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TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

ACTUAL AGREEMENT

Providers initial 0 Borrowers initial


TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

This CONTRACT is made and entered into on this day of June, 2016

by and between:

The Issuer

Signatory by:
Represented by:

(hereinafter referred to as "PROVIDER")

and

The Client
FMS KARUN LAND AND PROPERTY BERHAD
ADDRESS: NO.4A, JALAN SG 3/12,
TAMAN SRI GOMBAK, SELANGOR DARUL EHSAN
MALAYSIA.
xxxxxx
Signatory by: Fatimah Mohd Sham
Represented by: Mrs.Fatimah Mohd Sham
Telephone: +603 61841003
Fax Number: +603 61850334
Email: fatimahmohdsham334@gmail.com

(hereinafter referred to as "BORROWER")

WHEREAS. The BORROWER through associates, constract and sources desires to Lease STANDBY L
ETTEROF CREDIT(SBLC) from PROVIDER. The BORROWER confirms with full corporate and legal
responsibility that funds are available to fulfil the requirements for the leasing of this instrument and the B
ORROWER further confirms to cooperate with the Provider.

WHEREAS. The PROVIDER desires to Lease, transfer and assign all rights title and interest of the STA
NDBYLETTER OF CREDIT(SBLC) available to it to the BORROWER. The PROVIDER represents and
warrants that it has the ability and resources to arrange through associates, contracts and sources, with ful
l corporate responsibility, financial instrument in the term of assignments to be provided to BORROWER.
The PROVIDER hereby declares under penalty of perjury that the STANDBY LETTER OF CREDIT (S
BLC) will be backed by funds that are good, clean, clear, and free of non criminal origin, the STANDBY
LETTER OFCREDIT(SBLC) will be free and clear of all liens, encumbrances and third party interests.

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TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

BOTH PARTIES AGREED THAT THE FIRST TRANCHE OF THE STANDBY LETTER OF CREDIT
(SBLC) WILL BEFROM DEUTSCHE BANK SINGAPORE. THE NEXT TRANCHE WILL BE AGRE
EDMUTUALLY BY BOTHPARTIES. IF THERE ARECHANGES AND AMENDMENTS TO THE T
ERMS HEREIN, IT SHALL BE DISCUSSEDAND AGREED UPON BY BOTH PARTIES.

THE BORROWER HAS AGREED TO PLACEA SUM OF USD150,000.00 INTO THE STAKE HOLD
ERS ACCOUNTAFTER BANK TO BANK PRE ADVICE EMAIL TO VERIFY EACH PARTY AND
UPON SIGNING OF THEACTUAL AGREEMENT. IN THE EVENT THE BORROWERS BANKER
FAILS TO REPLY OR ANSWER TO THESWIFT MT799 ISSUED BY THE PROVIDERS ISSUING
BANK, THE STAKEHOLDER SHALL RELEASE THE SAIDSUM OF USD150,000.00 TO THE PRO
VIDER BEING THE PENALTY PAYABLE TO THE PROVIDER.

BOTH PARTIES AGREED THAT ACTUAL AGREEMENT IS NOT TO BE USED IN BANK (PRIVA
TEARRANGEMENT ONLY) AND THE ACTUAL AGREEMENT LETTER CANNOT BE USED FOR
OTHER PURPOSESBUT IT WILL BE REPLACED WITH ONE INVESTMENT AGREEMENT FO
R BANK TO BANK PROCESS USINGTHE SAME TRANSACTION CODES. WITH THE INVESTM
ENT AGREEMENT AND THE PROVIDER WILL SENDINVOICE FOR LEASING FEES PAYMENT.

NOW THEREFORE, The CLIENT (Borrower) has agreed to lease the SBLC at (12% + 2% Plus interm
ediaries/ Agent fees)of Face Value for the instrument requested and ISSUER (Provider) has agreed to leas
e Stand by Letter Of Credit ( SBLC ) and both Parties hereby agree to the following:

DESCRIPTION OF INSTRUMENTS

SBLC (STANDBY LETTER OF


1. Instrument :
CREDIT)
DEUTSCHE BANKSINGAPOR
2. Issuing Bank : E.

US$ 10, 000, 000.00TENMILLI


3. Total Face Value : ON UNITED STATESDOLLAR
S )with Roll and Extension.
US$ 10, 000,000.00TENMILLI
4. First Tranche : ON UNITED STATESDOLLAR
S)
5. Age : One (1) Year One Day(1)Only.
12% (Twelve Percent) for Lease o
f Face Value plus 2% (Two Perce
6. Leasing Price ::
nt) for intermediary/Agents fees

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TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

Bank-to-Bank by EMAIL and


7. Delivery :
SWIFT MT799, MT760.
US1.200,000.00ONEMILLION
TWO HUNDREDTHOUSAND U
NITED STATESDOLLARS) for
8. Payment : Borrowing andUS200,000.00(TW
O HUNDREDTHOUSAND UNI
TED STATEDDOLLARS)for int
ermediary/Agents fees
Bonded Courier within 7 (seven)
9. Hard Copy :
banking days.

PROCEDURE.

1. First step the Borrower and Provider will confirm and agreed all the terms and conditions thro
ugh initial in the actual agreement. After Both Parties agree upon all the terms and procedures,
The Provider and Borrower will sign and endorse in the Actual agreement with full Bank Coordina
tes.

