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Doa HSBC Jva Fruit Flowes PDF

This document outlines a Joint Venture Agreement for an investment of €500 million between FRUIT FLOWERS LLC (Party A) and MMG Ltd (Party B) for various commercial projects. The agreement specifies the investment procedures, responsibilities of both parties, and legal obligations, including the assurance that funds are of non-criminal origin. It also includes clauses on dispute resolution, non-disclosure, and compliance with international regulations.
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0% found this document useful (0 votes)
40 views25 pages

Doa HSBC Jva Fruit Flowes PDF

This document outlines a Joint Venture Agreement for an investment of €500 million between FRUIT FLOWERS LLC (Party A) and MMG Ltd (Party B) for various commercial projects. The agreement specifies the investment procedures, responsibilities of both parties, and legal obligations, including the assurance that funds are of non-criminal origin. It also includes clauses on dispute resolution, non-disclosure, and compliance with international regulations.
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
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PARTNERSHIP AGREEMENT ON IVESTMENT AND FINANCIAL

CO-OPERATION – JVA OF DIRECT WIRE TRANSFER.

JOINT VENTURE AGREEMENT ON INVESTMENT AND FINANCIAL CO-OPERATION

This Partnership agreement on investment and financial co-operation (hereinafter referred to as the
Agreement №: MT-103 IBAN-IBAN/FFL//€500/25 Volume of total investments: €500,000,000.00 (Five
Hundred Million Euro) with rolls and extensions, are into this June 5, 2025 by and between the following
parties:

PARTY-A SENDER / INVESTOR:


COMPANY NAME: FRUIT FLOWERS LLC

COMPANY ADDRESS: 312 SW GREENWICH DR, LEE'S SUMMIT, MO 64082, GERMANY.

COMPANY REGISTER NR.: LC014395598

REPRESENTED BY: MANOJ KUMAR SAH

NATIONALITY: UNITED STATES OF AMERICA

PASSPORT # 673795339

PASSPORT ISSUE DATE: 12.08.2021

PASSPORT EXPIRY DATE: 11.08.2031

BANK NAME: HSBC BANK AG – GERMANY

BANK ADDRESS: KONIGSALLE 21, 40212, DUSSELDORF, GERMANY

BANK ACCOUNT: 0180501002

ACCOUNT NAME: FRUIT FLOWERS LLC

SWIFT CODE: TUBDDEDD XXX

IBAN: DE9330 0308 8001 8050 1002

Hereafter referred to as the “INVESTOR” OR PARTY-“A”


PARTY-B RECEIVER JOINT VENTURE PARTNER/ DEVELOPER TO RECEIVE IBAN-IBAN MT103

DIRECT WIRE TRANSFER:

ACCOUNT NAME:
MMG ltd

REPRESENTED BY:
Rayshida Marcos

NATIONALITY:
Netherlands

PASSPORT #
Jouw alineatekst

BANK NAME:
KBC BANK BRUSSELS

BANK ADDRESS:
Havenlaan 2 – 1080 Brussel – België

BANK ACCOUNT NBR: Jouw alineatekst

BANK ACCOUNT IBAN : BE49 7350 7079 8971

SWIFT CODE KREDBEBB

ACCOUNT NAME: BUSINESS PRO

BANK OFFICER NAME: Kaatje Martens

BANK OFFICE E-MAIL:


[email protected]

BANK OFFICE TELE:


Jouw alineatekst

Hereinafter referred to as “DEVELOPER’S JVP PAYMASTER” OR PARTY-“B”


PREAMBLE:

WHEREAS, The Parties hereto desire to enter into this Agreement for investing in legal commercial
activities annual benefit only.

WHEREAS, The Parties hereto warrant that the currencies to be transacted herein are good, clean and
cleared funds of non-criminal origin, without any traces of illegality or unlawfulness whatsoever, subject
to the corresponding assurances of the involved banks. [Comment: Consider rephrasing Clean and Cleared
Funds to Verified and Legitimate Funds' for better Clarity and Professionalism.]

WHEREAS, The Investor /Sender will use his others affiliated entities to make a wire Transfer to
Developer account as part of his investment alone with same terms and conditions.

WHEREAS, The Parties confirm that their respective bank officers have been informed and are ready, as
much as necessary, to manage the referenced transaction, as well as are ready to adhere to and proceed
within the terms and conditions of this Agreement. In addition, the Parties shall have this executed
Agreement deposited with their respective transaction banks handling the said investment and financial
transaction.

