PRIVATE FOREIGN CURRENCY EXCHANGE

AGREEMENT
EURO/BTC
___________________________________________
This private foreign exchange transaction agreement and the three annexes attached
thereto are entered on this February 22, 2021 by and between:

• SELLER _________________________________________________, (hereinafter,

referred to as the “Seller”); (the “Seller”), in each case certified to the Escrow Agent as
the Seller respectively in this transaction number “…” and

• BUYER XXXXXXX XXXXX(hereinafter, referred to as the “Buyer”); (the “Buyer”) in

each case certified to the Escrow Agent as the Buyer respectively in this transaction
number “XXXXXXXXXX” and

• ESCROW PROVIDER xxxxxxxxxxxx

WHEREAS, in consideration of the promises and the 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 exchange of EURO/USD for
BITCOIN (BTC) under the following terms and conditions:

WHEREAS, Escrow acts as lawful escrow for traders in cryptocurrency commodities,

namely Bitcoins (hereinafter referred to as “BTC”); and

WHEREAS, Seller wishes to sell BTC to Buyer as hereinafter provided using

XXXXXXXXXXX

WHEREAS, both Buyer and Seller have provided their KYC-POF-POC documents to Escrow
Agent; and

WHEREAS, Buyer wishes to purchase Seller’s BTC using XXXXXXXXXXXX;

NOW THEREFORE IN CONSIDERATION OF the mutual covenants and obligations

contained herein and other good and valuable consideration, the receipt and sufficiency
of which is hereby acknowledged, the parties agree as set forth herein.

I.
1.1. Object of the Agreement

This currency exchange transaction will be executed as a bank-to-bank transaction

and will be executed on a Swift basis based on the bank procedures applicable and
the terms and conditions as agreed in the present agreement.

• BUYER´S • EURO
CURRENCY
• SELLER´S • BITCOIN (BTC)
CURRENCY

1.2. Description of the EURO Currency:

CURRENCY EURO
ORIGIN OF Funds are totally derived from legal sources and not from
CURRENCY any illegal drug traffic or money laundering activities,
terrorist group or association and neither from any other
criminal activity, and the funds are good, clean cleared,
of non-criminal origin, free from any liens and taxes, free
transferable EURO or USD to be exchanged for BITCOIN.
CONTRACT QUANTITY 50,000 Bitcoin (BTC) (fifty thousand Bitcoin)
FIRST TRANCHE 10,000 Bitcoin (BTC) (ten thousand Bitcoin)
SECOND TRANCHE 45,000 Bitcoin (BTC) (forty five thousand Bitcoin)
SUBSEQUENT Further tranches as per Annex A.
TRANCHES

1.3. Description of the BITCOIN Currency:

CURRENCY BITCOIN
ORIGIN OF Non-criminal origin
CURRENCY
YEAR OF CURRENCY Current valid currency, in circulation, free from an liens
or encumbrances, freely tradeable in any country
CONTRACT QUANTITY 500,000 Bitcoin (BTC) (five hundred thousand Bitcoin)
FIRST TRANCHE 5, Bitcoin (BTC) ( thousand Bitcoin)
SECOND TRANCHE ,000 Bitcoin (BTC) (thousand Bitcoin)
SUBSEQUENT Further tranches as per Annex A.
TRANCHES

II.

2.1. Transaction Conditions:

TRANSACTION MODE Bank to Bank – Escrow procedure
RATE OF EXCHANCE Morning fixing www.
BONUS "GROSS discount" 5 % and "NET discount" -XX % in
favour of
Buyer.
CONSULTANCY FEES The commission will be divided 0,XXX % to the sell side
 consultants (closed), 0,XXXXX % to the buy side
consultants (open) and 0,XXXXXX % to the buy side
facilitator group (open) paid by seller for the purpose of
this agreement. The division of the commission shall be
in accordance with IMFPA XXXXXXXXXXXX listed in
Annex C in this agreement after each successful
tranche.
FEE TRANSACTION In accordance with the present agreement
MODE
OPTIONAL:

2.2 Transaction Procedure

TRUST-ESCROW TO ESCROW PROCEDURE-SELLER NOMINATED ESCROW IS NOT
NEGOTIABLE

• Buyer and Seller shall sign the Purchase Agreement.

