[identification and DATE]

(hereinafter “AGREEMENT”)


Whereas, [FIDES IBOE provider identification] (“IBOE PROVIDER”) hereby assigns [FIDES IBOE identification] (hereinafter “FIDES IBOE 1”) to “FIRST PARTY” in [CAFELET CONTRACT identification] (hereinafter “CONTRACT”), to be used by FIRST PARTY as per CONTRACT, which CONTRACT is made part hereof by this reference thereto;

Whereas FIDES IBOE 1 is of sufficient value for this AGREEMENT to be a legally valid and enforceable contract;

IBOE PROVIDER and FIDES hereby covenant and agree that:


  1. The PREAMBLE hereof is hereby and herewith made part of the CLAUSES hereof by this reference thereto.

  2. IBOE PROVIDER hereby authorizes FIDES to select an entity to serve as FIRST PARTY as described in CONTRACT.

  3. FIDES shall arrange for [COLLATERAL PROVIDER] in CONTRACT to provide [COLLATERAL identification] as COLLATERAL for the execution of CONTRACT.

  4. IBOE PROVIDER shall cooperate fully with FIRST PARTY in identifying and negotiating with a LENDER that will provide funding as required by CONTRACT.

  5. This AGREEMENT may be delivered by electronic transmission and signatures thereon shall be deemed as original signatures for all relevant purposes.

  6. In derogation of applicable provisions of international treaties or domestic laws, all parties that may rely hereon hereby must severally solemnly acknowledge and irrevocably accept (i) that the laws of Nuevo Leon, Mexico, apply exclusively, having absolute precedence over any other law of any other jurisdiction, and (ii) to elect as exclusive jurisdiction and venue, which hold respectively absolute precedence over any other jurisdiction and venue whatsoever, as per the rules and regulations thereof, the courts of Nuevo Leon, Mexico.

  7. In the event of a dispute regarding any provision herein that cannot be resolved by good faith negotiations between relevant parties hereof, then the subject matter of said dispute will be referred to arbitration for final and binding resolution in accordance with the laws, rules, and regulations of the jurisdiction governing this AGREEMENT.

  8. A party availing itself of arbitration, in accordance herewith, shall bear the full costs and expenses related thereto. Costs and expenses incurred during arbitration, including legal fees, will be finally awarded, in addition to any other due and payable compensation, to the prevailing party.

  9. The decision of arbitrator(s) shall be final and binding on all parties related hereto and shall be presentable in any court of competent jurisdiction for enforcement.