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DEED OF AGREEMENT (DOA)

CERTIFIED BANKER DRAFT (BD ) VIA MT-110

DATED : , 06 November 2023

Company Name: OCEANWIDE SHIPPING SERVICES

Company Reg. Address:

Dienstgebaude und Lieferanschrift Kardinal-Galen Strabe 124-132
47058 Duisburg
Company Reg. No: HRB 33199
Represented by/Title: INO ALBERT JOSEF
Passport №: C6Z111HJ1
Date Of Issue: 14-JUNE-2018
Date Of Expiry: 13-FEB-2028
Place of issuing: DEUTSCHE
Bank Name: BARCLAYS BANK PLC
Bank Address: 1, Churchill Place, Canary Wharf, London E14 5HP, United Kingdom
Swift Code: BARCGB22
Account: 90066400
Beneficiary Account Name: OCEANWIDE SHIPPING SERVICES
Bank Officer: VIVEK RAM (VR 30 CRO)
Bank Officer Phone

RECEIVER ( BUYER )

COMPANY NAME:
COMPANY ADDRESS:

COMPANY REGN NO.

BANK NAME:
BANK ADDRESS:
ACCOUNT NAME:

ACCOUN N o.(EURO):
BANK SWIFT CODE:
BANK EMAIL
BANK OFFICER Tel:
PASSPORT NUMBER:
DATE OF ISSUANCE:
DATE OF EXPIRATION:
REPRESENTED BY:

RECITAL:
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WHEREAS, THE PARTY A WARRANTS WITH FULL CORPORATE AND LEGAL RESPONSIBILITY
UNDER PENALTY OF PERJURY THAT PARTY A HAS THE FINANCIAL CAPACITY, CAPABILITY AND
EXPERIENCE TO CAUSE THE ISSUANCE OF A BANK DRAFT INSTRUMENT VIA SWIFT MT110.
WHEREAS, PARTY B WARRANTS WITH FULL CORPORATE AND LEGAL RESPONSIBILITY UNDER
PENALTY OF PERJURY THAT PARTY B HAS FINANCIAL CAPACITY, CAPABILITY AND EXPERIENCE
TO RECEIVE THE COLLATERAL AND PROVIDE THE BANK SWIFT CHARGES AND PAYMENT 60% +
5% AGAINST THE INSTRUMENT RECEIVED INTO ITS DESIGNATED ACCOUNT.

AND WHEREAS, PARTY A IS DESIROUS TO CAUSE THE ISSUANCE OF A BANK DRAFT INSTRUMENT
AND PARTY B IS DESIROUS TO PROVIDE THE FUNDS FOR PARTY A’S INVESTMENT PROJECTS AS
PER THIS AGREEMENT.

NOW THEREFORE, FOR AND IN CONSIDERATION OF THE MUTUAL PROMISES, ASSERTIONS AND
COVENANTS HEREIN AND FOR OTHER VALUABLE CONSIDERATION WITH MUTUAL BENEFITS,
THE PARTIES HEREBY ACKNOWLEDGE AND AGREE UNDER THE FOLLOWING TERMS AND
CONDITIONS AND PROCEDURE:

1. PROCEDURE:
A. THE PROVIDER AND THE RECEIVER EXECUTE, SIGN AND INITIATE THIS DOA, THE SIGNED
DOA BECOMES LEGAL BINDING COMMERCIAL CONTRACT (AGREEMENT) BETWEEN THE
PARTIES.
BOTH PARTIES SHALL THEN EACH LODGE ONE ORIGINAL COPY OF THIS SPA WITH THEIR RESPECTIVE
BANKS.