2. After both parties has agreed upon all terms and procedures, the BORROWER sends Actual agreemen
t to the PROVIDER with the attached copies of Signatorys Passport, Company's Resolution and Client In
formation Sheet (CIS)and proof of the Security Deposit of US$150,000.00 are available ready to be kept b
y the BORROWERs Trustee acting as Stakeholder. In the event the Borrowers Receiving Bank fails to a
nswer back or reply the Providers Issuing Banks MT799 via Swift MT799 Ready, Willing and Able (R
WA)to receive the Swift Via MT760, the Borrowers Trustee shall, without protest, release the Security D
eposit of US$150,000.00 to the Provider.
(Upon receipt of the Letter of Undertaking to pay the sum of USD150,000.00 by the PROVIDER from the
Borrowers Trustee/Stake Holder, within 72 hours thereof, The PROVIDER will instruct the Issuing Ban
k toSWIFT799 to the Borrowers Receiver Bank).

3. Receiver Bank will answer MT799 to receive the MT760 and give secure payment for the leasing fees
of12% + 2% from the face value of the Standby Letter of Credit (SBLC)
(Provider must send MT799 and MT760 through draft format that has been given in the attachment of this
agreement).

4. After the PROVIDER receives MT799 RWA Ready, Wiling and Able to receive the SBLC viaSWIF
TMT760 and payment guarantee for 12%(From the face SBLC) + 2%(from the net draw down of the valu
e SBLC) , The PROVIDER will instruct the Issuing Bank to send SWIFTMT760 to Receiving Bank.

5. Within Ten (10) banking days upon successful verification and authentication of the MT760, Borrower

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TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

s bank shall release total Payment of 12%(Leasing Fees) plus 2%(Intermediarys/Agents fees) for Lease a
rrangement as per contract and payment to Provider's designated accounts and intermediarys/Agents acco
unt and send a copy to Provider / Representative email.

6. PROVIDER countersigns the Actual Agreement. The Signed Actual Agreement becomes Legal Bindin
g Commercial Contract (agreement) between the parties.

7. Both parties shall lodge the Investment agreement (to be advised prepared by Borrower, this agreemen
t is to be used for purposes in banks only) with their respective banks.

8. To give the Undertaking letter from the Stakeholder and Corporate Cheque to pay penalty of USD150,0
00.00 (If the Receiver Bank Borrower do not answer SWIFT MT799) after Bank to Bank verify each Part
y.

9. Within Two (2) Banking days after Provider's bank receives and authenticate Corporate Marked Cheq
ue and Letter Of Undertaking from the Stake Holder, Providers bank shall issue MT799 follow SWIFT M
T760 as per requires to Borrower's bank coordinate and send a copy to Borrower's email.

10. If Provider, within Fourteen (14) Banking days, without any valid reason or their Bank fails to respon
se/communicate and advice the delays and fails to issue after Borrower had done their full obligations per
Procedures above, Letter of Undertaking from Stake Holder shall be deemed null and void and the Provid
er shall be liable to pay penalty of USD150,000.00 to the Borrower within ten (10) banking days upon de
mand from the Borrower.
11. Immediately, the Stakeholder shall, without protest, release the Security Deposit of US$150,000.00 t
o Provider in the event the Borrower fails to respond to the Swift MT799 or upon successful verification a
nd authentication of the MT760 and after MT760 Operative SBLC received.

12. Provider's bank, within Seven (7) banking days of receipt of full invoice payment, sends the h
ard copy original SBLC to Borrower's bank by Bank-Bonded courier.

13. The same procedures are used for all other STANDBY LETTER OF CREDIT (SBLC) issuance, deli
very and payment settlements.

Should the Borrower defaults to pay the assignment fees to the Providerand the Intermediary/Agentfees as agreed
aft er Ten (10) banking days of confirmation and verification of Stand by Letter Of Credit (SB
LC) via SwiftMT760 in B o r r o w e r 's bank account, Providerwillinstructtheissuingbanktoputaclaimo
ntheSBLCstherebyforcingtheBorower'sbankerstoreturntheSBLCsMT760totheissuingBank.

PROVIDER'S BANKING COORDINATES to issue the Swift MT799/MT760

Providers initial 4 Borrowers initial


TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

Bank Name :
Bank Address :
Account Name :
Account Number :
IBAN Number :
SWIFT Code :

Bank Officer :

CLIENT'S BANKING COORDINATES to receive Swift MT799/MT760


(BORROWER RESERVES the right to use any of her Receiver Bank to receive her Standby Letter
OfCredit (SBLC) as long Borrower can follow the all term and the Procedure in the actual agreeme
nt.

Bank Name :BANK OF CHINA


Bank Address :
Account Name :

Account Number :
SWIFT Code :
Bank Officer :

BO's Email :

PROVIDER RESERVES the right TO USE ANY OF HIS BANK ACCOUNTS TO RECEIV
E HISPAYMENT. (IT'S OUR BANK REGULATIONS AND PROCEDURE).

(Please specify the banking coordinate to receive the MT760 if different from the above)

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 contact and will make the defaulted party to be actionabl
e for damages sustained hereby. Parties are not allowed to contact the other party's bank without expresse
d written permission. Any Provider tempting to do so will lead to cancellation of this transaction and contr
act.

CONDITION
This agreement shall remain valid and full force for 30 (Thirty) international banking days from the date o

Providers initial 5 Borrowers initial


TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

f issue, after such time it shall expire. This agreement document, if unsigned shall be rendered NULL and
VOID.