• Buyer shall show proof of funds for the first tranche via an active recent
bank account statement of United States Dollars in cash via screen or email.
Seller shall show a screen shot to the buyer via screen or email one of
his/her wallets showing available BTC for the tranche.
• Buyer and Seller shall sign the Escrow Agreement nominated by seller.
Buyer and Seller shall forward to the Escrow Agent exact wire information
and banking coordinates for the each of the parties and their respective
representatives
• Escrow Agent shall endorse the Escrow Agreement and shall circulate the
completed Escrow Agreement to the Seller ,Seller transfer to buyer .
• Upon execution of the Purchase Agreement and the Escrow Agreement,
Buyer shall wire to Escrow Agent the sum of FIFTY MILLION DOLLARS
($50,000,000 USD) to be applied to the purchase of the first tranche of 5000
BTC (“Initial Deposit”).
• Escrow Agent shall inform both Buyer and Seller receipt of the Initial
Deposit.
• Seller shall initiate placement of the first tranche of the BTC directly into
the Buyer’s Wallet. Buyer shall provide its BTC Wallet information upon
execution of the Purchase Agreement.
• Seller shall provide evidence of said deposit of BTC after receipt of
confirmation of the Buyer’s funds.
• Thereafter, Buyer shall confirm receipt of the evidence of the deposit in its
Wallet.
• Upon receipt of the Initial Deposit, Buyer and Seller direct Escrow Agent to
disburse up to $________________ or ____% of the Initial Deposit to Seller.
• Upon deposit of entire first tranche with Buyer as evidenced by Seller,
Escrow Agent shall disburse the remainder of the Initial Deposit less
payments for commissions and payments due to Escrow Agent. All
payments shall be made via wire transfer. Escrow Agent shall disburse
funds within 24 hours of the transaction being consummated and after both
Seller and Buyer verify same in writing.
 III

3.1. Term of Agreement:

This contractual agreement is a full recourse commercial commitment enforceable
under the laws of the jurisdiction of the Transaction closing country as it applies and
said law shall govern the interpretation, enforceability, performance, execution,
validity and any other such matters regarding the present agreement.
The present agreement is in full force and effect until completion of the transaction
and it is legally binding upon the parties, signatories, their heirs, successors and
assigns, agents, principals, attorneys and all associated parties involved in this
agreement.
3.2. Codes of Identification:
The parties to the present agreement agree that all documents related to this
transaction shall indicate the codes as indicated herein. In addition, the codes shall
not be changed during the tenure of the present agreement, including all rollovers,
renewals, extensions, and all additions.
3.3. Unauthorized Bank Communication:
Neither party is allowed to contact the bank of the other party without the
authorization of the other party. Any unauthorized contact act is a breach of the
present agreement.
3.4. Taxes and Costs:
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.
3.5. Non-Disclosure and Non-Circumvention:
Both parties are to be bound and to abide by the non-circumvention non-disclosure
rules of all issues by the I.C.C. 500 PARIS / FRANCE, last edition of which shall apply
to this transaction for a period of five (5) years, no matter whether direct or indirect.
3.6. EDT –Electronic Document Transmittal and Counterparts:
This Agreement may be executed in multiple copies at different times and places, each
being considered an original and binding upon the parties. All facsimile / electronic
transmittal/communications relating to this transaction and which are mutually
accepted by the parties, shall be deemed legally binding and enforceable documents
for the duration of the transaction.
3.7. Copies of the Present Agreement:
No copies of this Agreement are to be provided to any third party unless the parties
agree mutually the contrary.
 The paymasters in charge of distributing commission to all beneficiaries, facilitators
shall receive a copy of the agreement including the irrevocable master fee protection
agreement (IMFPA), bearing identical transaction code.
3.8. Force Majeure:
The "FORCE MAJEURE" exception clause of the International Chamber of Commerce
(I.C.C. publication No. 500 in actual version) is hereby incorporated and made an
integral part of this Agreement. A party cannot be held in default if the reason is
caused by force majeure.
IV.

