THIS MOU, hereinafter Agreement, is made on this 13 th Day of October, 2013 by and between the following parties:
Director of ARCHANGEL RELIANCE, LLC Registration No. 801159698 , , holder of TDL No.15295835, EIN number 27-1251768, Registered address at 2725 Lookout Dr Suite 1202 Garland TX 75044 hereinafter are referred to herein collectively as the Party 1,
And
The parties hereto Director of SCEPTRE, LLC, holder of U.S.A. Passport No. NRHD5R293, Registered address at 109 E. 17 th Street, Suite 4102 Cheyenne, WY 82001 USA. Hereinafter are referred to herein collectively as the "Parties". Party 2, RECI TALS
A. WHEREAS, Party 1 is the sole owner and signatory of trade platform credit facility within Wells Fargo. B. WHEREAS, Party 2 has is the owner and signatory of the account ending in xxxxxxxxx1334, in the amount of at least 5,000,000.00.
I NSTRUMENT DESCRI PTI ON: Instrument Type Cash Total Base Contract Amount FIVE MILLION DOLLAS (5,000,000.00) Account Number 006915671334 Bank Wells Fargo Company Name SCEPTRE, LLC Authorized Signatory and Director Mr. George Stenekes Banker Name Manuel Sanchez Settlement T+5 Delivery Method CD with Archangel Reliance, LLC name on CD in addition to CD purchasers name.
Term of this agreement will be for 36 months from execution and can be extended, if mutually agreed upon.
Each party is responsible for their own taxes.
Archangel Reliance, LLC 5435 North Garland Ave Suite 140-173 Garland, TX 75040 Creating Financial Overflow!
Transaction Code: SCPTR/AR/5M/CD/12132013-001
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Now therefore, in consideration of the stated intentions hereinabove, and in consideration of the mutual covenants contained herein, the Parties agree as follows:
Article 1 Procedure
After signing this agreement Party 1 makes all necessary arrangements to assist Party 2 with setting up the purchase of the CD. Purchasing the CD serves the purpose of blocking the funds at Wells Fargo. Party 2 will add the name of Party 1 to the Certificate of deposit as beneficiary, Party 1 has no right to attempted to move CD outside of Wells Fargo. Further Party 1 agrees to keep CD on deposit within Wells Fargo at all times. Invoice for payment to Party 2 will be provided once CD process is completed and pledge authorization document has been signed by Party 2.
Party 2 agrees to allow Party 1 to have full rights and use as owner giving and/or acknowledging the authority granted to party 1 to use the blocked funds in the form of a certificate of deposit by which party 2 has assigned to Party 1 granting full rights only as Holder in due course, granting the pledging of stated instrument as collateral for the internal credit facility that Party 1 is the sole owner and signatory thereof.
Once cash has been confirmed as being blocked in the form of a CD, with party 1 name being attached as Co-holder or direct beneficiary, Asset will internally be credited to Party 1 trade account to initiate facility for proceed allocation.
Party 2 will receive value consideration in the amount of 30% in addition to the yearly yield from the CD offered by the bank. Party 1 will pay the allocate funds based on pre-determined draw scheduled by the bank for consideration of value of instrument.
Party 1 soley is response for servicing the obligation of the credit facility, and asset term will be 5 years and a 30% will be performed on a monthly basis starting the first month after the first 12 month/ 40 week period has completed.
Party 2 has the right to request to terminate this agreement but must provide 90 day notice of intent to withdraw from relationship. And must agree to at least leave asset blocked in Party 1 favor as previously stated for 1 year.
Article 2 Term
This Agreement shall be valid until the completion of the financial transaction, including rollovers and extensions.
Archangel Reliance, LLC 5435 North Garland Ave Suite 140-173 Garland, TX 75040 Creating Financial Overflow!
Transaction Code: SCPTR/AR/5M/CD/12132013-001
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Article 3 - Other business
The Parties understand that this Agreement applies only to the Parties participating in the subject Agreement and anticipate that the Parties have other ongoing businesses or enterprises
which shall have no impact or relationship with this Agreement; as such, the Parties may engage in or possess an interest in other business ventures of every nature and description, independently or with others, and neither of the Parties shall have any right by virtue of this Agreement in and to such independent ventures or the income/profits derived there from.
Article 4 - Time and efforts
The Parties hereby warrant and covenant that each shall devote such time and effort to the business contemplated herein as is reasonably necessary to further such business in a professional and expeditious manner.
