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TRANSACTION REFERENCE CODE

AGREEMENT NUMBER
DATE:

PRIVATE INVESTMENT AGREEMENT


PARTNERSHIP AGREEMENT ON INVESTMENTS AND FINANCIAL COOPERATION
SWIFT GPI MT103 DIRECT CASH OR MT103 DIRECT CASH TRANSFER
VIA INTER BANKING SWIFT.COM MT103/DIRECT CASH
TRANSACTION REFERENCE CODE :
AGREEMENT NUMBER :

THIS AGREEMENT ON DELIVERY OF CASH FUNDS FOR INVESTMENT | TRANSFER VIA INTER BANKING SWIFT.COM
MT103/DIRECT CASH (hereinafter referred to as the AGREEMENT) is made and effective on this.

BETWEEN

SIGNED FOR AND ON BEHALF OF PARTY- A (INVESTOR):


COMPANY NAME IMMOBILIEN PARTNER GMBH
COMPANY ADDRESS AN DER KRONENEIKE 14, BELM 49191 GERMANY
COMPANY REG. NO. 0541/315-208425
REPRESENTED BY MR. BRAUN ALEXANDER / DIRECTOR
PASSPORT NUMBER L2JNTTT4G
DATE OF ISSUE 27.04.2017
DATE OF EXPIRY 26.04.2027
COUNTRY OF ISSUE GERMANY
BANK NAME DEUTSCHE BANK PRIVET UND GESCHAFTSKUNDEN
BANK ADDRESS DB PRIVT-UND FIRMENKUNDENBANK (DEUTSCHE BANK OSNABRUCK, GERMANY)
ACCOUNT NAME IMMOBILIEN PARTNER GMBH
SWIFT CODE DEUTDEDB265
ACCOUNT NO. DE20265700240038813200
BANK OFFICER FRANK KUNHKE
BANK OFFICERE MAIL frank.kunhke@db.com
BANK TELEPHONE TBA
HEREINAFTER REFERRED TO AS PARTY A OR “INVESTOR” OR ‘SENDER’ SIGNED

And

Page 1 of 14
PARTY A (INVESTOR OR SENDER) PARTY B (INVESTEE OR RECEIVER)
TRANSACTION REFERENCE CODE
AGREEMENT NUMBER
DATE:

FOR AND ON BEHALF OF PARTY- B (SERVICE PROVIDER):


COMPANY NAME:

COMPANY ADDRESS:

COMPANY REG. №:

REPRESENTED BY:

TITLE:

PASSPORT №:

COUNTRY OF ISSUE:

DATE OF ISSUE:

DATE OF EXPIRY:

BANK NAME:

BANK ADDRESS:

BIC/ SWIFT CODE:

ACCOUNT NAME:

ACCOUNT NUMBER/IBAN:

PAYMENT REFERENCE:

BANK OFFICER NAME:

BANK OFFICER EMAIL:

HEREINAFTER REFERRED TO AS PARTY B OR “INVESTEE” OR ‘RECEIVER’

WHEREAS, the PARTIES are individually known as “Party A” and/or the INVESTOR and “Party B” and/or the INVESTEE
and jointly known as PARTIES; and

WHEREAS, the PARTIES hereto are desirous of entering into this AGREEMENT for the purpose of developing own
investment and humanitarian projects contemplated herein for the mutual benefit only and not for other purposes
whatsoever; and

WHEREAS, the INVESTOR is holding an account at DEUTSCHE BANK AG, GERMANY with cash funds to be transferred
to SECOND PARTY’s designated account via SWIFT.COM MT103 (Internet Protocol special MT103 transmission named);
and

WHEREAS, the INVESTOR hereto warrants that the funds to be transacted, for making the investments, are all good,
clean and cleared funds of non-criminal origin, without any traces of illegality or unlawfulness whatsoever.

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PARTY A (INVESTOR OR SENDER) PARTY B (INVESTEE OR RECEIVER)
TRANSACTION REFERENCE CODE
AGREEMENT NUMBER
DATE:

1. Subject of Agreement:

1.1. In accordance with the provisions of this Agreement and general principles and regulations of the
management of the financial resources the Investor instructs, and the “Investee” undertakes to
manage investment plans accepted by parties and invested by the Investor by this Agreement.

1.2. The Investor's financial resources are made available to the “Investee” hereinafter referred to as the
"Investments".

1.3. According to the laws of and for the execution of the Law of About the regime of foreign international
investing for two parties, the subject of this Agreement is a joint investment activity of the Partners,
which is not connected with the creation of new legal entities, on the following directions: investments
in the commercial sphere, social, innovative projects, etc.