SIGNATURE ENDORSEMENT

IN WITNESS WHEREOF, the undersigned have read this document and had advise of its
legality and after understanding the content of this agreement written in the English
language, by knowledge of the language or by professional translation to the PARTIES
language and legal advice, and initialed all the pages of this agreement. In addition, fully
understand and agree that its execution constitutes an acceptance of all of its mutually
protective covenants, terms, and conditions, and is lawfully binding upon the PARTIES, and
their legal heirs, successors, representatives, and assignees.
AGREED AND ACCEPTED THIS AGREEMENT WITHOUT CHANGE

BY THE BITCOIN (BTC) SELLER AUTHORIZED SIGNATORY:

COMPANY NAME:
REPRESENTED BY:
PASSPORT NO.:
COUNTRY ISSUED BY:
PASSPORT ISSUE DATE:
PASSPORT EXPIRATION DATE:

Seller´s signature: ___________________ Date: _______________________

BY THE BITCOIN (BTC) BUYER AUTHORIZED SIGNATORY:

COMPANY NAME:
REPRESENTED BY:
PASSPORT NO.:
COUNTRY ISSUED BY:
PASSPORT ISSUE DATE:
PASSPORT EXPIRATION DATE:

Buyer´s signature: _____________________ Date: _______________________

ANNEX A
TRANCHE SCHEDULE
TRANCHE SCHEDULE

THE TRANCHE SCHEDULE (ALL AMOUNTS BELOW ARE IN USD IN EQUIVALENT OF 104 %
BITCOIN FOR 100 % USD ON THE DAY OF EXCHANGE CURRENCY.

The Bitcoin price will be calculated at the time of the transaction.

Commission
Volume Gross Net 0,X % to sell side
Tranche
Bitcoin Discount Discount consultants
Applied Applied 0,X % to buy side
consultants
0,X % to sell side
facilitator group

1 5000,00 -5 % -3 % %+ %+ %

2 45000,00 -5 % -3 % %+ %+ %

3 -5 % -3 % %+ %+ %

4 -5 % -3 % %+ %+ %

5 -5 % -3 % %+ %+ %

6 -5 % -3 % 0,0 %

7 -5 % -3 % 0,0 %

8 -5 % -3 % 0,0 %

9 -5 % -3 % 0,0 %

10 -5 % -3 % 0,0 %

Total: 50,000.00 --- --- ---

ANNEX B
INFORMATION ABOUT THE PARTIES TO THE TRANSACTION
 BUYER’S INFORMATION
In accordance with Articles two (2) through five (5) of the Due Diligence Convention and the
Federal Banking Commission Circular of December 1998, concerning the prevention of money
laundering, 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. All
parties have an obligation to respect professional secrecy and to take all appropriate precautions
to protect the confidentiality of the information each holds in respect of the others’ activities.
This legal obligation shall remain in full force and effect at all times.
COMPANY NAME:

REGISTRATION NO.:

OFFICE ADDRESS:

POST CODE, CITY & COUNTRY:

REPRESENTED BY:

TITLE:

NATIONALITY:

PASSPORT NO.:

COUNTRY ISSUED BY:

PASSPORT ISSUE DATE:

PASSPORT EXPIRATION DATE:

DATE OF BIRTH:

I hereby attest and confirm that all of the information given above is accurate and true.

22.02.2021

Buyer´s signature: ________________ Date: ________________

BUYER´S PASSPORT COPY

 SELLER’S INFORMATION
In accordance with Articles two (2) through five (5) of the Due Diligence Convention and the
Federal Banking Commission Circular of December 1998, concerning the prevention of money
laundering, 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. All
parties have an obligation to respect professional secrecy and to take all appropriate precautions
to protect the confidentiality of the information each holds in respect of the others’ activities.
This legal obligation shall remain in full force and effect at all times.
COMPANY NAME:

REGISTRATION NO.:

OFFICE ADDRESS:

POST CODE, CITY & COUNTRY:

REPRESENTED BY:

TITLE:

NATIONALITY:

PASSPORT NO.:

COUNTRY ISSUED BY:

PASSPORT ISSUE DATE:

PASSPORT EXPIRATION DATE:

DATE OF BIRTH:

I hereby attest and confirm that all of the information given above is accurate and true.
 22.02.2021
Seller´s signature: _____________________ Date: _______________________

SELER´S PASSPORT COPY

ESCROW PROVIDER’S INFORMATION

In accordance with Articles two (2) through five (5) of the Due Diligence Convention and the
Federal Banking Commission Circular of December 1998, concerning the prevention of money
laundering, 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. All
parties have an obligation to respect professional secrecy and to take all appropriate precautions
to protect the confidentiality of the information each holds in respect of the others’ activities.
This legal obligation shall remain in full force and effect at all times.
COMPANY NAME:

OFFICE ADDRESS:
POST CODE, CITY & COUNTRY:

REPRESENTED BY:

TELEPHONE:

E-MAIL

BANK:

BANK ADDRESS:

ACCOUNT NAME:

IBAN NUMBER:

BIC/SWIFT CODE:

ANNEX C

INTERNATIONAL CHAMBER OF COMMERCE (I.C.C

400/500/600)
IRREVOCABLE MASTER FEE PROTECTION AGREEMENT (IMFPA)
CONTRACT NO.: XXXXXXXX

IMFPA NO.: XXXXXXXXX

INSTRUMENT: Bitcoin (BTC)

SELLER NAME:

VOLUME: 50,000 Bitcoin (BTC)

DISCOUNT (GROSS / NET): -X % / -X %

COMMISSION: The commission will be divided X % to the sell side

consultants, X % to the buy side consultants
(open) X % to the buy side facilitator group (open)
paid by seller/escrow agent for the purpose of this
agreement. The term “Purchase Price” refers to the
sum of the Assets which the buyer will pay to the
seller for buying Bitcoin. The seller/escrow agent
 pays the commission to all beneficiaries listed
below.

PAYMENT OF COMMISSION: Payable in Bitcoin

BENEFICIARIES: SELL SIDE CONSULTANTS:

• XXXXXX & ASSIGNS
BUY SIDE CONSULTANTS:
• XXXXXX & ASSIGNS
Buy Side FACILITATOR GROUP:
• XXXXXX & ASSIGNS
•
NOTE: This Agreement covers any business transactions
entered by the buyer and the seller for a period of
sign (5) years from the date of this Agreement.

IRREVOCABLE MASTER FEE PROTECTION AGREEMENT (IMFPA)

We the undersigned herewith referred as the Buyer, under penalty of perjury do

hereby irrevocably confirm and irrevocably accept to pay all intermediaries and fee
holders at the same time and in a manner as the seller is being paid for each and
every transaction of this contract up to the completion of the contract plus rollovers
and extensions and in accordance with the bank details to be specified in this contract.

We, the SELLER, irrevocably confirm that we will order and direct our bank to
endorse automatic fiat commission payment orders to the beneficiaries named below.

We, the SELLER, confirm that all pay orders shall automatically transfer funds as
directed into each beneficiaries designated bank account within 1 (one) day after the
date of closing and completion of each and every shipment of the product provided
that the seller has received payment on any bitcoin purchases during the contract
term plus any/or extensions and rollover of the specified contract. For the purpose of
clarity, we confirm that the closing and completion of each and every shipment shall
be deemed to take place when the purchase issued by the buyer has been drawn
down at the counters of the issuing bank.

We, the SELLER, agree to provide all beneficiaries with written evidence of the pay
orders lodged with our bank together with acknowledgements of their acceptance.
Furthermore, our bank shall be instructed to provide duly signed and stamped
acknowledgement of this instruction as set out in the annex. Forming part of this
agreement. It is understood that for the purposes of this Master Fee Protection
Agreement, our bank shall be the same bank and this IMFPA acts as an integral part of
it.
We the undersigned being SELLER or the seller named legally authorized
representative as stated within the signed and legally binding main transaction,
contract unconditionally agree and undertake to approve and originate all payments in
USD currency to all beneficiaries named below as their rightful and payable
commissions. This agreement also acts as a record confirming the commission
amounts for each named beneficiary as set out below.

TOTAL COMMISSION SHALL BE PAID BY THE SELLER AS FOLLOWS:

Four Percent (X %) of Tranche Bitcoin Market Value, based on latest quoted BTC
Market Price published on www.coinmarketcap.com or www.bitcoin.com on Closing
date. Distributed in Bitcoin (BTC) X % to sell-side consultants, X % to sell side
facilitator group, X% to buy-side consultants and X % to buy side facilitator group.

TERM & CONDITIONS:

This master fee protection agreement covers the initial contract and shall include any
renewals, extensions, rollovers, additions or any new or transfer contract any how
originated from this transaction because of the above intermediaries or changing
codes of the initial contract entered into between the BUYER and SELLER.

This master fee protection agreement and any subsequently issued pay orders shall be
assignable, transferable, and divisible and shall not be amended without the express
written and notarized consent of the receiving beneficiary. All parties agree neither to
circumvent nor to attempt circumvent either for the transaction of this current contract
or in the future for a period of three (5) years from the date of the execution of this
fee protection agreement. This document binds all parties, their employees,
associates, transferees and assignees or designees.

All faxed and/or e-mailed signatures shall be considered as original signatures for the
purpose of binding all parties to this agreement. This document may be signed & in
any number of counterparts all of which shall be taken together and shall constitute as
being one & the same instrument.

