Current Trades Available
All Documents on Buyer Letterhead
LETTER OF INTENT (LOI)
Date: Month Day, 2014
Attention of:
I/ WE, (Buyer Signatory Name), with passport number: XXXXXXX issued by (Country), do hereby confirm with full legal and corporate responsibility and with full control of all funds, under the penalty of perjury, that (Company / Organization Name) is ready, willing and able to purchase with good, clean and cleared Euros (€) of non-criminal origins, through our banking source, the following described Medium Term Notes (MTN’s) derived from legal sources and of non-criminal origin.
DESCRIPTION OF INSTRUMENT
Instrument: Medium Term Notes- Cash Back
Term: Ten (10) Year
Issuing Banks: Deutsche Bank and/or Top Five Western European Banks
Age ———————– Slightly Seasoned
Currency: European Community Currency € (EURO)
Contract Amount: Ten BILLION Euro (€10,000,000,000.00) with Rolls and Extensions
Invoice Price————– 59% Plus 1% (59+1) or better
Coupon Rate: Seven and One Half Percent Euro (€7.5%)
Commission: One Percent (1%) of Face Value
First Tranche: Five-Hundred Million Euros (€500,000,000.00 Million)
Subsequent Tranches: To be mutually agreed upon
Mode of Payment——— MT 799
Settlement —————- Euroclear Screen Block Pay (SBP) OR MT103.
Delivery: SWIFT MT-760 only followed by Hardcopy to be delivered via Bank-bonded courier within seven (7) banking days
A) Seller will buy back MTNs within 24 hours at a 20 point profit to investor.
TRANSACTION PROCEDURES
1. Buyer submits this Letter of Intent (LOI) / Memorandum of Understanding (MOU) with full banking Co-ordinates, and Client’s Information Sheet, Non-Solicitation Letter, Copy of the Signatory’s Passport, Corporate Resolution, POF, update bank statement or tear sheet and letter of authorization.
2. After due diligence, the Seller signs, stamps and returns by Email the LOI, which will become a Memorandum of Understanding (MOU), with Seller’s full banking Co-ordinates. Email copies of this MOU will initiate the Transaction.
3. Buyer then issues and send MT799 to Seller’s Bank Account for first tranche as pre-advise format in Appendix 1.
4. Within One (1) international banking day after receiving the MT799, Seller will issue a Corporate Invoice to the Buyer, together with printout of Euroclear screen containing but not limited to ISIN, CUSIP numbers, issuing bank, date of issue and maturity, text of instrument, custodial safekeeping numbers, Euroclear screen access-, validity- and Blocking codes, full bonding power information.
5. Within six (6) International Banking hours, after receipt of the above referred to Corporate Invoice, Buyer will validate and authenticate on Brussels Euroclear Screen, block the transaction using the blocking codes provided on the Invoice, Seller on the Brussels Euroclear Screen and settle via Fed Wire, MT103 to SELLER’s bank coordinates indicated in the Corporate Invoice.
6. After the SELLER Bank has received Euroclear settlement or payment by SWIFT MT 103 or Fed Wire, the bank Instruments will immediately be delivered via Euroclear/DTC to Buyers Bank and hard copies by bonded courier to the BUYER’s Bank or to such other depository as may be designated by the BUYER’s Bank within seven (7) International Banking days.
7. Any associated fees payable to intermediaries and consultants are paid simultaneously with the completion of each payment in accordance with the Master Fee Protection Agreement.
8. All subsequent tranches will be based on the same procedures until collateral or funds become exhausted.
BANKING INFORMATION
BUYER’S BANKING CO-ORDINATES:
BANK NAME :
BANK ADDRESS :
BANK OFFICER :
BANK PHONE :
BANK FAX :
ACCOUNT HOLDER :
ACCOUNT NUMBER :
IBAN :
PROVIDER / ISSUER BANKING COORDINATES:
BANK NAME :
BANK ADDRESS :
SWIFT CODE :
BANK OFFICER :
BANK PHONE :
BANK FAX :
ACCOUNT HOLDER :
ACCOUNT NUMBER :
IBAN :
Improper release of the above banking information, for any reason, without the written prior authorization of other party, shall be considered as a Breach of Contract and will make a defaulted party to be actionable for damages sustained hereby. Each party is not allowed to contact the other party’s bank without expressed written permission. Any party attempting to do so will lead to cancellation of the transaction.