1.4. The High Contracting "Parties", in order to strengthen bilateral friendly international relations are
intended to cooperate in the following make own projects at the expense of own funds and financial
opportunities as well as attracting involving partners.

1.4.1. Promoting involvement in the real economy, and private regional priority investment projects;
1.4.2. Promoting a balanced and sustainable growing system of financial support for projects and
programs in priority areas;
1.4.3. Minimizing investment and commercial risks involved in the implementation of projects.
And also, can carry out reinvestment in the objects of the primary investment and other
objects of investment and reinvestment.

2. Joint activity of the parties:

2.1. We, the undersigned Parties, hereby with full legal and corporate responsibility, under penalty of
perjury, confirm that the Investor is ready, willing, and able the investments and the Partner is ready
to receive the investments and to make at the mutually agreed terms and conditions hereof.

2.2. For the realization of the investment programs the Parties bring the foreign investment in convertible
currency during validity hereof according to the schedule fixed by the Parties, agreed currency
amounts, and tranches, which are reflected in additional agreements hereto.

2.3. The Parties can extend kinds and spheres of investment activity and if necessary make Additional
agreements.

2.4. Addendum and changes may be brought to this Agreement by mutual agreement of the Parties, which
are to be formed by separate protocols, which, after the signing of “Parties”, are considered an integral
part hereof.

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PARTY A (INVESTOR OR SENDER) PARTY B (INVESTEE OR RECEIVER)
TRANSACTION REFERENCE CODE
AGREEMENT NUMBER
DATE:

PROCEDURES:

APPROPRIATE PROCEDURES TO BE INSERTED DEPENDING IF TRANSFER OF FUNDS OR OPENING OF ACCOUNTS

1. PARTY A/INVESTOR and PARTY-B/INVESTEE execute, sign and seal the Agreement, with definition, that the
investment funds will be transferred from the general Investor via GPI MT103 DIRECT CASH TRANSFER.

2. The Agreement also includes agreed terms and conditions for distribution and transfer of cash funds for
investments, and thereby this Agreement becomes automatically a full commercial recourse Agreement. The
Investor executes, signs and seals this Agreement including the Irrevocable Investment Distribution Payment
Agreement (IIDPA), sends it for completion and signature by the PARTY B,

3. Once the parties sign the contract, the investor's bank sends a message via SWIFT to the investee's bank within
24 hours announcing the readiness of MT199 PROOF OF FUND (POF). (www.swift.com)

4. After receiving and confirming the MT199 PROOF OF FUND (POF) by the investee’s bank, the investee will issue
the company payback guarantee letter (CPGL) with bank endorsement in the amount of 50% (FIFTY PERCENT)
of the total amount of investment according to the agreed by the parties to guarantee thereinvestment that
is requested by the investor to invest in other projects and send it to investor’s bank, and the PGL is activated
after 72 hours have passed and the amount has been credited to the receiving company'saccount.

5. Within 24 hours after receipt of the CPGL and confirmed by the investor’s bank, the investor will send first
tranche of the fund by the -MT103 DIRECT CASH TRANSFERRING.

6. Upon completion of the funds transfer to the Investee’s account, the Investee’s bank will transfer the
redistribution funds within maximum 72 banking business hours if the Investee’s bank redistribution the Funds
direct to the Investor but the Investee’s bank needs maximum 96 banking business hours if the reinvestment
funds should be transferred to the third party.

7. The Investee will reinvestment the Funds as agreed in accordance with the Irrevocable Investment
Distribution Payment Agreement (IIDPA) to the all Beneficiaries and Domes.
With each payment the copies of the swift MT103 will be sent to all beneficiaries of the said IIDPA,

8. All the next tranches will be done in accordance with the above.

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PARTY A (INVESTOR OR SENDER) PARTY B (INVESTEE OR RECEIVER)
TRANSACTION REFERENCE CODE
AGREEMENT NUMBER
DATE:

DETAILS OF TRANSACTION INSTRUMENT: VIA SWIFT MT103 DIRECT CASH TRANSFER

INSTRUMENT:
1 SWIFT GPI MT103 DIRECT CASH TRANSFER

TOTAL FACE VALUE: EUR 1,000,000,000,000,00 ( ONE TRILLION EURO)


2

FIRST TRANCHE:
3 EUR 49,000,000 ( Fourty Nine Million
EURO)
4 SECOND TRANCHE: EUR 951,000,000 ( Nine Hundred Fifty One Million)

5 THIRD TRANCHE: EUR 9,000,000,000 (NINE BILLION)


FOURTH TRANCHES:
6 EUR 990,000,000,000 ( NINE HUNDRED NINETY BILLION)