CLAUSE
No Contact: No contact by either party to either bank without expressed written permission. Both parties
may change their banking coordinates with written notice to the other party. This is a private transaction a
nd as such shall not be interpreted as a securities transaction as interpreted or described in the united states
securities act of 1934 as amended or by the laws of any other country.

Any unauthorized calls by any party or its representative lawyers to probes or communication in an impro
per way to bank(s) in this transaction shall be prohibited and automatically render this contract invalid.

NON-SOLICITATION
The Client hereby confirms and declares that the Provider, its associates or representatives or any person o
n its behalf has/have never ever solicited the Client, its shareholders or associates or representatives in any
way whatsoever that can be construed as a solicitation for this transaction or for future transactions.

AGREEMENT EXECUTION
Each party to this agreement represent that is has Full Legal authority to execute this agreement and that e
ach Provider agrees to be bound by its Terms and Conditions set forth herein. Each Provider agrees that th
is agreement may be executed simultaneously by and between Parties via email or facsimile transmission
which should be deemed as original. All statements made by either Seller under penalty of perjury.

FORCE MAJEURE
Any delay or failure of performance by either party of their respective obligations under this agreement sh
all not constitute a breach hereunder or give rise to any claims for damages and to the extent that such dela
ys or failures in performance are caused by events or circumstance beyond the control of such party.

The term "beyond the control of such party "Include Lawful order of government or authority, Act of War
, Rebellion or Sabotage, 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.

ARBITRATION
The parties agree to settle any dispute arising between them in an amicable manner. In the event of failure
to an amicable settlement, the parties agree to submit any irreconcilable issues to ICC office in Geneva, S
witzerland, by three arbitrary appointees in accordance with ICC rules.

This agreement contains the entire agreement and understanding concerning the subject matter hereof a
nd 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 pa
rties. This agreement will be governed by and construed in accordance with the laws of United Kingdom.

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TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

In the event that either party shall be required to bring any legal actions against the other, it enforce any of
the terms of this agreement the prevailing party shall be entitled to recover reasonable attorney fees and c
osts.
For and on Behalf of the PROVIDER:
[COMPANY NAME]

X__________________________________

Name :
Designation :
Passport Number :
Issue Date :
Expiry Date :

Place of Issue :

For and On behalf of the BORROWER:

Designation : MANAGING DIRECTOR


Passport # :
Issue date :
Expiry date :
Place of Issue :

SAMPLE

WE ..name of bankHEREBY CONFIRM WITH FULL BANK RESPONSIBILITY, THAT OUR CLIENT ..
(NAME OFYOUR COMPANY) . AS OF 2016, HAS CASH FUNDS IN THE AMOUNT OF
.. MILLION(xx,,000,000.00) IN THE ABOVE REFERENCED ACCOUNT WITH US.
WE FURTHER CONFIRM IRREVOCABLY THAT THESE FUNDS IN THE AMOUNT OF European community currency do
llars(xx,000,000.00 (xxx MILLION ONLY) ARE HEREBY RESERVED / BLOCKED IN YOUR FAVOUR FOR THE BENEFI
T OF..NAME OFOUR COMPANY.
SUCH FUNDS ARE GOOD, CLEAN AND CLEARED FUNDS OF NON-CRIMINAL ORIGIN, FREE OF ANY LIENS OR E
NCUMBRANCESAND LEGALLY OBTAINED. THESE FUNDS SHALL REMAIN RESERVED / BLOCKED as FROM THE
DATE OF THIS SWIFT FOR THEFULL BENEFIT OF .. (NAME OF OUR COMPANY) ..and (OUR ACCOUNT NU
MBER)

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TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

THIS IS AN OPERATIVE BANK INSTRUMENT AND IS SUBJECT TO THE UNIFORM COMMERCIAL CODE AS IT RE
LATES TO BANKCREDIT INSTRUMENTS.
FOR AND ON BEHALF OF BRANCH BANK

AUTHORISED OFFICER AUTHORISED OFFICER


.

TITLE, PIN CODE TITLE, PIN CODE

FORMAT BOC

TO BE TRANSMITTED/SENT TO BANK OF CHINA (MALAYSIA) BERHAD


VIA AUTHENTICATED SWIFT BY THE ISSUING BANK

ATTN:bank name
AT THE REQUEST OF (PLEASE INSERT NAME & COMPANY NO) (HEREINAFTER REFERRED TO AS T
HE APPLICANT),IN CONSIDERATION O F YOUR EXTENDING
CREDIT FACILITIES, NAMELY BUT NOT LIMITED TO WORKING CAPITAL LOANS, OVERDRAFTS, TR
ADE FINANCEFACILITIES, TERM LOANS AND/OR OTHER CREDIT
FACILITIES (HEREINAFTE REFERRE T A THE CREDI FACILITIES
R D O S T )
T (COMPA

O NY

.. NUMBER )
O (HEREINAFT REFERRE T A
F ER

. D O S THE
BORROWER) BASED ON THE TERMS AND CONDITIONS AS STIPULATED IN THE LETTER OF OFFER ISSU
ED BY YOU INFAVOR OF THE BORROWER AND ANY OTHER SUPPLEMENTAL LETTER(S) OF OFFER THER
EON (HEREINAFTERCOLLECTIVELY REFERRED TO AS THE LOAN AGREEMENT), WE, BANK XXX,
.. BRANCH
AT _________(PLEASE INSERT ADDRESS) HEREBY ISSUE OUR IRREVOCABLE
STANDBY LETTER OF CREDIT N IN YOUR FAVOUR FOR AN AMOUNT N