B. THE BUYER HAVETO PAY FEES 350.000.00 EURO ( THREE HUNDRED FIFTY THOUSAND EURO )
C. UPON RECEIVED THE BANK DRAFT OF DEED ASSIGNMENT AND BANK DRAFT SOFT COPY,
BUYER BANK SEND BANK TO BANK EMAIL WITH RWA TO PURCHASE THE SAID SEASON BANK DRAFT
WITH BANK STATEMENT SHOWS AVAILABLE FUND TO PURCHASE THE SEASON BANK DRAFT.
D. AFTER RECEIVED BUYERS ACCOUNT BANK STATEMENT WITH AVAILABLE FUND TO PURCHASE
THE BANK DRAFT, THE PROVIDER WILL VERIFY AND RESPOND BACK VIA SWIFT MT110.
E. AFTER RECEIVED SWIFT MT110, WITHIN 5-7 BANKING DAYS, THE RECEIVER WILL VERIFY AND
RESPOND BACK VIA MT103 PAYMENT IN ACCORDANCE TO APPENDIX B/IMFPA & ICPO UNDER
PENALTY OF PERJURY.
F. AFTER RECEIVED PAYMENT VIA MT103, WITHIN 3 BANKING DAYS WILL DELIVER THE HARD
COPY AND ALL RELATED BANK DOCUMENTS TO RECEIVER’S BANK.
G. THE ABOVE PROCEDURES SHALL REMAIN FOR ALL THE ROLLSOVER AND EXTENSION.

2. SPECIFICATIONS OF PROTOCOL:
BANK INSTRUMENT : CERTIFIED BANKERS DRAFT
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ISSUING BANK : BARCLAYS BANK PLC

FORMAT : BANK DRAFT NO.: XXXX
AGE : FRESH
ISSUE DATE : XXXX 2021
TERM : ONE (1) YEAR AND ONE (1) DAY
CURRENCY : EUROS / € EUR

FEES € 100M – € 500M ( 350.000.00 EURO )

TOTAL FACE VALUE
2.500.000.000.00 EURO ( TWO THOUSAND AND FIVE HUNDRED MILLION )
: €500,000,000.00
FIRST TRANCHE
(FIVE HUNDRED MILLION EURO WITH ROLLSOVER & EXTENSIONS)
BOTH PARTY AGREE
SECOND TRANCHE
: BANK TO BANK EMAIL VIA SWIFT MT110
DELIVERY
: 60%+5%
FUNDING RATE
: 5-7 BANKING DAYS SETTLEMENT & VERIFICATION
COMPLETION TIME
: SWIFT MT103
MODE OF PAYMENT

1. BANK INFORMATION:
ISSUING BANK FOR MT110
NAME OF BANK : BARCLAYS BANK PLC
BRANCH ADDRESS : 1, Churchill Place, Canary Wharf, London E14 5HP, United Kingdom
COUNTRY : UNITED KINGDOM
SWIFT CODE : BARCGB22
BANK/SORT/ : 40-05-15
ROUTING
ACCOUNT NUMBER 90066400
ACCOUNT NAME OCEANWIDE SHIPPING SERVICES
BANK OFFICER : VIVEK RAM (VR 30 CRO)
BANK OFFICER :
PHONE
BANK OFFICER :
EMAIL

RECEIVING BANK FOR RECEIVE MT110 / HARD COPY :

NAME OF BANK :
BRANCH :
BRANCH :
ADDRESS
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COUNTRY :
SWIFT CODE :
ACCOUNT NAME :
ACCOUNT :
NUMBER
IBAN NUMBER :
REPRESENTED :
BY
BANK OFFICER :
BANK OFFICER :
PHONE
BANK OFFICER :
FAX
BANK OFFICER :
EMAIL

BANK TO RECEIVE BANK FEE AND BANK DRAFT MT103 PAYMENT : ( 350.000.00.EURO )
BANK NAME Banque Pour Le Commerce Extérieur De Laos Public
BANK ADDRESS No 01, Pangkham Street, Ban Xiengnheun, Chanthabouly District,
Vientiane Lao PDR
SWIFT CODE COEBLALAXXX
ACCOUNT NAME Linthong Agar Wood Private Enterprise
ACCOUNT NUMBER 150110101253041001
Passport No. 21EE73963
Country Of Francaise
Citizenship
Signatory Mr. Pradith Xaygnaboun