WHEREAS, This Financial Investment Transaction is an MT103 Direct Wire Transfer, IBAN+IBAN
using this Agreement Procedure as guidelines for the investment settlement.

NOW THEREFORE, In consideration of the promises, mutual covenants, warranties, terms and
conditions herein contained, and for other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the undersigned Parties agree and state that they wish to enter into this
Agreement for the Joint development of the commercially sound Implementation of projects within
agricultural, production, construction, Real Estate, waste to energy, solar power and IT as well as trading
of precious metals and stones, electronics, perfumes, and oil and gas ,referred as Projects; under the
following terms and conditions:

1. SUBJECT AND PURPOSE OF AGREEMENT

a)Under the present Agreement Parties have agreed that INVESTOR invest via MT103 Direct Wire
Transfer to the above-named Developer a sum in the aggregate amount of €500,000,000.00 (Five Hundred
Million Euro), with possible rolls and extensions, for the purpose specified in the Clause II of this
Agreement and DEVELOPER irrevocably agrees to receive and accept Investment and utilize it according
to the purposes specified in Clause II of this Agreement.

b)Places of Business - As the DEVELOPER may locate its place or places of business at any

place or places as he may from time to time determine and identify to the Investor. The initial place of
business shall be his principal office location in Dubai. The project will be managed from Dubai
throughout the duration.

c) DEVELOPER shall have full power and authority to supervise and direct the Investment Funds,
including the power and authority to effect transactions in any project, the environment, construction,
research, technology, infrastructure and others without consultation with Investor, for the amount of
100% (One Hundred percent) of the total investment.

2. CAPITAL CONTRIBUTION

a)The INVESTOR grants investment under the present Agreement to the DEVELOPER for the financing
of projects as follows but not limited to:

i.Investment in the project for the development of real estate.

ii.Development of several companies to work with, in the field of imports and exports

iii.Consulting services for the support and implementation of credit

b)INVESTOR hereby warrants and assures the DEVELOPER under penalty of perjury that the

Investment funds are derived from legal sources and not from any other criminal activity.

Further, the INVESTOR warrants and confirms that the funds are good, clean, and cleared, of

non-criminal origin and totally free of any terrorist activities, free from any costs, charges,

encumbrances, liens, litigation, mortgages, taxes of any kind or nature whatsoever.

c) INVESTOR hereby irrevocably agrees to transfer the aggregate amount of €500’000’000.00

(Five Hundred Euro), with possible rolls and extensions, of the Investment. Funds to be

transferred to the DEVELOPER bank accounts details designated herein.


d)These amounts can be transferred in one or in agreed tranches. The time of transfer of each tranche has
to be agreed separately.

e)Each tranche of Investment under this Agreement will be transferred to the stated bank

accounts of the DEVELOPER via MT103-Direct Wire Transfer from INVESTOR.

3. DESCRIPTION OF TRANSACTION

Transaction Type: Private Investment via MT103 Direct Cash Transfer

From Investor’s (Party A) bank irrevocably and unconditionally MT103


Transfer Mode:
Wire to Developer’s Joint Venture Partner (Party B) bank account.

Investment Currency EURO (€ EUR).

Total Investment: €500’000’000.00 (Five Hundred Million Euro),

Further Tranches As agreed by Both Parties.

4. TRANSACTION PROCEDURE

a.After signing this agreement, Party-B will complete and send an Invoice/drawdown letter to Party-A.

b.Party-A will send Swift MT103 Direct Wire Transfer the first tranche in the amount

c.Party-B will check and confirm the funds.

d.Disbursement according to the terms and conditions in this agreement.

5. INVESTMENT PERIOD; Period of the Investment is 3 years.


6. RIGHTS AND OBLIGATIONS OF THE PARTIES

a).INVESTOR irrevocably undertakes to:

i.Grant to the DEVELOPER Investment in amount and on the conditions specified above and if

it’s necessary in the Addendums of this Agreement.

ii.Make transfer of Investment from clean and clear funds of non-criminal origin, free of liens and
encumbrances.

iii.Control the usage of Investment funds.

b).INVESTOR must approve all Investment Project(s) and additional contracts. The decision on

whether to invest or not, can only be confirmed by the DEVELOPER.