Any party may enter into this document and the agreement constituted thereby by
signing any counterpart any time, date or period mentioned in any provision of this
document shall only be amended by agreement in writing and signed off by all parties
concerned.

Furthermore, we agree that any and all commissions due shall be paid to the
beneficiary as a result of any extension or rolls of the contract and that we shall effect
all necessary documentation with our bank without any undue delays to ensure such
commissions and paid within the terms of the agreement.

PARTIAL INVALIDITY:

The illegality, invalidity, and non-enforceable provision of this document under the
laws of any jurisdiction shall not affect its illegality, validity, or enforceability under the
 law of any other jurisdiction or provision.

GOVERNING LAW AND JURISDICTION:

This document shall be governed & construed in accordance with current English or
I.C.C 400/500/600 signed between partners NCND laws.

ARBITRATION:

All parties agree to refer any disputes between the parties arising out of or in
connection with this agreement including any questions regarding its existence,
validity, or termination to arbitration rules of the international arbitration centre
(I.A.C). The appointed arbitrator shall hold the proceedings in any country chosen by
the parties and the rules of the IAC shall apply.

This document is signed and accepted by parties named below as to be included in the
main contract.

GROUP 1 – SELL-SIDE / Commission = 0.X % [Payable

by Seller]

IRREVOCABLE MASTER FEE PROTECTION AGREEMENT

(IMFPA)

BUY SIDE BENEFICIARY #1 [PAYABLE IN USD/EUR]

COMPANY NAME:

OFFICE ADDRESS:

POST CODE, CITY & COUNTRY:

REPRESENTED BY:

TELEPHONE:

E-MAIL

BANK:

BANK ADDRESS:

ACCOUNT NAME:
IBAN NUMBER:

BIC/SWIFT CODE:

GROUP 2 – BUY-SIDE / Commission = 0.X % [Payable

by Seller]

IRREVOCABLE MASTER FEE PROTECTION AGREEMENT

(IMFPA)

BUY SIDE BENEFICIARY #1 [PAYABLE IN USD/EUR]

COMPANY NAME: BITCOIN GROUP GERMANY

OFFICE ADDRESS:

POST CODE, CITY & COUNTRY:

REPRESENTED BY:

TELEPHONE:

E-MAIL

BANK:

BANK ADDRESS:

ACCOUNT NAME:

IBAN NUMBER:

BIC/SWIFT CODE:
GROUP 3 – BUY SIDE FACILITATOR GROUP /
Commission = 0.X %
[Payable by Seller]

IRREVOCABLE MASTER FEE PROTECTION AGREEMENT

(IMFPA)

BUY SIDE BENEFICIARY #1 [PAYABLE IN USD/EUR]

COMPANY NAME: BITCOIN GROUP ITALY

OFFICE ADDRESS:

POST CODE, CITY & COUNTRY:

REPRESENTED BY:

TELEPHONE:

E-MAIL

BANK:

BANK ADDRESS:

ACCOUNT NAME:

IBAN NUMBER:

BIC/SWIFT CODE:
 SIGNATURE ENDORSEMENT

COMPANY NAME:

REPRESENTED BY:

PASSPORT NO.:

COUNTRY ISSUED BY:

PASSPORT ISSUE DATE:

PASSPORT EXPIRATION
DATE:

Seller´s signature: ________________ Date: _22.02.2021_______________

ELECTRONIC SIGNATURE IS VALID AND ACCEPTED AS HAND SIGNATURE

EDT (ELECTRONIC DOCUMENT TRANSMISSIONS) SHALL BE DEEMED VALID AND ENFORCEABLE IN

RESPECT OF ANY PROVISIONS OF THIS CONTRACT. AS APPLICABLE, THIS AGREEMENT SHALL BE:
1. INCORPORATE U.S. PUBLIC LAW 106-229, “ELECTRONIC SIGNATURE IN GLOBAL AND
NATIONAL COMMERCE ACT” OR SUCH OTHER APPLICABLE LAW CONFORMING TO UNCITRAL
MODEL LAW ON ELECTRONIC SIGNATURES (2001) AND

2. ELECTRONIC COMMERCE AGREEMENT (ECE/ TRADE/257, GENEVA, MAY 2000) ADOPTED BY

THE UNITED NATIONS CENTRE FOR TRADE FACILITATION AND ELECTRONIC BUSINESS
(UN/CEFACT).

3. 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.

*** THE END OF THE AGREEMENT ***