7 REINVESTMENT: SWIFT MT103 / WIRE TRANSFER (SAME DAY SETTLEMENT), SEPA INSTANT
OR TT FED WIRE OR IBAN
8 SHARE: AS AGREED AND ANNOUNCED IN THE SEPARATE IPGL/CPGL
PAYMENT GAURANTEE
BANK ENDORSED IPGL/CPGL (AFTER CREDITING THE FUNDS TO THE
9 LETTER (IMFPA AGREEMENT)
RECEIVER'S ACCOUNT)

NON-SOLICITATION
THE INVESTEE hereby confirms and declares that the INVESTOR, its associates or representatives or any person or
persons on its behalf has/have never been solicited by any party, its shareholders or associates or representatives in
any way whatsoever that can be construed as a solicitation for this transaction or for future transactions.

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.

The term “Beyond the Control of Such Party” includes Act of War, Rebellion, Fire, Flood, Earthquake 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.

conduct the business of the Program and the Subsidiaries.

Enforceability This AGREEMENT constitutes the legal, valid and binding obligation of such party enforceable in
accordance with its terms.

Consents and Authority No consents or approvals are required from any governmental authority or other Person for
it to enter into this AGREEMENT. All action 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.

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PARTY A (INVESTOR OR SENDER) PARTY B (INVESTEE OR RECEIVER)
TRANSACTION REFERENCE CODE
AGREEMENT NUMBER
DATE:

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 or contravene the provisions of its organizational documents or any
agreement or instrument by which it or its properties or assets are bound or any law, rule, regulation, order or decree
to which it or its properties or assets are subject.

INVESTEEIT has been afforded the opportunity to seek and rely upon the advice of its own attorney, accountant or
other professional advisor in connection with the execution of this AGREEMENT. The PARTIES shall do so in respect of
each other and under this AGREEMENT written conditions.

MISCELLANEOUS Notice(s)

Any modifications, amendments, addendums or follow on contracts will be executed by the two authorized signatories
respectively. When signed and referenced to this AGREEMENT, whether received by mail or facsimile transmission as
all and any facsimile or photocopies certified as true copies of the originals by the PARTIES hereto shall be considered
as an original, both legally binding and enforceable for the term of this AGREEMENT.

Specific Performance; 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.

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.

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 PARTIES.

Applicable Law; Jurisdiction This AGREEMENT shall be governed by and construed in accordance with the laws of the
Kingdom of England.

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.

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 prince al 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 the 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.

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PARTY A (INVESTOR OR SENDER) PARTY B (INVESTEE OR RECEIVER)
TRANSACTION REFERENCE CODE
AGREEMENT NUMBER
DATE:

No Rights of Third Parties (i) This AGREEMENT is made solely and specifically between and for the
benefit of the partieshereto and their respective members, successors and assigns subject to the
express provisions hereof relating to successors and assigns, and (ii) no other Person whatsoever
shall have any rights, interest, or claims hereunder or be entitled to any benefits under or on account
of this AGREEMENT as a third party beneficiary or otherwise.

Survival The covenants contained in this AGREEMENT which, by their terms, require performance
after the expirationor termination of this AGREEMENT shall be enforceable notwithstanding the
expiration or other termination of this AGREEMENT.

SIGNATURES OF PARTIES

TRANSACTION REFERENCE CODE


AGREEMENT NUMBER
The investor or Sender
DATE:/ Party-A: Party B-
IMMOBILIEN PARTNER GMBH …….

COMPANY NAME: IMMOBILIEN PARTNER GMBH COMPANY NAME:


REPRESENTED BY: MR. BRAUN ALEXANDER REPRESENTED BY:
TITLE DIRECTOR TITLE

PASSPORT NUMBER: l2JNTTT4G PASSPORT NUMBER:

COUNTRY OF ISSUE: GERMANY COUNTRY OF ISSUE:


DATE OF ISSUE: 27.04.2017 DATE OF ISSUE:
DATE OF EXPIRY: 26.04.2027 DATE OF EXPIRY:
DATE SIGNED: DATE SIGNED:

Page 7 of 14
PARTY A (INVESTOR OR SENDER) PARTY B (INVESTEE OR RECEIVER)
TRANSACTION REFERENCE CODE
AGREEMENT NUMBER
DATE:

IRREVOCABLE INVESTMENT DISTRIBUTION PAYMENT AGREEMENT (IIDPA)

I, MR. THOMAS LIMBERG, acting with full responsibility, hereby irrevocably and unconditionally, without protest or
notification, without prejudice, recourse, or delay guarantee to pay to the beneficiaries listed on this document, via
Wire transfer, at the time of settlement of each tranche of the transaction. This Agreement is our irrevocable pay order
to the beneficiaries and is and shall remain an intricate part of the Agreement between the Investee and the Investor.