1. OTHER TERMS AND CONDITIONS:

NOTICE:
ANY ATTEMPT, BY ANY OF THE PARTIES TO THIS TRANSACTION, TO COMMUNICATE WITH ANY BANK(S) INVOLVED
IN
THIS TRANSACTION, BY TELEPHONE, IS STRICTLY PROHIBITED. ALL COMMUNICATIONS MUST BE CONDUCTED, ON A
BANK-TO-BANK BASIS, OR AS PER AGREED UPON AND ACCEPTED PROCEDURES. ANY BREACH OF THIS CONDITION
WILL CAUSE THIS TRANSACTION TO BE ABORTED AND FORFEITED. ALL NOTICES, REQUESTS, DEMANDS, AND OTHER
COMMUNICATIONS UNDER THIS AGREEMENT SHALL BE IN WRITING.

PARTY A WILL NOT ATTEMPT TO CIRCUMVENT OR ATTEMPT TO CONDUCT ANY TYPE OF BUSINESS WITH ANY OF
THE
PARTIES RECEIVING THE COLLATERAL FOR AND ON BEHALF OF PARTY B AND INTRODUCED BY PARTY B TO THIS
TRANSACTION WITHOUT THE PRIOR WRITTEN CONSENT OF PARTY B. PARTY A WILL NOT ATTEMPT TO DEAL
DIRECTLY
OR INDIRECTLY WITH ANY OF THE PARTIES INTRODUCED BY PARTY B TO THIS TRANSACTION AND AGREEMENT
FOR A PERIOD OF FIVE (5) YEARS FOLLOWING THE CLOSING OF THIS TRANSACTION. ALL PARTIES AGREE TO
ADHERE TO THE ICC RULES CONCERNING NON-DISCLOSURE AND NON-CIRCUMVENTION.
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PARTY B WILL NOT ATTEMPT TO CIRCUMVENT OR ATTEMPT TO CONDUCT ANY TYPE OF BUSINESS WITH ANY OF
THE
PARTIES PROVIDING THE COLLATERAL FOR AND ON BEHALF OF PARTY A AND INTRODUCED BY PARTY A TO THIS
TRANSACTION WITHOUT THE PRIOR WRITTEN CONSENT OF PARTY A. PARTY B WILL NOT ATTEMPT TO DEAL
DIRECTLY OR INDIRECTLY WITH ANY OF THE PARTIES INTRODUCED BY PARTY A TO THIS TRANSACTION AND
AGREEMENT FOR A PERIOD OF FIVE (5) YEARS FOLLOWING THE CLOSING OF THIS TRANSACTION. ALL PARTIES
AGREE TO ADHERE TO THE ICC RULES CONCERNING NON-DISCLOSURE AND NON-CIRCUMVENTION.