Agreed and Accepted by the BUYER: Seal:
Company Name
______________________________________ Date: Month Day, 2014
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Issuing Country |
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Expiration Date |
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Agreed and Accepted by the SELLER: Seal:
______________________________________ Date: Month Day, 2014
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Issuing Country |
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Expiration Date |
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Date: xxx day of xxxx, 2014
Attention of:
CLIENT INFORMATION SHEET (CIS)
In accordance with Articles two (2) through five (5) of the Due Diligence Convention and the Federal Marketing Commission Circular of December 1998, concerning the prevention of money laundering, the following information may be supplied to banks and/or other Federal Institutions for purposes of verification.
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Buyer Full Name |
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Business Address |
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Business Registration No. |
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Telephone |
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E-Mail Address |
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2) |
Buyer Signatory Full Name |
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Title |
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Nationality |
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Passport No. |
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Date of Issue |
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Date of Expiration |
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Date of Birth |
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Place of Birth |
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SSN/Identity No. |
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Address |
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Telephone |
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Mobile Telephone |
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Facsimile |
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E-Mail Address |
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Legal Counsel |
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Address |
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Telephone |
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Facsimile |
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E-Mail Address |
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4) |
Buyer’s Banking Details |
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Name of Bank |
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Bank Address |
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Account Name |
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Account Signatory |
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Account No. |
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S.W.I.F.T. Code |
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IBAN / Routing No. |
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Bank Officer |
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Telephone |
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Facsimile |
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E-Mail Address |
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5) |
Funds Information |
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Funds available for 1st tranche |
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Five Hundred Million Euros (€500,000,000.00) |
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Origin of Funds |
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Are Funds clean and clear? |
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6) Brief Description of Corporate Activities:
Declaration: I hereby swear under penalty of perjury, that the information provided is both true and accurate. I am the signatory on the aforementioned bank account. All monies engaged in this transaction are derived from non-criminal origin; and, are good, clean and cleared. The origin of funds is in compliance with Anti-Money-Laundering Policies as set forth by the Financial Action task Force (FATF) 6/01.
Signed this ____ Day of____, 2014
Company Seal
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Name |
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Passport No. |
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Issuing Country |
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PASSPORTSIGNATURE PAGEPassport Copy must be enlarged to 140% or A4 Size |
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PASSPORT PHOTO PAGE Please check to see that it looks good It must be Nice & Clear. Make sure that All of Your Face is Fully and Clearly Shown. |
Date: xxx day of xxxx, 2012
Attention of:
CORPORATE BOARD RESOLUTION
This is to certify that the Board of Directors of Company Name, its address at Full Address of Company (hereafter “Company”) attended a Board of Directors meeting which was duly and regularly called, noticed and held on Month Day Year, at the Company’s above referenced address at which there was present a quorum thereof, wherein the following resolutions were unanimously adopted, to it:
RESOLVED: That Mr./Mrs. Buyer Signatory Full Name, Title, of Company Name, and holder of Passport Number XXXXXXXXX issued by Country, shall be and hereby is appointed and fully authorized to act individually as the sole representative of the Company to execute all necessary documents on behalf of the Company in connection with the purchase and/or sale of Bank Instruments, and to effect the opening and operation of bank accounts on behalf of and for the benefit of the Company at any Bank(s) he shall select, and be a signatory thereon to accept and disburse funds from said bank accounts at his discretion and determination, and to execute investment, bank or deposit contracts with his selected sources and Banks with respect to the Company’s deposits therein, at his discretion, for and in the best interest of the Company.
FURTHER RESOLVED: That Mr./Mrs. CEO/President Full Name, as the CEO/President of the Company, hereby is authorized and directed to certify that the foregoing resolutions and the provisions thereof are in conformity with the charter, bylaws and articles of incorporation of the Company, and that the foregoing resolution and the authority thereby conveyed shall remain in full force and effect until the purposes set forth herein are accomplished.
It is further certified that the foregoing resolutions have never been modified or amended and are now in full force and effect and that the above named Title of Buyer Signatory of the Company has been duly elected and appointed to hold office, is presently holding office, and is empowered to act for and on behalf of the Company, and that this fax or photocopy of the BOARD RESOLUTION shall be of equal value to the original and shall be accepted as such by everyone, for all purposes, everywhere.
There being no further business to come before the meeting, upon the motion duly made, seconded and unanimously carried, the Meeting was adjourned.
Place: XXXXXXXXXXXXXXXXXXXX
Date: Month Day Year
IN WITNESS WHEREOF, I have hereunto set my hand and seal of the Company in certification of the above resolutions and provisions on this _____day of _______, 2012.