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TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

O. OT
EXCEEDING UNITED STATES DOLLARS (USD) EQUIVALENT TO RINGGIT
MALAYSIA .ONL (RM?????????)(HEREINAFTER REFERRED T
Y O
AS THE GUARANTEED SUM), WHICH ARE OR MAY BECOME PAYABLE TO YOU BY THE BORROWE
R UNDER THELOAN AGREEMENT BETWEEN YOU AND THE BORROWER.
THIS IRREVOCABLE STANDBY LETTER OF CREDIT IS AVAILABLE BY PAYMENT AGAINST PRESENTATIO
N OF YOURTESTED TELEX OR AUTHENTICATED SWIFT TO US STATING THAT THE BORROWER HAS FAIL
ED TO FULFILL THECONTRACTUAL OBLIGATIONS AND/OR THE TERMS AND CONDITIONS OF THE LOAN
AGREEMENT HAS BEEN BREACHEDAND THE AMOUNT OF SUCH CLAIM (S) REPRESENTS THE U.S. DOLL
ARS EQUIVALENT TO THE VALUE OF RINGGITMALAYSIA AT THE PREVAILING EXCHANGE RATE AS DE
TERMINED BY YOU AND COVERS ALL/ANY OF THE UNPAIDBALANCE OF INDEBTEDNESS INCLUDING IN
TEREST, CHARGES, FEES AND/OR CONTINGENT LIABILITIES DUE TO BANK OFCHINA (MALAYSIA) BERH
AD (511251-V) IN CONNECTION WITH YOUR GRANTING OF THE ABOVE CREDIT FACILITIES..

PAYMENTS WILL BE EFFECTED WITHIN 5 BUSINESS DAYS UPON RECEIPT OF YOUR TESTED TELE
X ORAUTHENTICATED SWIFT ACCORDING TO YOUR INSTRUCTION IN UNITED STATES DOLLAR C
LEAR OF ANDWITHOUT DEDUCTION FOR OR ON ACCOUNT OF ANY PRESENT OR FUTURE TAXES,
DUTIES, CHARGES, FEES,DEDUCTIONS OR WITHHOLDINGS OF ANY NATURE WHATSOEVER AND B
Y WHOMSOEVER IMPOSED ON THE DATEOF SUCH PAYMENT IS MADE PROVIDED THAT THE AGG
REGATE AMOUNT DRAWN UNDER THIS STANDBY LETTEROF CREDIT SHALL NOT EXCEED THE G
UARANTEED SUM NOTWITHSTANDING ANY OBJECTION, CONTESTATION,DISPUTE OR PROTEST B
Y THE APPLICANT AND/OR
THE BORROWER AND/OR THE GUARANTOR AND/OR ANY THIRD PARTY(IES) AND WITHOUT ANY P
ROOF ANDCONDITIONS.

ALL BANKING CHARGES ARE FOR ACCOUNT OF THE APPLICANT.

PARTIAL DRAWINGS ARE ALLOWED AND ACCEPTABLE BY US.

THIS STANDBY LETTER OF CREDIT WILL BE EFFECTIVEFROM THE DATE OF THEABOVE LOAN AGR
EEMENTSIGNEDAND EXPIRE ON AT THE COUNTER OF THE ISSUING BANK AT
..

WE CONFIRM THAT ALL NECESSARY REGULATORY AND/OR EXCHANGE CONTROL APPROVALS ARE IN
-PLACED FORISSUANCE OF THIS STANDBY LETTER OF CREDIT.

THIS STANDBY LETTER OF CREDIT IS SUBJECT TO UNIFORM CUSTOMS AND PRACTICE FOR DOCUMENT
ARY CREDIT(2007 REVISION), ICC PUBLICATION NO.600

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TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

This present Contract, in English, comprises the entire understanding of the parties with r
espect to the subject matter and all representations made by either party contained
herein. In any case of conflict between the original in English and any translation
, the original version will prevail. Any and all verbal representation, warranties or
statements by anyone shall be nil and void and shall have no force or affect what
soever on this Contract, unless set forth in writing.

R BEFORE THE EXPIRY DATE AND IN COMPLIANCE WITH THE ABOVE TERMS AN
DCONDITIONS. THEREAFTER, THIS STANDBY LETTER OF CREDIT SHALL BE NUL
L AND VOID.THIS STANDBY LETTER OF CREDIT IS NOT TRANSFERRABLE WITH
OUT OUR PRIOR WRITTENCONSENT.

THIS STANDBY LETTER OF CREDIT IS SUBJECT TO THE INTERNATIONAL STANDB


Y PRACTICESISP 98 (INTERNATIONAL CHAMBER OF COMMERCE PUBLICATION NO
. 590) AND SHALL, TO THEEXTENT NOT GOVERNED BY ISP 98, BE GOVERNED BY A
ND CONSTRUED IN ACCORDANCE WITHTHE LAWS OF SINGAPORE. THE PARTIES S
UBMIT TO THE NON-EXCLUSIVE JURISDICTION OFTHE COURTS OF SINGAPORE.

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TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

Any modifications or amendments to this Contract shall be made in writing and signed by
the parties hereto as well as witnessed and/or attested accordingly. The parties he
reto are aware, that the execution of this Contract may require further specificatio
ns, which shall be negotiated and drawn up in good faith. All the attachments, am
endments or exhibits are considered an inseparable part of this Contract.