THE PARTIES HERETO AGREE THAT THIS AGREEMENT AND ANY NOTICES, INSTRUCTIONS OR AMENDMENTS TO THIS
AGREEMENT SHALL BE EXECUTED AND DELIVERED BY USE OF FACSIMILE AND/OR ELECTRONIC MAIL AND SHALL
BE DEEMED SERVED ON THE DATE OF DISPATCH. FACSIMILE AND/OR E-MAIL COPIES OF THE AGREEMENT AND ANY
NOTICES, INSTRUCTIONS OR AMENDMENTS SHALL BE DEEMED AS ORIGINAL AND SHALL BE LEGALLY BINDING AND
ENFORCEABLE FOR THE DURATION OF THE TRANSACTION.
FOR ANY PROBLEM ARISING DURING THE COURSE OF THE TRANSACTION, THE BANK MUST PRODUCE THE VALID
SUPPORTING DOCUMENTATION.
SHOULD PARTY B’S BANK DEFAULT TO PAY THE AGREED SUM TO THE SENDING BANK’S COORDINATES AS
AGREED,
PARTY SHALL BE ENTITLED TO IMMEDIATELY COMMENCE LEGAL PROCEEDING AGAINST THE
DEFAULTING PARTY, AND RECOVER ALL OF ITS LEGAL FEES, ON AN INDEMNITY BASIS.
AMENDMENT:
THIS AGREEMENT SHALL NOT BE CHANGED EXCEPT BY A WRITTEN NOTICE MUTUALLY ACCEPTED AND
EXECUTED BY BOTH PARTIES.
GOVERNING LAW:
THIS AGREEMENT SHALL BE GOVERNED IN ALL RESPECTS BY THE LAWS OF THE COUNTRY, WHERE THE
PROTOCOL IS ISSUED.
ENTIRE AGREEMENT:
THIS AGREEMENT SETS FORTH THE ENTIRE UNDERSTANDING OF THE PARTIES.
INVALIDITY OF PART OF THE AGREEMENT:
IN THE EVENT THAT PART OF THE AGREEMENT IS INVALID, THE OTHER PROVISIONS OF THE
AGREEMENT SHALL REMAIN VALID AND ENFORCEABLE.
BINDING EFFECT:
THIS AGREEMENT, INCLUDING ITS TERMS AND PROVISIONS, SHALL SURVIVE THE TERMINATION OF THIS
TRANSACTION, AND SHALL BE BINDING ON AND BE ENFORCEABLE BY THE PARTIES’ LEGAL
REPRESENTATIVES, SUCCESSORS, AND ASSIGNS.
SIGNATURES OF THE PARTIES

In WITNESS WHEREOF the undersigned have read this document and had advise of its legality and after
understanding the content of this agreement written in the English language, by knowledge of the language or by
professional translation to the PARTIES language and legal advice, and initialed all the pages of this agreement. In
addition, 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.
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THIS DOA IS SIGNED, SEALED, AND IRREVOCABLY AGREED AMONG THE PARTIES ON THIS DATED :
THURSDAY, 07 APRIL 2022

FOR AND ON BEHALF OF PROVIDER (PARTY A) : FOR AND ON BEHALF OF RECEIVER

COMPANY NAME

……………………………………………………………………… ……………………………………………………………………… NAME:

NAME: INO ALBERT JOSEF
PASSPORT: C6Z111HJ1
EXPIRY DATE: 14-JUNE-2018
ISSUE DATE: 13-FEB-2028
COUNTRY: DEUTSCHE

APPENDIX A
SCHEDULE PROGRAM OF TRANCHE
RECEIVER’S CODE:
CONTRACT AMOUNT: €5000,000,0000000000.00 ( 50T EURO)
RECEIVER’S NAME:
BANK DRAFT BENEFICIARY:

TRANCHE DAY/WEEK
FACE VALUE GRAND TOTAL AMOUNT
№ OF EXECUTION
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TRANSACTION CODE: ZJOS/BARCLAY BANK /50T/06/11/2023

1 €500,000,000.00 EUR 500M €500,000,000.00 EUR 500M 2023 WEEK 1

FOR AND ON BEHALF OF RECEIVER (PARTY B):

COMPANY NAME

SWIFT OUTPUT : MT110 ( Page 2)

APPENDIX B
IRREVOCABLE MASTER FEE PROTECTION AGREEMENT & IRREVOCABLE CORPORATE PAYMENT ORDER
DATE: 06,N0vember 2023

WE, XXXXXXXXX, HEREINAFTER AS THE “RECEIVER”, REPRESENTED BY MR. XXXXX, AS THE AUTHORIZED
SIGNATORY/CHAIRMAN THE HOLDER OF PASSPORT NO: XXXXXX, DO HEREBY IRREVOCABLY GUARANTEE
WITH FULL PERSONAL AND CORPORATE RESPONSIBILITY AND AUTHORITY, UNDER PENALTY OF
APPLICABLE PERJURY LAWS, AGREE TO ACT AS PAYER TO PAY THIS IRREVOCABLE MASTER FEE
PROTECTION AGREEMENT WITH AN IRREVOCABLE CORPORATE PAYMENT ORDER WHICH IS AN
INTEGRAL PART OF ABOVE CODED AGREEMENT IN THE TOTAL AMOUNT OF FIFTY-SEVEN PERCENT (57%)
OF THE TOTAL FACE VALUE OF THE BANK INSTRUMENT,