I, MR. THOMAS LIMBERG, and my legal representative, acting with full responsibility, hereby irrevocably and
unconditionally, without protest or notification, without prejudice, recourse, or delay guarantee to transfer Euros to
the bank account designated as mentioned in this Agreement. This transfer will be done before any orders, agreements
or arrangements of Investor come into effect. This pay order shall remain in effect until this transaction, including any
renewals, extensions and additions are fully completed.

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 ICC laws.

This Agreement, if transmitted by facsimile or electronic mail shall be considered an original, legally enforceable
document. Generally recognized 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.

The above stated codes 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 Agreement will come into effect
only after full money transfer as of the agreement will happen.

This Agreement shall be lodged in our bank and a copy will be forwarded to all beneficiaries. I agree to the above
irrevocable investment distribution payment Agreement in its entirety.

This Agreement once executed by both parties will become effective as of the date first written above. Any official
notice(s) exchanged by the parties hereto, shall be sent to the first mentioned address(s) herein or as may be attached
by addenda hereto a facsimile or electronically transferred copy duly signed by both parties shall be deemed original.

Page 8 of 14
PARTY A (INVESTOR OR SENDER) PARTY B (INVESTEE OR RECEIVER)
TRANSACTION REFERENCE CODE
AGREEMENT NUMBER
DATE:

INVESTOR OR SENDER / PARTY-A PASSPORT COPY:

Page 9 of 14
PARTY A (INVESTOR OR SENDER) PARTY B (INVESTEE OR RECEIVER)
TRANSACTION REFERENCE CODE
AGREEMENT NUMBER
DATE:

CERTIFICATE OF INCORPORATION of INVESTOR / PARTY-A

Page 10 of 14
PARTY A (INVESTOR OR SENDER) PARTY B (INVESTEE OR RECEIVER)
TRANSACTION REFERENCE CODE
AGREEMENT NUMBER
DATE:

INVESTEE OR RECEVER / PARTY-B PASSPORT COPY:

Page 11 of 14
PARTY A (INVESTOR OR SENDER) PARTY B (INVESTEE OR RECEIVER)
TRANSACTION REFERENCE CODE
AGREEMENT NUMBER
DATE:

CERTIFICATE OF INCORPORATION of INVESTEE OR RECEVER / PARTY-B PAGE1

Page 12 of 14
PARTY A (INVESTOR OR SENDER) PARTY B (INVESTEE OR RECEIVER)
TRANSACTION REFERENCE CODE
AGREEMENT NUMBER
DATE:

CERTIFICATE OF INCORPORATION of INVESTEE OR RECEVER / PARTY-B PAGE2

Page 13 of 14
PARTY A (INVESTOR OR SENDER) PARTY B (INVESTEE OR RECEIVER)
TRANSACTION REFERENCE CODE
AGREEMENT NUMBER
DATE:

EDT
(Electronic DocumentTransmissions)

EDT (Electronic Document Transmissions) shall be deemed valid and enforceable in respect of any
provisions of thisContract. As applicable, this agreement shall be:-

Incorporate U.S. Public Law 106-229, ‘‘Electronic Signatures in Global & National Commerce Act’’ or such
otherapplicable law conforming to the UNCITRAL Model Law on Electronic Signatures (2001)

ELECTRONIC COMMERCE AGREEMENT (ECE/TRADE/257, Geneva, May 2000) adopted by the United
NationsCentre 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 mayrequest 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 dutiesunder EDT instruments.

SIGNATURES OF PARTIES
The investor or Sender / Party-A: Party B-
IMMOBILIEN PARTNER GMBH ……….

COMPANY NAME: IMMOBILIEN PARTNER GMBH COMPANY NAME:


REPRESENTED BY: MR. BRAUN ALEXANDER REPRESENTED BY:
TITLE DIRECTOR TITLE

PASSPORT NUMBER: l2JNTTT4G PASSPORT NUMBER:

COUNTRY OF ISSUE: GERMANY COUNTRY OF ISSUE:


DATE OF ISSUE: 27.04.2017 DATE OF ISSUE:
DATE OF EXPIRY: 26.04.2027 DATE OF EXPIRY:
DATE SIGNED: DATE SIGNED:

PARTY A (INVESTOR OR SENDER) page 14 of 14 PARTY B (INVESTEE OR RECEIVER)

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