c).No Party hereto shall have the right, directly or indirectly, by operation of law or otherwise, to assign,
sell, mortgage, encumber or otherwise transfer all or any portion of the Investment funds

d).Only the DEVELOPER is authorized by INVESTOR to manage the Investment Funds and to execute
any contract(s) or other agreement(s) or document(s) for Investment Service with prior

written notice to the INVESTOR.

e). DEVELOPER irrevocable undertakes to

i.Lodge present contract in DEVELOPER’S receiving bank and arrange reception of Investment.

ii.Receive and accept Investment sent by the INVESTOR.

iii.Utilize Investment according to the conditions of granting of the Investment.

iv.In any and every case, do not use directly or indirectly Investment, profit received from

investment or reinvestment for all and any illegal activity, including but not limited to weapons

and warfare trade, illegal drug trade, criminal and/or terroristic activity, slavery, piracy etc.

f).Subject to the other terms of this Agreement, the business and affairs of the Project shall be

managed solely and exclusively by the DEVELOPER which represents and warrants that it is

not deemed a "professional financial advisor" as defined under the Investment Advisors Act of

1940 of the United States of America, as amended, or as defined by the laws, rules, and
regulations of any other country or jurisdiction.

g).As INVESTOR’S request, DEVELOPPER will provide, or instruct its affiliates to provide

reports to the status of the Investment Funds and SERVICE. INVESTOR hereby

acknowledges and agrees that DEVELOPER will not be responsible for the accuracy of any

information disclosed in any such report that may be provided by a third party.

7. RESPONSIBILITY OF PARTIES

a)Party, breached its obligation under this Agreement, is obliged immediately inform other Party

and make all depending on to eliminate all breaches.

b).Parties carry sole responsibility for their obligations to third persons, if other is not stipulated

hereto and in the Addendums to this Agreement.

8. EXPENSES AND LOSSES OF PARTIES; INDENEMNITY; TAXES

a).For the losses, caused by non-fulfillment or/and untimely fulfillment of obligations by any

Party, suffered Party have right to claim compensation for the really originated and

documentary confirmed losses.

b).DEVELOPER does not guarantee the future performance of any Investment Projects which it

may present, to INVESTOR from time to time and INVESTOR approves. INVESTOR

understands that any decisions made by DEVELOPER are subject to various markets,

currency, economic, political and business risks, and that those investment decisions will not

always be profitable. DEVELOPER will not be liable to INVESTOR for:

i. Any loss that INVESTOR may suffer by reason of any investment decision made or other

action taken or omitted in good faith by DEVELOPER with that degree of care, skill,

prudence, and diligence under the circumstances that a prudent person acting in a fiduciary

capacity would use


ii.Any loss arising from force major such as the short term and/or long term consequences of war,
terrorist attacks, natural disasters and/or global economic crisis that shall, in any way, influence negatively
the market and its assets.

c).The Parties shall indemnify each other during the term of this Agreement against all claims, causes of
action, suits, damages, liabilities and expenses (including reasonable attorneys' fees)

which may be directed against any Party, or for which it may be liable or compelled to pay in

any action or claim against it as a direct or indirect result of any of its investments. Each Party

agrees to defend such claim, suit, action or proceeding at its sole expense;

d).The Parties shall be responsible for the payment of their respective taxes, impost, levies, duties,

charges and any institutional costs or fees levied upon them by any financial institution or

government relatives to the execution of their obligations under this Agreement. In this regard,

each Party shall indemnify and hold the other harmless for any and all liabilities of the other

Party.

e).Both Parties hereto individually and separately accept liability of taxes, imposts, levies, duties

or charges that may be applicable in the execution of their respective roles in this transaction.

9. PENALTY CLAUSE FOR NON-PERFORMANCE

The only party allowed to make a claim under this Agreement, if any, is either Party-A or Party-B And
any claim must be first proven by the Injured-Party and invoice settled by the Party-in-

Default within 10 (ten) calendar days, or else the Injured-Party can file a legal claim against the Party-in-
Default in any court of jurisdiction within the European Union.