TOTAL CONSULTANT FEE AND COMMISSION FEE PAID BY RECEIVER (PARTY B)

TOTAL OF FIFTY-SEVEN PERCENT (60%), PAYABLE TO SENDER/PROVIDER GROUP -1 CONCURRENTLY FIFTY-FIVE
60%, AS WELL AS TWO PERCENT (2%) COMMISSION FEES, ONE PERCENT (1.0%) FOR THE RECEIVER SIDE AND
ONE PERCENT (1.0%) FOR THE PROVIDER SIDE, WHICH SHALL BE PAID INTO THE BELOW BANK ACCOUNT/S OF
BOTH PARTIES’ BENEFICIARIES FOR DISTRIBUTION AND WHICH SHALL INCLUDE ALL ROLLS AND EXTENSIONS
(A) FOR PROVIDER / SENDER GROUP 60% (FIFTY- PERCENT) OF BANK DRAFT FACE VALUE INCLUDING ANY
ROLLS & EXTENSIONS: CLOSED
SENDER/PROVIDER‘S GROUP - 1 PAYMASTER’S BANK CO-ORDINATES TO RECEIVE 55% (FIFTY-FIVE-
PERCENT) OF BANK DRAFT FACE VALUE INCLUDING ANY ROLLS & EXTENSIONS: CLOSED
BANK NAME
BANK ADDRESS
SWIFT CODE
ACCOUNT NAME
ACCOUNT NUMBER
BANK OFFICER NAME
BANK OFFICER/EMAIL
BANK TELEPHONE
THIS AGREEMENT/IRREVOCABLE CORPORATE PAYMENT ORDER AND THE PAYMENT OF COMMISSIONS HEREIN
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ARE SUBJECT TO THE INTERNATIONAL CHAMBER OF COMMERCE “ICC” AND THE ICC ARBITRATION ACT AS
ADOPTED BY THE ICC OFFICE IN HONG KONG, BY THREE ARBITRARY APPOINTEES IN ACCORDANCE WITH ICC
RULES. ALL NC/ND CLAUSES AS PRESCRIBED BY ICC RULES (LATEST EDITION) SHALL APPLY TO THIS
AGREEMENT AND PAYMENT ORDER. THIS AGREEMENT AND IRREVOCABLE CORPORATE PAYMENT ORDER IS
IRREVOCABLE, DIVISIBLE, AND UNCONDITIONAL, AND MAY BE ASSIGNED ONLY BY THE BENEFICIARIES NAMED
HEREIN. THIS AGREEMENT AND IRREVOCABLE CORPORATE PAYMENT ORDER MAY BE EXECUTED IN ONE OR
MORE COUNTERPARTS, EACH ONE SHALL BE DEEMED AN ORIGINAL AND ALL TOGETHER SHALL CONSTITUTE
ONE AND THE SAME DOCUMENT