Nothing contained in this Contract shall be construed so as to require the commission of a


ny act contrary to law. Wherever there is a conflict between any provision of this
Contract and any statute law, ordinance, order or regulation contrary to which the
parties hereto have no right to contract, such statute law, ordinance, order or regu
lation shall prevail, provided that in such event;

The provision of this Contract so effected shall be limited only to the extent necessary to permit c
ompliance with the minimum requirement,

No other provisions of this Contract shall be effected thereby, and

All such other provisions shall continue in full force and effect.

No waiver, expressed or implied, by either party of any breach of this Contract shall be de
emed a waiver of any other provision hereof, nor shall such a waiver thereafter pr
event any action or claim concerning that or any subsequent breach of this Contra
ct.

All notices required to be given by one party or another shall be given in writing by letter,
fax or by registered mail and must be signed by the sender. Any change of addre
ss must be given in writing to the other party (ies) without delay. Whereas facsim
ile transmission of or under this Contract is deemed to be necessary as a mean of
obtaining signatures, it is agreed that such facsimile will constitute and create an
original, legally binding and enforceable document for any Court of Law.

Each of the parties shall execute and deliver all necessary written documents and instrum
ents, the circumstances on the present Contract, may in a reasonable opinion of ei
ther Borrower necessary or appropriate to carry out the provisions, intent and pur
pose of this agreement and/or any of its amendments, attachment setc. The parties
agree to work together in good faith to best fulfil the purpose and commercial po
tential of this agreement, and to remain open to the discussion of changes that ma
y be advisable or necessary should there be any changes in law, economic or busi

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TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

ness circumstances.

In the event that any controversy, dispute or claim arises out of or relates to this Contract,
the prevailing party shall be entitled to recover all its costs and expenses of such
action or proceeding as well as its actual attorneys fees as an element of its costs
and not as an element of its damages, regardless whether or not such action or pro
ceeding proceeds to final judgment. A party not entitled to recover its costs of sui
t or arbitration may not recover attorneys` fees.

This space was intentionally left blank.

In WITNESS WHEREOF the parties hereto have duly signed and executed this Contract in duplicate on t
he day and place as stated here below.

Accepted By/For/On Behalf of the PROVIDER:


[COMPANY NAME]

X__________________________________

Name :
Designation :
Passport Number :
Issue Date :
Expiry Date :

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TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

Place of Issue :

Accepted By/For/On Behalf of the BORROWER:

Designation : MANAGING DIRECTOR


Passport # :
Issue date :
Expiry date :
Place of Issue :

DATE:
Xxxxxxx
FROM:
xxxxx,.
TO: COLLATERAL PROVIDER/ISSUER

Providers initial 13 Borrowers initial


TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

REFERENCE NO.: TBA

01 Letter of Actual Agreement and Investment Agreement

03 Client Information Sheet

04 Passport Copy

05 Resolution of the Company Board of Directors (if applicable)

06 Company Registrations, if applicable (as separate

attachment)

07 Proof of Funds (as separate attachment)

08 Copy of Modified Bank Instrument text verbiage and any support documents (as separate attachment)

09 Indemnity Letter (as separate attachment)

I, MR ....................................., AS AUTHORIZED SIGNATORY FOR THIS LETTER OF INTENT, HE


REBY CONFIRMWITH FULL LEGAL AND CORPORATE RESPONSIBILITY AND UNDER THE P
ENALTY OF PERJURY OF LAW, THAT WE ARE READY, WILLING AND ABLE TO ASSIGNME
NT THE BELOW LISTED STANDBY LETTER OFCREDIT AS FOLLOWS:

Instrument SBLC (STANDBY LETTER OF CREDIT)

Issuing Bank DEUTSCHE BANK SINGAPORE

US$ 10,000,000.00TEN MILLION UNITED STATES DOLLARS) w


Contract Amount
ith Rolland Extension.

First Tranche US$10,000,000.00TEN MILLION UNITED STATES DOLLARS)


Age One (1) Year and One (1) Day
Buying Price 12% (Twelve Percent) of Face Value plus 2% (Two)
Bank-to-Bank by BANK TO BANK EMAIL AND SWIFT MT799 & S
Delivery
WIFTMT760.
TOTAL FEES DUE AND PAYABLE UPON INVOICE US$1.400,000.
Payment 00/including intermediaries/Agents fees 2%(ONE MILLIONFOUR H
UNDRED THOUSAND UNITED STATES DOLLARS) by SWIFT M

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TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

T103

Bonded Courier within 7 (Seven) banking days.


Hard Copy

I HAVE REVIEWED THE PROCEDURE AND AGREE WITH ITS TERMS AND CONDITIONS AS
PREVIOUSLYSUBMITTED TO ME.

AS DISCUSSED, I AM SUBMITTING THIS LETTER OF INTENT UNDER THE PROVISION THAT


THE BANKGUARANTEE BE ISSUED WITH THE MODIFIED TEXT VERBIAGE OF MY BANK A
PPROVAL WHICH I HAVEALREADY CONFIRMED WITH THEM.

I, MR ..................................,WITH FULL AUTHORITY, HEREBY SWEAR UNDER PENALTY OF P


ERJURY THATTHE INFORMATION GIVEN ABOVE AND BELOW IS BOTH TRUE AND ACCUR
ATE.