10. LAW AND ARBITRATION

a).This Agreement is a full recourse commercial commitment enforceable under the laws of the

jurisdiction of the countries where this transaction is effectuated, and any dispute is to be resolved under
the ICC rules for arbitration, unless the Injured-Party takes legal action in a court of jurisdiction under
European Union law which shall govern the interpretation, construction,

enforceability, performance, execution, validity and any other such matter regarding thisAgreement.
b).The Parties hereto acknowledge and agree that any discrepancy and/or dispute in the

application of this Agreement will be solved amicably. If it is not possible, the arbitration

procedures are to be followed.

c).This Agreement is intended to be performed in accordance with, and only to the extent

permitted by all applicable laws of jurisdiction, ordinances, rules and regulations. If any

provision of this Agreement be considered invalid or unenforceable, then, the reminder part of

this Agreement shall not be affected (if agreed by both Parties) and shall be enforced to the

greatest extend permitted by law.

11. NON-DISCLOSURE AND NON-CIRCUMVENTION

Both Parties are to be bound and to abide by the Non-Circumvention Non-Disclosure (NC/ND) rules of
all issues of the ICC, PARIS/FRANCE, with latest edition to apply in this transaction for a period of five
(5) years, no matter whether direct or indirect.

12. FORCE-MAJEURE

The "Force Majeure" exception clause of the International Chamber of Commerce (ICC Publication
No.421) is hereby incorporated in and made an integral part of this Agreement. Party cannot be held in
default if a reason is caused by Force Majeure, as the case may be and when executed by both Parties.

13. WARRANTIES AND CONFIRMATIONS

The Parties by signing this Agreement warrant and confirm, with full legal and corporate responsibility,
that all funds transacted in this Agreement shall not be used for:

i.Achievement of politics and espionage purposes.

ii.financial speculations and money laundering.

iii.Direct or indirect transactions that may damage the economy of the U.K, Germany, Hong Kong,

U.A.E, U.S.A, Liechtenstein, Switzerland or any other member country of the European Union

and/or other State/Nation;

iv.Purchase of weapons, financing of any wars or terrorist activity; nor

v.Any other illegal and criminal transactions.


14. CONFORMITY WITH INTERNATIONAL REGULATIONS

The Parties declare to one another that the funds used in this transaction do not contravene any of the
following laws or any other illegal or criminal activity:

i.Intergovernmental the Drug Trafficking Act of 1986;

ii.Intergovernmental the Criminal Act of 1988;

iii.Intergovernmental the Prevention of Terrorism (Temporary Provisions) Act of 1989;

iv.Intergovernmental the Criminal Justice (International Cooperation) Act of 1990;

v.Intergovernmental the Criminal Justice Act of 1993;

vi.Intergovernmental the Anti-Terrorism Act, and the Patriot Act I and II.

15. FURTHER PRESENTATIONS

a).It is understood that Party-A, as the INVESTOR, is the legal owner of and in full control over

the EURO investment funds described herein and Party-B, as the DEVELOPER, is various

commercial and humanitarian project's developer, projects the environment, construction,

research technology, infrastructure and others, and ready to proceed under the terms &

conditions of this Agreement.

b).Both Parties acknowledge and understand that each signatory Party must have either notarized

Power of Attorney or Board Resolution of Appointment issued by the organization on behalf of

which they are acting, in good and due form, and that any misrepresentation made by

themselves is subject to a PENALTY OF PERJURY pursuant to the FEDERAL

ORGANIZED CRIME CONTROL ACT OF 1970 and subject to damages under the

RACKETEER INFLUENCED CORRUPT ORGANIZATION section 1964 RICO ACT.

16. TERMS OF AGREEMENT

This contractual agreement is a full recourse commercial commitment enforceable under the laws of the
jurisdiction of the European Union that shall govern the interpretation, enforceability, performance,
execution, validity and any other such matter of this Agreement, which shall remain in full force and effect
until completion of the said transaction, and it is legally binding upon the Parties signatories, their heirs,
successors and assigns, agents, principals, attorneys and all associated partners involved in this
Agreement/contract/transaction.

17.CODES OF IDENTIFICATION

The Parties to this Agreement agree that all documents related to this transaction shall indicate the same
transaction- and/or security codes, as indicated herein. These codes shall not be changed during the term
of this transaction, including during any and all rollovers, renewals, extensions and additions.

18. UNAUTHORIZED BANK COMMUNICATION

Neither Party is allowed to contact the bank of the other Party without the written authorization for that
of the Party whose bank is to be contacted. Any unauthorized contact act of either Party of this
Agreement is considered a breach of this transaction and shall cause this Agreement immediate
cancellation, and transaction becomes null and void.