A SIGNED FAX OR ELECTRONICALLY TRANSMITTED COPY OF THIS DOCUMENT SHALL BE DEEMED

BINDING ON THE “PARTIES” WITH THE FORCE AS THE SIGNED ORIGINAL. THE AGREEMENT AND
IRREVOCABLE CORPORATE PAYMENT ORDER IS VALID WHEN COMMENCEMENT OF THE ABOVE-
REFERENCED TRANSACTION TAKES PLACE AND SHALL REMAIN VALID AND ENFORCEABLE FOR THE FULL
TERMS OF THE TRANSACTION, INCLUDING ANY NEW AGREEMENT BETWEEN THE PARTIES AND/OR THEIR
ASSIGNS.
THE BENEFICIARIES RESERVE THE RIGHT TO CHANGE THE BANK COORDINATES STATED HEREIN AT ANY TIME
BY PROVIDING WRITTEN REQUEST TO THE PARTY B/PAYER. UPON EXECUTION OF THE AGREEMENT AND THE
FINAL AGREEMENT AND PRIOR TO, OR SIMULTANEOUSLY WITH THE FIRST TRANSACTION, WE GUARANTEE
THAT THIS IRREVOCABLE MASTER FEE PROTECTION AGREEMENT AND IRREVOCABLE CORPORATE PAYMENT
ORDER WILL BE LODGED WITH THE PARTY B/PAYER’S BANK.
THE PARTY B/PAYER’S BANK SHALL PROVIDE THE BENEFICIARIES, BY E-MAILS OR BY TELE/FAX WITH
COPIES OF THE SWIFT RELATED TO ALL PAYMENT INSTRUCTIONS UPON THE CLOSING OF EACH AND
EVERY TRANSACTION OF THE ABOVE TRANSACTION.

THE PAYER/RECEIVER (PARTY B) PAYING BANK DETAILS:

BANK NAME :
BANK ADDRESS :
SWIFT CODE :
ACCOUNT NAME :
BENEFICIARY :
ACCOUNT NUMBER :
BANK OFFICER NAME & TITLE :
BANK OFFICER TEL NUMBER :

IN THE EVENT THAT THE TRANSACTION WAS NOT PERFORMED OR ONLY PERFORMED IN PART, THE
PAYMASTERS / BENEFICIARIES LISTED ABOVE SHALL NOT HOLD THE UNDERSIGNED PAYER
RESPONSIBLE FOR ANY EXPENSES, CHARGES AND/OR COST, OR HOLD THE PAYER LIABLE FOR ANY CIVIL
AND CRIMINAL ACTIONS. THE UNPERFORMED PART OF THIS IRREVOCABLE MASTER FEE PROTECTION
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AGREEMENT WILL THEREFORE AUTOMATICALLY BECOME NULL AND VOID.

THIS AGREEMENT - PAY ORDER SHALL BE LODGED IN OUR BANK AND A COPY FROM THAT BANK WILL BE
FORWARDED TO ALL BENEFICIARIES.
WE AGREE TO THE ABOVE IRREVOCABLE FEE PROTECTION AGREEMENT IN ITS ENTIRETY.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed as of the Effective Date by their duly
authorized representatives.

FOR AND ON BEHALF OF RECEIVER (PARTY B):

COMPANY NAME

PASSPORT COPY OF PROVIDER (PARTY A)

COMPANY REGISTRATION COPY OF SENDER

（PARTY A)
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PASSPORT COPY OF RECEIVER (PARTY B)

PARTY B CERTYFICATE
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PARTY B CERTYFICATE
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ELECTRONIC OR FACSIMILE COPIES OF THIS DOCUMENT AUTHORITY ARE CONSIDERED TO BE AS

LEGALLY BINDING AS THE ORIGINAL DOCUMENT.

ELECTRONIC DOCUMENT TRANSMISSIONS

EDT (ELECTRONIC DOCUMENT TRANSMISSIONS) SHALL BE DEEMED VALID AND ENFORCEABLE IN RESPECT OF ANY PROVISIONS
OF THIS CONTRACT. AS APPLICABLE, THIS AGREEMENT SHALL BE:-

INCORPORATE U.S. PUBLIC LAW 106-229, ‘‘ELECTRONIC SIGNATURES IN GLOBAL & NATIONAL COMMERCE ACT’’ OR SUCH OTHER
APPLICABLE LAW CONFORMING TO THE UNCITRAL MODEL LAW ON ELECTRONIC SIGNATURES (2001)

ELECTRONIC COMMERCE AGREEMENT (ECE/TRADE/257, GENEVA, MAY 2000) ADOPTED BY THE UNITED NATIONS CENTRE FOR
TRADE FACILITATION AND ELECTRONIC BUSINESS (UN/CEFACT).

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.