I'VE CONFIRMING MY CURRENT FINANCIAL CAPABILITY AND ARRANGEMENT TO PAY T


HE ABOVEMENTIONED PURCHASE AND ASSIGNMENT FEES OF 14%(including intermediaries/
Agents Fees) I WILLREQUEST MY BANK TO SEND THE 14% IMMEDIATELY BY SWIFT MT103
AS AN UNDERTAKING FORPAYMENT, AS SOON AS THE PROVIDER'S/INVESTOR'S (BANK) C
OORDINATES ARE KNOWN TO ME BYCOMPLETION OF THE CONTRACT.

WE LOOK FORWARD TO RECEIVE YOUR OFFICIAL RESPONSE and CONTRACT AGREEMEN


T ASAP.

I AM THE ATHORISE SIGNATORY ON THE AFOREMENTIONED BANK ACCOUNT. ALL MONI


ES ENGAGED INTHIS TRANSACTION ARE DERIVED FROM NON-CRIMINAL ORIGIN, AND A
RE GOOD AND CLEAR. THEORIGIN OF FUNDS IS IN COMPLIANCE WITH ANTI-MONEY-LAU
NDERING POLICIES AS SET FORTH BY THEFINANCIAL ACTION TASK FORCE (FATF) 6/01.

SINCERELY,

In accordance with Articles two (2) through five (5) of the Due Diligence Convention and the Fe
deral Banking Commission Circular of December 1998, concerning the prevention of money lau
ndering, and Article 305 of the Swiss Criminal Code, the following information may be supplied
to banks and/or other financial institutions for the purpose of verification of identity and activitie
s of the Principal, and the nature and origin of the funds that are to be utilized. All parties have a
n obligation for professional discretion and to take all appropriate precautions to protect the confi

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TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

dentiality of the information each holds in respect of the others' activities. This legal obligation s
hall remain in full force and effect at all times.

Principal: -To Be complete after all the term and Procedure are agre
1.
ed by both Party-
a) Represented By:
b) Nationality:
c) Passport Number:
d) Date Of Issue:
e) Date Of Expiration:
f) Date Of Birth:
g) Place Of Birth:

i) Contact Address:

j) Contact Telephone No.:

k) Add. Telephone No.:

l) Mobile Telephone No.: +62

m) Facsimile No.:

n) E-Mail Address:

o) Occupation: DIRECTOR

p) Business Name:

q) Business Address:

r) Business Telephone:
s) Business Facsimile:

2. Address For Mail:

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TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

3. Address For Courier:

4. Legal Counsel:
a) Address: TBD
b) Telephone No.: TBD
c) Facsimile No.: TBD

Bank:
5.

a) Address:

b) Account Name:
c) Account No.:
d) Acct. Signatory Name:
e) Bank Officer:
f) Bank Officer Address:

g) Bank Officer Telephone:


h) Bank Officer Facsimile:

i) Routing:

j) S.W.I.F.T.:

Amount of funds/instrument o
n deposit and available for coll
6.
ateral:

Dollars (Million US Dollar On


ly)

7. Affirmation:

I hereby swear under the full penalty of perjury, that the information provided herein is both true

Providers initial 17 Borrowers initial


TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

and accurate. I am in control of the assets stated above, and have signatory authority on the afore
mentioned bank account and have full authority to execute all contracts and agreements relating t
o pleading the assets for a loan. The funds are in full compliance with the anti-money laundering
policies set forth by the Financial Action Task Force (FATF) 6/01.

Signed this day of June 2016

SINCERELY,

MR
For and on Behalf of:
PT
Passport No:
Country of Issue: Company Seal
Issue Date:

DATE:

To: The Issuer / Seller,

I --------------_MR. _ AS AUTHORIZED SIGNATORY, DO HEREBYCO


NFIRM THAT I HAVE REQUESTED OF YOU AND YOUR ORGANIZATION, SPECIF

Providers initial 18 Borrowers initial


TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

ICCONFIDENTIAL INFORMATION AND DOCUMENTATION ON BEHALF OF MYS


ELFREGARDING CURRENTLY AVAILABLE FUNDS EXCHANGE AGAINST BANK
GUARANTEE, TOSERVE ONLY MY INTEREST, EDUCATION AND NOT FOR FURT
HER DISTRIBUTION.

I, AM HEREBY AGREEING THAT ALL INFORMATION RECEIVED FROM YOU IS I


N DIRECTRESPONSE TO MY REQUEST AND IS NOT IN ANY WAY CONSIDERED,
OR INTENDED TO BE ASOLICITATION OF FUNDS OF ANY SORT OR TYPE OF OF
FERING, AND FOR MY GENERALKNOWLEDGE ONLY. I HEREBY AFFIRM UNDE
R PENALTY OF PERJURY, THAT I HAVEREQUESTED THIS INFORMATION FRO
M YOU AND YOUR ORGANIZATION OF MY CHOICEON MY FREE WILL AND FU
RTHER, THAT YOU HAVE NOT SOLICITED ME IN ANY WAY.

I HEREIN REPRESENT THAT I AM NOT AN INFORMANT, NOR AM I ASSOCIATED


WITH ANYGOVERNMENT AGENCY SUCH AS SECRET SERVICE, IRS, FBI, CIA, S
EC, BANKINGCOMMISSION, OR ANY AGENCY WHOSE PURPOSE IS TO GATHER
INFORMATIONREGARDING SUCH OFFERING.

