LOAN AGREEMENT BETWEEN SIGNED IN MONTREAL
LOAN
AGREEMENT BETWEEN SIGNED IN MONTREAL
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XLGENERATION
AG,
a
Swiss corporation, having its head office in Zug, Switzerland, herein
represented by ▇▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇, duly authorized as he so
declares;
(hereinafter
referred to as “XLGeneration")
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| AND |
FIDUCIE
▇▇▇▇▇ ▇▇▇▇▇▇▇,
a
Trust organized under the law of the province of Quebec (Canada),
herein
represented by ▇▇. ▇▇▇▇▇ ▇▇▇▇▇▇▇ and ▇▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, duly authorized
as they declare;
(hereinafter
referred to as “FIDUCIE”)
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WITNESSETH:
WHEREAS
the beneficiaries of Fiducie are namely ▇▇. ▇▇▇▇▇ ▇▇▇▇▇▇▇ and the members of
his
family.
WHEREAS
XL Generation, may from time, lend money to Fiducie, the said amount being
for
the purpose of investment or for the benefit of one or more beneficiaries of
Fiducie at the complete discretion of the trustees.
WHEREAS
one of the beneficiary of the Trust, ▇▇▇▇▇ ▇▇▇▇▇▇▇ may, from time to time,
have
financial needs on a short term basis that require from the Trust that it may
borrow a certain amount of money through the Trust with the obligation of
reimbursing any amount outstanding pursuant term and conditions previously
negotiated between the parties.
FOR
GOOD
AND VALUABLE CONSIDERATION, THE PARTIES AGREE AS FOLLOWS:
| 1. |
UNDERTAKINGS
OF XL GENERATION
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| 1.1. |
XL
Generation accepts and undertakes that, XL Generation, may, from time
to
time, at its own discretion, lend money to the
Trust.
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| 1.2. |
Any
outstanding amount of loan will be at an interest rate of 4% per year
payable once a year at the anniversary date of this Agreement or otherwise
as determined between the parties. The interest rate is determined
on the
capital of the loan outstanding on January 1st
of
each calendar year.
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| 2. |
UNDERTAKINGS
OF THE TRUST
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| 2.1. |
Any
amount of the debt shall be reimburse by Fiducie to XL Generation as
follows:
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| 2.1.1. |
By
the Royalties, dividend or any other income that will received Fiducie
from the profit derived by the business of XL
Generation.
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| 2.1.2. |
▇▇▇▇▇
▇▇▇▇▇▇▇ himself may from time to time, reimburse on behalf of the Fiducie,
portion of the outstanding debt.
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| 2.2. |
XL
Generation may from time to time, following a mutual agreement between
▇▇▇▇▇ ▇▇▇▇▇▇▇ and XL Generation, compensate any amount payable to ▇▇▇▇▇
▇▇▇▇▇▇▇ in reduction of the outstanding debt.
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| 3. |
UNENFORCEABILITY:
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If
any
provision hereof shall be adjudged by a court to be void and unenforceable,
the
same shall not affect any other provision hereof or its validity or
enforceability.
| 4. |
APPLICABLE
LAWS AND JURISDICTION
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This
Agreement shall be governed and construed in accor-dance with the laws of the
Provinc-e of Quebec and the laws of Canada applicable therein, or the laws
of
Switzerland, if more convenient, as determined in XLGeneration's sole
discretion. In the event of any dispute under the agreement, a suit may be
brought only in a court of competent jurisdiction of the Province of Quebec,
Canada, or of Switzerland as determined in XLGeneration's sole
discretion.
IN
WITNESS WHEREOF, THE PARTIES HAVE SIGNED THIS
| By: | /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ | By: | /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
| ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ | ▇▇▇▇▇ ▇▇▇▇▇▇▇ | |||
| ACCEPTED BY: | ||||
| XLGENERATION AG | ||||
| By: | /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇ | |||
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▇▇▇▇▇▇
▇▇▇▇▇▇
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