19. CONFIDENTIALITY

a)General. It is expected that the Parties shall disclose to each other during the Term of this Agreement
certain information which is confidential or proprietary and which may include

technology, products, trade secrets, processes, programs, technical know-how, customers,

distributors, costs, pricing, business operations and other business information ("Proprietary

Information"). All Proprietary Information owned solely by either Party, any Joint Venture or any
Subsidiary and disclosed to any Party shall remain solely the property of the disclosing Party, and its
confidentiality shall be maintained and protected by the party to whom the information was disclosed with
the same degree of care used to protect its own Proprietary Information of a similar nature; provided,
however, that (i) Investment Project(s) shall be deemed he property of the Joint Ventures or Subsidiaries as
determined by the DEVELOPER

in its sole discretion unless this Agreement has been terminated, (ii) Investment Project (s) that

are no longer Active shall be deemed the property of the DEVELOPER, and (iii) client lists,

financial and analytical models, Processes and procedures utilized or developed by Investment

Project in connection with the business of the Investment, any Joint Venture or any Subsidiary

shall be deemed the property of the DEVELOPER, but only to the extent they are different

than the client lists, models, processes and procedures currently used by the INVESTOR and/or
its affiliates.

b).No Proprietary Information owned solely by one party shall be used by any Party except in furtherance
of the terms and provisions of this Agreement. Except to the extent permitted under

this Agreement or as required by law or court order, the parties shall in all circumstances

exercise reasonable care not to allow to be published or disclosed the other Party's Information

to any third party. Each party shall advise its employees to whom the other Party's, the

Subsidiaries, or Joint Ventures' Proprietary Information is disclosed of these obligations of

confidentiality.

c).The parties agree that the following information shall not constitute Proprietary Information under this
Agreement:

i.information available from public sources at any time before or after it is disclosed to a party hereto by
the other party hereto;

ii.information obtained from a third party who obtained such information, directly or indirectly, from a
party other than a party to this Agreement; and

iii.Information independently developed by the party against whom enforcement of this provision

is sought without the use of information provided by the party seeking such enforcement.

d).Notwithstanding any provision of this Agreement to the contrary, any person (and each

employee, representative, or other agent of such person) may disclose to any and all other

persons, without limitation of any kind, (i) the tax treatment and tax structure of any transaction

contemplated or consummated pursuant to this Agreement, (ii) all materials of any kind

(including any opinions or other tax analysis) that are provided to such person relating to the tax

treatment and tax structure of any such transaction and (iii) any information required to be

disclosed or obtained by law or court order.

20. REPRESENTATIONS AND WARRANTIES

a).Organization. It is duly organized, validly existing and in good standing under the laws of its

jurisdiction of formation with all requisite power and authority to enter into this Agreement, to

perform its obligations hereunder and to conduct the business of the Program and the
Subsidiaries.

b).Enforceability. This Agreement constitutes the legal, valid and binding obligation of the

Parties, enforceable in accordance with its terms.

c).Consents and Authority. No consents or approvals are required from any governmental

authority or other Person for it to enter into this Agreement. All actions 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.

d).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.

e).Legal Advice. The Parties have been afforded the opportunity to seek and rely upon the advice

of their respective attorneys, accountants or other professional advisors in connection with the

execution of this Agreement.

21. TERM OF VALIDITY OF AGREEMENT AND AGREEMENT TERMINATION

a)Present Agreement is valid and coming in full legal force from the date of signing by both

Parties. The Agreement shall remain in full force and effect for the period of Three (3) years

and can be extended for another year if mutually agreed by the Parties, unless this Agreement is

terminated sooner in accordance with the provisions of this Agreement. This Agreement shall

apply to any and all renewals, extensions, rollovers, additions or any agreements between the Agreement
and any third parties or their assignee’s.

b).Normal termination of this Agreement will occur with the conclusion of all financial transactions
covered under the terms and conditions herein unless otherwise extended in writing by the Parties Mutual
Agreement.

c).The Parties agree that if the Investment Funds transfer is not completed, as per Sections 2.3. and 3.3.
herein, then this Agreement will be effectively null and void, whereby the Parties only
remedy to each other is to terminate this Agreement without further recourse.

d).The Parties agree that any Party can terminate this Agreement if it can show evidence that any other
Party has NOT fulfilled its obligations as described herein, unless extended in writing by all of the other
Parties, and if terminated, the Party in breach shall be deemed in DEFAULT and all of the other Parties,
collectively or separately, shall have the right to pursue any and all legal remedies to which they are entitled
against the Party in breach, under the laws of the Canton of Zurich, Switzerland with full prejudice and
or the laws of Germany.