…………………………………………
CEO/PRESIDENT
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| Issuing Country | : | |
| Issue Date | : | |
| Expiration Date | : |
Company Seal
…………………………………………
SECRETARY/DIRECTOR MANAGER
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| Passport No. | : | |
| Issuing Country | : | |
| Issue Date | : | |
| Expiration Date | : |
Date: xxx day of xxxx, 2012
Attention of:
LETTER OF CONFIRMATION OF NON – SOLICITATION
I, Buyer Signatory Full Name, with Passport Number XXXXXXXXX issued by Country as authorized signatory for Company Name, do hereby confirm that I have requested your organization via our Letter of Intent dated Month Day Year, with Buyer Code: XXXXXXXXXXXXXXX, to provide me with specific confidential information and documentation regarding the currently available for purchase – prime medium term notes (also referred to as “MTN”).
I further confirm that I have requested such information to serve only my interests and purposes and the information shall not be for further distribution. I hereby agree to keep all information I receive from your organization strictly confidential, and I shall not disclose it to any third party.
I hereby declare that I am fully aware that the information you have or will give me is in direct response to my request, and that it should not in any way be considered or intended to be a solicitation of funds of any sort, or any type of offering. I hereby confirm that the information is intended for my general knowledge only and that I consider myself an experienced and sophisticated investor. I hereby affirm, under penalty of perjury, declare that I have requested all information from you and your organization of my choice and free will, and further that your organization has not solicited me in anyway.
I understand that the contemplated transaction is strictly one of private commercial investment transaction and in no way does it rely upon or relate to the United States Securities Act 1933 or 1934, as amended, or related regulations in the USA, its jurisdictions or other nations similar securities laws and regulations. I agree that this private commercial investment transaction is exempt from the aforementioned securities act and it is not intended for the general public with all documentation being for private use only.
Signed this _______day of_______, 2012
___________________________________________________
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Passport No. |
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Issuing Country |
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Issue Date |
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Expiration Date |
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AUTHORIZATION TO VERIFY AND AUTHENTICATE FUNDS
Date: xxx day of xxxx, 2012
Attention of:
Ref: Bank Account Name
Bank Ref Code: XXXXXXXXXXXXX
Dear Sirs,
I, Buyer Signatory Full Name, the undersigned and holder of Passport Number XXXXXXXXXX issued by Country with issue date XXXXXXXXXX and expiration date XXXXXXXXXX, with personal and full corporate responsibility, under penalty of perjury, and duly authorized and signatory of the above referenced bank account with funds on deposit in account number XXXXXXXXXX at Name of Bank, hereby authorize the above named Bank Officer or its assigns’ Bank Officer to verify and authenticate the availability of my clean and clear unencumbered funds in the amount of €500,000,000.00 (Five Hundred Million Euro) of non criminal origins on deposit with the bank coordinates below.
I further declare that this “Authorization to Verify and Authenticate Funds” has been lodged with my bank under the same Bank Ref Code as written above. I reconfirm that my bank is fully informed and aware of the requested transaction.
Furthermore, my bank has been instructed and agreed to provide proof of the availability of our funds on an acceptable bank-to-bank basis. My bank details are as follows:
Account Name:
Bank Name:
Account Signatory:
Account number:
Bank Officer:
Bank Telephone No.:
Bank SWIFT Code:
Signed this _______day of_______, 2014
___________________________________________________
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Issuing Country |
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Expiration Date |
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On Buyer Letterhead
Date: xxx day of xxxx, 2014
IRREVOCABLE PAY PROTECTION AGREEMENT
I ………………………………….. of ……………………………………………………………… (Hereinafter the “Payer”) acting with full responsibility, hereby irrevocably and unconditionally, without protest or notification, without prejudice, recourse, or delay guarantee to pay the fee entitled to the beneficiaries listed on this document, via Wire transfer, at the time of settlement of each and every tranche of the transaction. This Fee Agreement is our irrevocable pay order to the intermediaries and is and shall remain an intricate part of the contract between the buyer and the seller.
This pay order shall remain in effect until this transaction, including any renewals, extensions and additions are fully completed.
We confirm that upon the execution of this “Fee Protection Agreement” this document is our Irrevocable Pay order. This Agreement-Pay order shall be lodged in our bank and a copy from that bank will be forwarded to you the beneficiaries. We agree that this irrevocable pay-order will also be lodged with seller’s side paymaster’s bank for the simultaneous collection with the first tranche.