I UNDERSTAND THAT THE CONTEMPLATED TRANSACTION IS STRICTLY EXCH


ANGINGFUNDS AGAINST BANK GUARANTEE AND IS NO WAY RELYING UPON,
OR RELATING TOTHE UNITED STATES SECURITY ACT OF 1933, AS AMENDED O
R RELATED REGULATIONS,AND DOES NOT INVOLVE THE SALE OF SECURITIE
S. FURTHER, I HEREBY DECLARE THATYOU, THE PROVIDER, HAVE DISCLOSE
D THAT YOU ARE NOT A LICENSED SECURITYTRADER, ATTORNEY, BANK OFF
ICER, CERTIFIED PUBLIC ACCOUNTANT OR FINANCIALPLANNER.
ANY INFORMATION, WORK OR SERVICE CONDUCTED HEREUNDER IS THAT O
F A PRIVATEINDIVIDUAL AND THAT THIS IS A TRANSACTION THAT IS EXEMP
T FROM SECURITIES ACTAND NOT INTENDED FOR THE GENERAL PUBLIC, BU
T JUST FOR MY PRIVATE USE ONLY

For and on behalf of

Name: Mr.
Title: Director
Passport :

RESOLUTION OF THE BOARD OF DIRECTORS

A quorum of directors of (Hereinafter called the "Company") with its address at

Providers initial 19 Borrowers initial


TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

, attended in person or by telephone/video conference a Board of Directors meeting which was duly notic
ed and held on June, 2016. A detailed discussion regarding various issues and aspects of this transacti
on was held to the full satisfaction of the Board members and the following resolutions were unanimously
adopted:

RESOLUTION:
It is resolved that Mr. xxxxxxxxx , holder of Indonesia Passport xxxxxxx . as Company's Office In auth
orized Representative/Signatory of the company, to enter into this transaction involving the assignment of
Bank Debentures and other Bank Instruments.

RESOLUTION:
It is resolved that Mr................................ . as DIRECTOR and authorized Signatory of the company, to ar
range the Lease of Bank Instruments, in the amount of USD$ 10 Million (USD$ 10,000,000.00) with rolls
and extensions,

RESOLUTION:
It is resolved that Mr..................................., as President and authorized Signatory of PT xxxxxx
xxxx be assigned full authority to instruct, arrange, monitor, execute, manage and sign all paperwork, agre
ements, contracts and all documentation as may be necessary with third parties, pertinent to this transactio
ns involving the leasing of Bank Instruments.

RESOLUTION:
It is further resolved at this meeting of the Board of Directors that Mr xxxxxxxxx is hereby authorized to
pay/distribute on behalf of PT xxxxxxxxxx any and all transaction related fees and entitlements to any ban
ks, trading entities, program managers, facilitators, lawyers and other involved persons and companies of
his choice, as he may deem appropriate and at his absolute discretion, on behalf of Company.

RESOLUTION:
That Mr Mr. xxxxxxxxx., as the DIRECTOR of the company, is hereby authorized to certify that the foreg
oing resolutions and provisions thereof are in conformity with the charter, bylaws and articles of incorpor
ation 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 f
ull force and effect. The above named representative of the company has been duly elected and appointed
to hold office, the representative is presently holding office, and is empowered to act for and on behalf of
the company. This fax or email copy of the Board Resolution shall be of equal value and effect to the orig
inal, and shall be accepted as such by everyone, for all purposes, everywhere.

The above motions and resolutions were duly made, seconded and unanimously passed and carried out at
the completion of this meeting.

Providers initial 20 Borrowers initial


TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

In witness whereof, I have hereunto set our hand and seal of the company in our own free will and act, in
certification of the above resolutions and provisions on this day, June 2016

For and on behalf of the company

<Corporate Seal>

____________________
Name:
Title: DIRECTOR
Passport No:
Place of Issue:
Date of Issue:

Both Provider and Beneficiary agree that the Beneficiary and provider agents are entitled to 2% (Two Per

Providers initial 21 Borrowers initial


TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

cent) of the SBLC face value commission fees. These commission fees will be shared between the Arrang
er, Provider and Beneficiary Agents as specified here below.

The parties agree that the commission fees stated are compensation for services rendered and are irrevoca
bly and unconditionally guaranteed to be paid by the Beneficiary to the Agents and intermediaries listed in
this FPA by wire transfer simultaneously with the SBLC payment 12% and 2% (Two Percent) of the face
value of the SBLC as fee to the Provider for every tranche and/or transaction of the Standby Letter of Cr
edit (SBLC). The commission fees will be free of legal impediment and free of any deductions, excluding
bank transfer fees, for this and all subsequent transactions between the parties.

In consideration of the mutual benefits to be derived by the associates or affiliated individuals, agents, co
mpanies, designees, trustees or executors, it is understood and agreed that the parties hereto are mutually d
esirous of effecting this business transaction in co-operation with one another for their mutual benefit and
all signatory parties agree to abide by the following terms and conditions:

1. Each party agrees that they will not make any contact with, deal with or be involved with Individ
uals, trader and investor introduced by another signatories without specific permission of the intr
oduced signatory for the Investor.

2. The signatory agrees to keep confidential the identity of and all contacts so provided by any other
signatories.

3. The parties hereto agree that all commissions or fees as agreed by the parties shall be paid in full
at the end of every transaction.

4. This agreement shall be legally binding on the parties hereto, their principals, employees, represe
ntatives, agents and assigns in all countries of the world.

5. The parties hereto affirm that in every case they will act with the highest standards of ethics and
honesty in all their dealings.