Article 5 - Non-disclosure-non solicitation
The Parties expressly acknowledge and agree that each has certain expertise, information and business relationships that are of a proprietary nature, which are valuable and, which in the context hereof are unique to each party in order to carry out the business activities contemplated herein. The Parties must reveal such proprietary information to each other. Each Party agrees to hold any and all such proprietary information in strict confidence and not to reveal, now or in the future, such information to any third parties without the prior written consent of the Party from which such proprietary information originates.
Improper release of such information, for any reason, without the prior written consent of the Party from whom such information originates, shall be a breach of this Agreement and actionable for damages sustained thereby. The provisions of this Article shall apply to both Parties and without limitation, to any entities related to or affiliated with any Party by commonality or ownership and/or management and their directors, officers, employees, agents, representatives, advisors, consultants, attorneys, accountants and the like. The provisions of this Article shall survive for a period of five (5) years from the date of signing this Agreement.
Party 1 hereby declares that he is fully aware that the information received from Party 2 is in direct response to Party 1 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 Party 1 general knowledge only. Party 1 hereby affirms under penalty of perjury that Party 2 has not solicited Party 1 in any way.
Archangel Reliance, LLC 5435 North Garland Ave Suite 140-173 Garland, TX 75040 Creating Financial Overflow!
Transaction Code: SCPTR/AR/5M/CD/12132013-001
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Article 6- Entire Agreement
This Agreement constitutes the entire agreement between the Parties pertaining to the subject matter hereof and all prior and contemporaneous agreements, representations, negotiations and understandings of the Parties, oral or written, are hereby superseded and merged herein.
Article 7 - No modification
No addition to or modification of any term or provision of this Agreement shall be effective unless set forth in writing and signed by both Parties.
Article 8 - Further assurances
Each of the Parties shall execute and deliver all additional papers, documents and other assurances, and shall do all acts and things reasonably necessary in connection with the performance of their obligations here under to carry out the intent of this Agreement.
Article 9 Construction
The agreement contained herein shall not be construed in favor of or against any Party hereto but shall be construed as if all Parties prepared this Agreement.
Article 10 Headings
The paragraph headings herein are used only for the purpose of convenience and shall not be deemed to limit the subject of the articles of this Agreement or to be considered in their construction. Article 11 Governing law J urisdiction
The construction and interpretation of this Agreement shall be in accordance with the laws of USA as applicable, whose courts shall have jurisdiction to hear and adjudicate any dispute arising out of this Agreement.
Article 12 - No waiver
No waiver by any Party of a breach of any of the terms, covenants, or conditions of this Agreement by the other Party shall be construed or held to be a waiver of any succeeding or preceding breach of the same or of any other term, covenant or condition contained herein.
Article 13 Severability
If any portion of this Agreement shall become illegal, null, void or against public policy, for any reason, or shall be held by any court of competent jurisdiction to be illegal, null, void or
Archangel Reliance, LLC 5435 North Garland Ave Suite 140-173 Garland, TX 75040 Creating Financial Overflow!
Transaction Code: SCPTR/AR/5M/CD/12132013-001
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against public policy, the remaining portions of this Agreement shall not be affected hereby and shall remain in force and effect to the full extent permissible by low.
Article 14 Validity-Effectiveness
This agreement once signed by both Parties, is considered to be in force and it will remain valid, until the provisions of Article 2 will have been executed successfully.
In the event that for any reason, this will not be effected by 13 th December, 2013, this agreement will be null and void, unless mutually extended by both Parties. If not extended, the Parties hereto will be free of any obligation towards each other and neither party will have a claim whatsoever on the other party.
For and on Behalf of Party 1: ARCHANGEL RELIANCE, LLC
This order shall be issued to the applicatory credit segmentation within our collective bank. ASSIGNOR operating as owner does hereby grant the authority to have for its full use as owner and for the benefit of the owner of credit facility the ASSIGNEE, as credit enhancement. ASSIGNOR grants the wealth bank conduit of the ASSIGNEE, to facilitate this order. Courtesy balance payment guarantee assurance will be collected and obligated to the facility of the ASSIGNEE, for a period equal to the term of the certificate of deposit , ASSIGNOR irrevocably agrees without protest that the certificate of deposit is plighted as ancillary mechanism for the facility of the ASSIGNEE, and will remain on deposit at all times. ASSIGNOR grants permission and specific authorization to complete this order in favor of ASSIGNEE. ASSIGNEE: ARCHANGEL RELIANCE, LLC