In recognition for the services rendered towards the completion of contractual formalities and the commencement of the above referenced transaction, we the undersigned payer, hereby irrevocably and unconditionally, without protest, demand or delay, promise and guarantee to pay consultancy fees of One Percent (1.0%) of the face value of the instruments, for the benefit of the consultants being hereinafter called collectively the “beneficiaries” and individually a “Beneficiary”.
The said consultancy fee shall be paid upon the successful closing of each and every tranche concurrently with each payment of the instruments purchased by us. Further, the said consultancy fees shall be paid in good, clean clear and unencumbered Euros or United States Dollars and delivered, via wire transfer, to your designated trust account coordinates.
This “Fee Agreement-Pay Order” is unconditional, assignable and divisible. This “Fee Agreement-Pay Order” shall ensure to the benefit of the beneficiaries and their respective heirs, administrators, successors and assigns, as the case may be, and shall be binding and enforceable upon us, our successors and assigns as the case may be, until this transaction, including any renewals, extensions and additions are fully completed.
This Fee Agreement-Pay Order, if transmitted by facsimile, shall be considered an original, legally enforceable document.
Generally recognised International Standards of Non Circumvention and Non-disclosure are applicable for a period of Five Years from the date of this document or the last date of the contract including any renewals, extensions and additions are fully completed and we agree to respect those.
We hereby declare that we are fully aware that the information received from you is in direct response to our request and is not in any way considered or intended to be a solicitation of funds of any sort, or any type of offering, and is intended for our general knowledge only. We hereby affirm, under penalty of perjury, that we have requested information from you and your organization by our choice and free will, and further that you have not solicited us in any way.
We understand that the contemplated transaction is strictly one of private placement and is in no way relying upon or relating to the United States Securities Act of 1933, as amended, or related regulations, and does not involve the sale of securities. Further, we hereby declare we are not licensed brokers or government employees and understand neither are you or your organization.
We mutually agree that this private placement transaction is exempt from the Securities Act and is not intended for the general public and all materials are for our “PRIVATE USE ONLY”. Intermediaries are NOT Advisors of any kind.
All negotiations terms and conditions are between the principle parties and their perspective legal counsel only! Both principle parties are responsible for the ramification of their own actions. All Intermediaries are considered introducers and held harmless from any legal actions brought on by either party.
Parties to this agreement are independent contractors and all contemplated payments and/or disbursements hereunder are divided interests. Nothing in this agreement construes or creates a partnership or employer/employee relationship between or among the parties hereto. All taxes, federal, state or other are the independent responsibility of each of the parties hereto.
The above stated codes, (the seller’s code to be provided by the seller) and any other identification codes shall remain the same and shall not be changed until this transaction including any renewals, extensions and additions are fully completed and we agree to respect those.
The transaction code may be amended only by agreement between all parties hereto. This transmission via facsimile will be accepted as an original and I confirm that I have authority to execute this Pay Order.
Consultants cannot subpoena to appear in court to testify by any means consultants are not responsible for anything by any means. All responsibility rests on the Principals.
We agree to pay the fees from the below named transacting bank for this contract:
Bank Name |
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Irrevocable Fee Protection / Irrevocable Pay order for Consultant Fees of 1% (one percent) of the face value from each and every tranche of this transaction, including any rolls or extensions, to be shared as follows:
50% of 1% (Fifty Percent of One Percent) Sell Side: (Closed)
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Pay Master |
Will be advised |
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Address |
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Bank Name |
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Bank Address |
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| Bank Officer | |
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| Beneficiary | |
| Special Instructions | Same Day Transfer and Immediate Credit – CURRENCY: Euro or US Dollars. All Wire transfers shall incorporate below Text Message and a copy of Bank Wire Transfer slip shall be emailed to: and ……, for legal verification and documentation pursuant to Patriot Act/Banking regulations with One Original Contract copy to be filed with Bank |
| Required Instructions | Text Message: The S.W.I.F.T. or Clear Stream text message covering all remittances shall clearly state the following: :“THE REMITTER IS KNOWN TO US. THIS IS DONE WITH FULL BANKING RESPONSIBILITY AND WE ARE SATISFIED AS TO THE SOURCE OF FUNDS SENT TO US.” FOR SAME DAY SETTLEMENT. |
50% of 1% ( Half of One Percent) Buy Side:
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Pay Master |
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Bank Name |
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Bank Address |
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| Bank Officer | |
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| Beneficiary | |
| Special Instructions | Same Day Transfer and Immediate Credit – CURRENCY: Euro or US Dollars. All Wire transfers shall incorporate below Text Message and a copy of Bank Wire Transfer slip shall be emailed to: XXXXXXXXXX , for legal verification and documentation pursuant to Patriot Act/Banking regulations with One Original Contract copy to be filed with Bank |
| Required Instructions | Text Message: The S.W.I.F.T. or Clear Stream text message covering all remittances shall clearly state the following: :“THE REMITTER IS KNOWN TO US. THIS IS DONE WITH FULL BANKING RESPONSIBILITY AND WE ARE SATISFIED AS TO THE SOURCE OF FUNDS SENT TO US.” FOR SAME DAY SETTLEMENT. |
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Bank Name |
I AGREE TO THE ABOVE IRREVOCABLE PAY PROTECTION AGREEMENT IN ITS ENTIRETY.