This agreement shall be respected and honored at all times, unless otherwise mutually agreed upon and an
y party will permit no attempt or hint of circumvention. Each of the above parties agrees and understand t
hat any overt or covert action of circumvention prescribed by this agreement shall be a fraudulent act agai
nst the other party and will be subject to judicial action, recompense for damages, possible punitive damag
es and injunctive relief imposed by the legal process.

Both parties hereby agree that the agents and intermediaries referred to in this FPA shall be as follows:

Providers initial 22 Borrowers initial


TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

BANK CORDINATE AGENTS PARTY A

To receive 1% (One Percent) of Discount face value of the SBLC as commission fees :
CLOSED.

PAYMASTER
Beneficiary Name
Paymaster passport
Bank Name
Bank Address
Account Name
Account Number
SWIFT Code
IFSC/RTGS CODE.
Bank Officer

Bank phone/Fax
Special Instructions

ALL TRANSFER INSTRUCTIONS SHALL STATE: "FUNDS


ARE CLEANAND CLEAR, OF NON-CRIMINAL ORIGIN AN
Required Instructions
D ARE PAYABLE INCASH IMMEDIATELY UPON RECEIPT
BY BENEFICIARY'S BANK."

BANK CORDINATE AGENTS PARTY B


To receive 1% (one percent) of Net draw down value of the SBLC as commission fees :

Beneficiary Name
Paymaster passport
Bank Name
Bank Address

Providers initial 23 Borrowers initial


TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

Account Name
Account Number
SWIFT Code
IFSC/RTGS CODE.
Bank Officer

Bank phone/Fax

FOR FEES & BENEFIT.


Special Instructions Email Copy of Transfer Advice to:

ALL TRANSFER INSTRUCTIONS SHALL STATE: "FUNDS


ARE CLEANAND CLEAR, OF NON-CRIMINAL ORIGIN AN
Required Instructions
D ARE PAYABLE INCASH IMMEDIATELY UPON RECEIPT
BY BENEFICIARY'S BANK."

A. This present Contract, in English, comprises the entire understanding of th


e parties with respect to the subject matter and all representations made by
either party contained herein. In any case of conflict between the original i
n English and any translation, the original version will prevail. Any and all
verbal representation, warranties or statements by anyone shall be nil and
void and shall have no force or affect whatsoever on this Contract, unless s
et forth in writing.

B. Any modifications or amendments to this Contract shall be made in writin


g and signed by the parties hereto as well as witnessed and/or attested acco
rdingly. The parties hereto are aware, that the execution of this Contract m
ay require further specifications, which shall be negotiated and drawn up i
n good faith. All the attachments, amendments or exhibits are considered a
n inseparable part of this Contract.

C. Nothing contained in this Contract shall be construed so as to require the c


ommission of any act contrary to law. Wherever there is a conflict between
any provision of this Contract and any statute law, ordinance, order or reg
ulation contrary to which the parties hereto have no right to contract, such
statute law, ordinance, order or regulation shall prevail, provided that in su

Providers initial 24 Borrowers initial


TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

ch event;

The provision of this Contract so effected shall be limited only to the extent neces
sary to permit compliance with the minimum requirement,

No other provisions of this Contract shall be effected thereby, and

All such other provisions shall continue in full force and effect.

D. No waiver, expressed or implied, by either party of any breach of this Cont


ract shall be deemed a waiver of any other provision hereof, nor shall such
a waiver thereafter prevent any action or claim concerning that or any sub
sequent breach of this Contract.

E. All notices required to be given by one party or another shall be given in w


riting by letter, fax or by registered mail and must be signed by the sender.
Any change of address must be given in writing to the other party (ies)wit
hout delay. Whereas facsimile transmission of or under this Contract is dee
med to be necessary as a mean of obtaining signatures, it is agreed that suc
h facsimile will constitute and create an original, legally binding and enfor
ceable document for any Court of Law.
F. Each of the parties shall execute and deliver all necessary written documen
ts and instruments, the circumstances on the present Contract, may in a rea
sonable opinion of either party be necessary or appropriate to carry out the
provisions, intent and purpose of this agreement and/or any of its amendm
ents, attachments etc. The parties agree to work together in good faith to b
est fulfil the purpose and commercial potential of this agreement, and to re
main open to the discussion of changes that may be advisable or necessary
should there be any changes in law, economic or business circumstances.

G. In the event that any controversy, dispute or claim arises out of or relates to th
is Contract, the prevailing party shall be entitled to recover all its costs and ex
penses of such action or proceeding as well as its actual attorneys fees as an
element of its costs and not as an element of its damages, regardless whether
or not such action or proceeding proceeds to final judgment. A party not entit
led to recover its costs of suit or arbitration may not recover attorneys` fees.

In WITNESS WHEREOF the parties hereto have duly signed and executed this Contract in dupli
cate on the day and place as stated here above.

SIGNED FOR AS FULL ACCEPTANCE BY THE BORROWER ON THIS th DAY OF


JUNE 2016.

Providers initial 25 Borrowers initial


TRANSACTION CODE: FMS/PROVIDER/SBLC USD10M/062016-01

MR
For and on Behalf of:
Company Seal
PT

SIGNED FOR AS FULL ACCEPTANCE BY THE PROVIDER ON THIS th DAY OF


JUNE 2016.

____________________________________
Print Name:
Title:
Passport #:

Providers initial 26 Borrowers initial

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