PAYMASTER AGREEMENT
PAYMASTER AGREEMENT
Parties to the Agreement
– Merida Integrity Trust Limited represented by Aaron Okievwruawho, as Paymaster
– And the beneficiary and or beneficiaries as listed in this agreement.
Definitions
– Gross Commissions: Commission payments that are received by this Paymaster as clean and
cleared funds based on the Client Reference Code and or Transaction Code stated above.
– Net Commission: The amount due and payable to the named beneficiary and/or beneficiaries
named in this Paymaster Agreement per the Fee Agreement signed by the Client after
deducting the Paymaster fees as defined in clause 9 of this Paymaster Agreement.
Date: 11/18/2020
1. The following sets out the protection of the commission fees payable to beneficiary and or
beneficiaries stated herein, should a Contract with the Client Reference Code and or
Transaction Code stated above be executed and consummated under the terms and conditions
mutually agreed upon by the Principals to that private transaction.
2. Now, therefore, Merida Integrity Trust acting with full corporate authority and responsibility, does
herewith, without recourse and subject to the gross commission (funds) received per Client
Reference Code and or Transaction Code stated above, agrees to pay net commission Fee/s
according to the Fee Agreement signed by the Client and to distribute per clause 16 of this
Agreement.
3. This Agreement is issued pursuant to and in acknowledgment of the paymaster’s rights and
responsibilities under the signed Fee Agreement and the Client Reference Code and or
Transaction Code stated above
4. Merida Integrity Trust further agrees that the net commission fees stated herein are
compensation for services rendered by the beneficiaries listed below, and are irrevocable and
Irrevocable Sub Fee Protection Agreement
and Pay Order Agreement
“Considered as an integral part of this contract”
WITH ROLLS AND EXTENSIONS
Client Name:
Transaction Code:
Client Contract Ref:
Name of Beneficiary:
Page 2 of 6
guaranteed to be paid within 3 (Three) international banking days of the receipt of cleared funds
to the Trust Account, unless otherwise agreed. Paymaster is not responsible for any banking
delays that may or may not occur.
5. The net commissions will be free of legal impediment and free of any deductions excluding
paymaster fees and normal bank wire fees for this and all subsequent transactions. Payment of
the net commission due the beneficiary and or beneficiaries will be made by the Paymaster
subject to and receipt of clean and cleared funds of each incoming deposit showing the Client
Reference Code and or Transaction Code stated above until that transaction is complete
including all contract extensions, additions, rollovers, modifications or renewals thereof.
6. All funds remitted from the Paymaster account must be supported by written documented
instruction from the beneficiary by way of a Beneficiary Payorder to the Paymaster, signed by
the beneficiary and instructing the paymaster to remit funds to banking co-ordinates as defined
in the Payorder. Further the Paymaster in turn agrees (unless otherwise agreed) to execute and
place irrevocable Pay Orders (IPO) with the Trust and/or Overseas Account for the purpose of
payment within three (3) international banking days from the date of receipt of the gross
commissions to the Paymaster Account showing the Client Reference Code and or Transaction
Code stated above and on receipt of the Beneficiary Payorder.
7. The paying Trust Bank or Overseas Account to this SUB MASTER FEE PROTECTION AND
PAY ORDER AGREEMENT will be the following:
SEPA PAYING BANK ACCOUNT
Bank Name XXXXXXXXXXXXXXXXXXXX (international payments operation)
Account Name MERIDA INTEGRITY TRUST LIMITED (overseas trust account)
IBAN LT13 3500 XXXX XXXX XXXX – EUR
Account Number USD and GBP account – TBA
SWIFT EVIULT21XXX
Bank Address Pilaitės pr. 16, LT-04352, Vilnius, Lithuania
Bank Code 3XXXXX
It is agreed that Merida Integrity Trust as Paymaster will cause the above listed Payer
bank/Trust Account to issue a certified copy of a statement of receipt and payment to the
beneficiary and or beneficiaries named herein, within three (3) international banking days from
the date of payment. This statement will fully account for the gross commission receipts and
payments of funds as it applies to the Paymaster and beneficiary or beneficiaries named herein.
8. Parties to this agreement agree that they are bound by any Non-circumvention Non-Disclosure
Agreements that they have entered into with any and all other parties with regard to this
transaction and hereby agreed they will not circumvent, avoid, bypass or obviate each other
directly or indirectly to avoid payment of commissions or fees for this or any transaction pending,
or in the future for a period of 5 years from the date of executing of this Agreement whether this
contact is consummated or not. At no time shall either Party disclose or otherwise reveal to any
third party any confidential information, Code or reference, or any such information to the
Irrevocable Sub Fee Protection Agreement
and Pay Order Agreement
“Considered as an integral part of this contract”
WITH ROLLS AND EXTENSIONS
Client Name:
Transaction Code:
Client Contract Ref:
Name of Beneficiary:
Page 3 of 6
another party that is stated as confidential or privileged information without the formal written
permission of the other party.