DATED THIS ………………………………………..
ISSUED AND SIGNED BY:
(“PAYOR”)
BY:
Name : ……………………………
Title : ………………………..
SSN : ………………………
PROPOSED TRANCHE SCHEDULE
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WeEK |
DAY |
TRANCHe # |
FACE VALUE |
REMARKS |
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1 |
1 |
1 |
€500M |
Required 1st TR. |
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1 |
2 |
2 |
€000M / €0B |
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1 |
3 |
3 |
€000M / €0B |
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1 |
4 |
4 |
€000M / €0B |
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1 |
5 |
5 |
€000M / €0B |
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2 |
1 |
6 |
€000M / €0B |
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2 |
2 |
7 |
€000M / €0B |
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2 |
3 |
8 |
€000M / €0B |
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2 |
4 |
9 |
€000M / €0B |
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2 |
5 |
10 |
€000M / €0B |
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3 |
1 |
11 |
€000M / €0B |
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3 |
2 |
12 |
€000M / €0B |
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3 |
3 |
13 |
€000M / €0B |
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3 |
4 |
14 |
€000M / €0B |
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3 |
5 |
15 |
€000M / €0B |
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4 |
1 |
11 |
€000M / €0B |
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4 |
2 |
12 |
€000M / €0B |
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4 |
3 |
13 |
€000M / €0B |
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4 |
4 |
14 |
€000M / €0B |
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4 |
5 |
15 |
€000M / €0B |
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5-52 |
1-5 |
16- |
€000M / €0B |
Proposed FOR AND ON BEHALF OF COMPANY NAME
__________________________________________________
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Expiration Date |
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APPENDIX 1: BANK PRE‐ADVICE VIA MT SWIFT-799
TEXT‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐MESSAGE HEADER‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
SWIFT INPUT: MT-799
SENDER:
BANK NAME:
BANK ADDRESS:
SWIFT CODE:
BANK OFFICER:
AMOUNT:
ACCOUNT NAME:
ACCOUNT NUMBER:
RECEIVER:
BANK NAME:
BANK ADDRESS:
SWIFT CODE:
BANK OFFICER:
AMOUNT:
ACCOUNT NAME:
ACCOUNT NUMBER:
IN FAVOR OF:
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐SWIFT MESSAGE TEXT‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
TRANSACTION CODE:
SPECIAL WIRE INSTRUCTION:
WE, _________, HEREBY ADVISE YOU WITH FULL BANK RESPONSIBILITY AND LIABILITY THAT OUR CLIENT _______________ AS OF MONTH___, 2014 HAS THE FINANCIAL CAPABILITY TO ENTER INTO THE DEED OF AGREEMENT NUMBER_____________ BETWEEN __________ AND ________________, AND HAS RESERVED THE APPROPRIATE DOLLAR AMOUNT/EURO IN FAVOR OF _________ ______FOR ACCOUNT NUMBER ________________, WHOSE ADDRESS IS _________________________________[COUNTRY].
SUCH FUNDS ARE GOOD, CLEAN AND CLEARED FUNDS OF NON-CRIMINAL ORIGIN AND ARE FROM A LEGAL SOURCE AVAILABLE AGAINST THE DELIVERY OF THE PRODUCT DESCRIBED WITHIN THE DEED OF AGREEMENT BETWEEN __________________ AND ______________.THESE FUNDS WILL REMAIN RESERVE FROM THE TIME OF THIS SWIFT AS PER TERMS OF THE REFERENCED CONTRACT. THIS IS AN OPERATIVE BANK INSTRUMENT AND IS SUBJECT TO THE UNIFORM COMMERCIAL CODE AS IT RELATES TO BANK CREDIT INSTRUMENTS.
ON BEHALF OF BANK:
BANK OFFICER:
TITLE:
BANK OFFICER:
TITLE:
\\\\\\End of Message//////
MediumTermNotes 