRIL 2023 DATE: 9th APRIL 2023

Party A (The Sender) Page 6 of 19 Party B (The Receiver)

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DEED OF AGREEMENT

Contract Code No: DATE: 9th APRIL , 2023


Transaction Code No:

1. BANKING COORDINATES:

PARTY A: INVESTOR BANK ACCOUNT TO ISSUE A CASH WIRE TRANSFER VIA TELEX KTT (100%
OF FUNDS):

BANK NAME: HIPERCAPITAL FINANCE OFFSHORE BANK PANAMA S.A.

BANK ADDRESS: SAN FRANCISCO PANAMA

TELEX N° (KTT 05110563 HIPCF G


SENDER)
ACCOUNT NAME: HIPERCAPITAL FINANCE PANAMA S.A.

ACCOUNT NUMBER: 300000000002008

BANK OFFICER NAME: 1 ELEAZAR JOSH SANTANA DIAZ

BANK OFFICER TITLE: MANAGER

BANK OFFICER NAME: 2

BANK TELEPHONE / +34636928960


FAX:
BANK OFFICER EMAIL: HIPERCAPITALFINANCE@hipercapitalfinance.com

PARTY B: DESIGNATED BANK TO RECEIVE A CASH WIRE TRANSFER VIA TELEX KTT (100% OF
FUNDS):

BANK NAME: BANQUE INTERNATIONAL ARABE DE TUNISIE

BANK ADDRESS: 70 – 72 AV. HABIB BOURGUIBA 1000 TUNIS,TUNISIA

Party A (The Sender) Page 7 of 19 Party B (The Receiver)

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DEED OF AGREEMENT

Contract Code No: DATE: 9th APRIL , 2023


Transaction Code No:

ACCOUNT NAME: RITAGE NATIONAL CITY

ACCOUNT NO.: 08 033 0120751005488

TELEX CODE: BIATUN14090

SWIFT CODE: BIATTNTT

BRANCH CODE: C7

BANK OFFICER NAME:

BANK TELEPHONE:

2. EACH PARTY is individually responsible for payment of its own taxes arising from the reception of funds
under the present Appendix/Contract.
3. “PARTIES” undertakes do not use the “FUNDS” nor any “PAYMENT” received for use or financing of illegal,
criminal and/or terrorist activity of any kind.
4. PARTIES hereby have agreed that each Party warrants that it shall not reveal any information provided by any
PARTY hereto to any other person or entity not privy to this transaction other than those banking officers, tax
officers, regulatory officers, or other persons or entities necessary to complete the transaction contemplated
herein.

“BANKING COORDINATES SWIFT TRANSFERS” FOR INVESTMENTS TO ALL PARTIES INVOLED,


INCLUDING CONSULTANTS AND INTERMEDIARIES COMMISSION AND FEES ALL BANKING
DETAILS ARE ON PAYMENT GUARANTEE LETTER (PGL) TO BE ENDORSED BY PARTY-B BANK

SIGNATURE OF THE PARTIES:

SIGNED AND SEALED FOR AND BEHALF OF PARTY SIGNED AND SEALED FOR AND BEHALF OF
A PARTY B
(SENDER) (RECEIVER)

COMPANY COMPANY RITAGE NATIONAL CITY


NAME: NAME:

Party A (The Sender) Page 8 of 19 Party B (The Receiver)

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os Impresos, Soleras de Hormigón, Hormigon moldeado, Pide Gratis Tu presupuesto

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DEED OF AGREEMENT

Contract Code No: DATE: 9th APRIL , 2023


Transaction Code No:

REPRESENTED REPRESENTED NAJI SALIM SAID AL-RIYAMI


BY: BY:
IDENTITY IDENTITY 03529811
NUMBER: NUMBER:
COUNTRY: COUNTRY: SULTANATE OF OMAN

DATE: DATE: MARCH 24 TH, 2023

TENTATIVE TRANSFER SCHEDULE:

TRANCHES AMOUNT TOTAL TRANSFERED

TRIAL / FIRST TRANCHE 100,000,000.00 €100,000,000.00

SECOND TRANCE €500,000,000.00 €1 000,000,000.00

THIRD TRANCHE €1,000,000,000.00 €2,000,000,000.00

SUBSEQUENT TRANCHES TO BE AGREED BY PARTIES TBN

Party A (The Sender) Page 9 of 19 Party B (The Receiver)

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DEED OF AGREEMENT

Contract Code No: DATE: 9th APRIL , 2023


Transaction Code No:

PASSPORT COPY OF SENDER

Party A (The Sender) Page 10 of 19 Party B (The Receiver)

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ento de Hormigón Impreso


os Impresos, Soleras de Hormigón, Hormigon moldeado, Pide Gratis Tu presupuesto

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DEED OF AGREEMENT

Contract Code No: DATE: 9th APRIL , 2023


Transaction Code No:

BUSINESS CERTIFICATE OF SENDER

Party A (The Sender) Page 11 of 19 Party B (The Receiver)

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DEED OF AGREEMENT

Contract Code No: DATE: 9th APRIL , 2023


Transaction Code No:

Party A (The Sender) Page 12 of 19 Party B (The Receiver)

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emos precios competitivos


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DEED OF AGREEMENT

Contract Code No: DATE: 9th APRIL , 2023


Transaction Code No:

Party A (The Sender) Page 13 of 19 Party B (The Receiver)

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emos precios competitivos


na empresa de hormigón impreso, hormigón pulido y otros servicios.

Abrir

DEED OF AGREEMENT

Contract Code No: DATE: 9th APRIL , 2023


Transaction Code No:

Party A (The Sender) Page 14 of 19 Party B (The Receiver)

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DEED OF AGREEMENT

Contract Code No: DATE: 9th APRIL , 2023


Transaction Code No:

PASSPORT COPY OF RECIEVER

Party A (The Sender) Page 15 of 19 Party B (The Receiver)

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DEED OF AGREEMENT

Contract Code No: DATE: 9th APRIL , 2023


Transaction Code No:

BUSINESS CERTIFICATE OF RECIEVER

Party A (The Sender) Page 16 of 19 Party B (The Receiver)

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