9. The Paymaster fee is calculated as outlined as follows.
Gross Commission Received
(USD, EUR, GBP)
Paymaster fee (%) of the
Gross Commissions of transactions
XXXXXXX 0.75%
XXXXXXX 1.00%
XXXXXXX 1.75%
XXXXXXX 2.00%
XXXXXXX 2.75%
XXXXXXX 3.00%
XXXXXXX 5.00%
XXXXXXX 10.00%
Payable to the Paymaster from the contract
10. The Net Commission Fee Payable: The total fee which is per the calculation shown in clause 16
of this agreement, is after the deduction of the Paymaster fee and does not include the bank
wire fee and is divided per the Schedule as outlined per clause 16 of this agreement. The Trust
Account and/or Overseas Account shall immediately and automatically disburse to each
beneficiary/ies the Fee payment as stated herein
11. This agreement including any alterations, amendments, or additions hereto shall be governed by
and construed in accordance with the laws of the United Kingdom, Poland, and Lithuania.
12. The Paymaster will have no responsibility for reporting monies received pursuant to this SFPA
to any tax authority. The Parties acknowledge that is the sole responsibility of the Beneficiaries
to report and pay income tax and/or any other form of tax to all relevant tax authorities with
respect to all monies the Beneficiaries may receive pursuant to this Agreement.
13. By signing this SFPA, the Beneficiaries confirm under penalty of perjury that, to the best of the
Beneficiaries’ knowledge, information and belief, any and all monies being wired into the
Paymaster’s accounts under the terms of this Agreement are not from any unlawful sources, do
not constitute money laundering, are not part of a criminal enterprise, and are not the proceeds
of, nor destined to support, terrorist or criminal activities of any kind.
14. The Beneficiaries agree to absolve the Paymaster of any legal, contractual or other liability in
the event of third parties requesting that the Paymaster pay them in respect of the Transactions,
in a case where the relevant Beneficiaries did not inform the Paymaster of any such third parties
being entitled to Payments from funds received by the Paymaster.
15. Any dispute arising out of or in connection with this contract, including any question regarding its
existence, validity or termination, shall, if both parties agree be referred to and resolved by the
courts of the United Kingdom, or, if the parties do not agree, by arbitration is a requirement for
arbitrators to act fairly and impartially between the parties (section 33(1), Arbitration Act).
Section 1(a) also states that "the object of arbitration is to obtain the fair resolution of disputes
by an impartial tribunal without unnecessary delay or expense for the time being in force, which
rules are deemed to be incorporated by reference in this clause. The Tribunal shall consist of
Irrevocable Sub Fee Protection Agreement
and Pay Order Agreement
“Considered as an integral part of this contract”
WITH ROLLS AND EXTENSIONS
Client Name:
Transaction Code:
Client Contract Ref:
Name of Beneficiary:
Page 4 of 6
one arbitrator to be appointed by the Chairman of the SIAC. The language of the arbitration
shall be English.
NOTE: ALL BANKS CHARGES/FEES SHOULD BE BORN BY RESPECTIVE
ACCOUNT BENEFICIARY/IES
Beneficiary or Beneficiaries
The total net Commission amount payable to each beneficiary as listed below is based on the gross
commissions received to the paymaster account based on Client Reference Code and or Transaction
Code stated above and shall be transferred into the accounts of the Beneficiaries as follows:
16. List of Beneficiary/ies
#1 xxxxxxxxxxxx and or Assigns
#2 xxxxxxxxxxxxxxxxx or Assigns
BENEFICIARY #1 , Shall receive (USD $) % of the net commissions as defined in this
agreement being a sum based on Client Reference Code and or Transaction Code stated above
Beneficiary Name
Bank Name
Bank Address
Account No.
Account Name
Beneficiary Signature
SWIFT
ABA Routing No,
Bank Officer
Bank Telephone /Fax
WIRE INSTRUCTIONS EMAIL a notification immediately upon each tranche/ transfer
payment together with the transactions code/s to e mail xxxxxxxxx
]
REQUIRED MESSAGE ALL TRANSFER INSTRUCTIONS SHALL STATE: “FUNDS ARE
CLEAN AND CLEAR, OF NON-CRIMINAL ORIGIN AND ARE
PAYABLE IN CASH IMMEDIATELY UPON RECEIPT BY
BENEIFICIARY’S BANK.”
PAYMASTER’S ACKNOWLEDGEMENT:
This document constitutes an irrevocable and not retractable payment order issued to the beneficiaries
named herein, per the terms of this agreement, given with full corporate responsibility, by which I
Irrevocable Sub Fee Protection Agreement
and Pay Order Agreement
“Considered as an integral part of this contract”
WITH ROLLS AND EXTENSIONS
Client Name:
Transaction Code:
Client Contract Ref:
Name of Beneficiary:
Page 5 of 6
hereby instruct my Bank/ Trust Account and/or Overseas Account as specified herein, to
simultaneously pay, without any protest and / or delay, upon the closing and receipt of clean and clear
funds to the Trust account, of each and every transaction, until the transaction under the above
entered codes is totally completed including any and all rollovers and extensions, the compensation to
the beneficiaries’ bank accounts, as stipulated herein.
SUCCESSORS: This Agreement is binding upon and inures to the benefit of the successors,
assignees, heirs and personal representatives of the receiving person(s)
IN WITNESS WHEREOF, the undersigned has executed this agreement on this day of 12:28 .
PAYMASTER:
Company Name: Merida Integrity Trust Limited
Address: XXXXXX, United Kingdom
Phone/Fax: +44
E-mail: TBA
Represented by TBA
Title: TBA
Date: 11/18/2020
Signature: _________________
Aaron Okievs.
Managing Partner
Merida Integrity Trust Limited
Named undersigned has approved and executed this agreement on this day of 12:28 .
Signature: _________________
Beneficiary