22. MISCELLANEOUS

a).Notice(s). Any modifications, amendments, addendums or follow on contracts must be executed

by the Parties 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 original by both Parties hereto shall be considered as an original, both legally binding and

enforceable for the term of this Agreement.

b).Specific Performance; Other Rights. The Parties recognize that 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.

c).Prior Agreements; Construction; Entire Agreement. This Agreement, including the Exhibits and other
documents referred to herein (which form a part hereof), constitutes the entire

agreement between the Parties with respect to the subject matter hereof, and supersedes all prior

agreements and understandings between them as to such subject matter and all such prior agreements and
understandings are merged herein and shall not survive the execution and delivery hereof.

d).Amendments. This Agreement may not be amended, altered or modified except (i) upon the unanimous
by instrument in writing and signed by each of the Parties.

e).Sever-ability. 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 circumstances shall not have the effect of
rendering any other provision or provisions herein contained invalid, inoperative or unenforceable, at
which point, 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 terms and provisions
herein.

f).No Rights of Third Parties. (i) This Agreement is made solely and specifically between and for the
benefit of the Parties hereto 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.

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

h).Headings. Headings are included solely for convenience of reference and if there is any conflict between
headings and the text of this Agreement, the text shall control.

i).Currency. Any exchange of funds between the Parties shall be made in currencies of the European
Union (Euros). In addition, all calculations pursuant to this Agreement and any Joint Venture Private
Investment Agreement shall be based on ICC regulations in Paris.

j).Alterations. Any written Alterations, Annexes and Appendices to this Agreement are considered valid if
they are made in written form and signed by the Parties. All Annexes and Appendices duly signed shall be
an integral part of this Agreement.

IN WITNESS WHEREOF, the undersigned Parties have read this document and have taken legal advice
of its legality, and after understanding the content of this Agreement written in English language, by
knowledge of the language or by professional translation to the party’s language, initialed all the pages of
this Agreement (including its Annexes) and fully understand and agree that its execution constitutes an
acceptance of all of its mutually protective covenants, terms, conditions, procedures and is lawfully
binding upon both Parties, their legal heirs, successors, representatives and assignees.

AGREED AND ACCEPTED BY THE PARTIES

FURTHERMORE, WE, THE UNDERSIGNED PARTIES, HEREBY SWEAR UNDER THE INTERNATIONAL LAWS
OF PERJURY AND FRAUD THAT THE INFORMATION PROVIDED BY US HEREIN IS ACCURATE AND TRUE,
AND ARE READY PROCEED WITH THIS TRANSACTION.

PARTIES SIGNATURES:
INVESTOR:

NAME: MANOJ KUMAR SAH

COMPANY: FRUIT FLOWERS LLC

DATE: 03-JUNE-2025
DEVELOPER:

NAME:

COMPANY:

DATE:

INVESTOR PASSPORT COPY


INVESTOR COMPANY REGISTRATION
DEVELOPER’S PAYMASTER PASSPORT
DEVELOPER AND PROJECT MANAGER COMPANY REGISTRATION
ELECTRONIC SIGNATURE IS VALID AND ACCEPTED AS HAND SIGNATURE”

EDT (Electronic document transmissions)

EDT (Electronic document transmissions) shall be deemed valid and enforceable in respect of any
provisions of this Contract. As applicable, this Agreement shall be:

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

●Electronic Commerce Agreement (ECE/ TRADE/257, Geneva, May 2000) adopted by the United Nations
Centre for Trade Facilitation and Electronic Business (UN/CEFACT).

●EDT documents shall be subject to European Community Directive No. 95/46/EEC, as applicable. Either
Party may request hard copy of any document that has been previously transmitted by electronic means
provided however, that any such request shall in no manner delay the parties from performing their
respective obligations and duties under EDT instruments. ELECTRONIC SIGNATURE IS VALID AND
LEGALLY – BINDING AS AN ORIGINAL IF TRANSMITTED IN SECURE AND CERTIFIED *. PDF FORMAT.

*** THE END OF THE AGREEMENT ***

PARTY A (INVESTOR) Page 10 of 11 PARTY B (INVESTEE)

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