Loan Agreement
between
Clyvia Technology GmbH
Xxxxxxxxx-Xxxx-Xxxxx 00
X-00000
Xxxxxxx-Xxxxxxxxxx
- In the following referred to as “Clyvia” -
and
BTec Holding AG
Xxxxxxxx 0
CH – 8200 Schaffhausen
- In the following referred to as “BTec” -
Preamble
Clyvia has developed a depolymerization system. In light of the capital required by Clyvia, the parties enter into the following contract.
1.
BTec shall grant to Clyvia a loan in the amount of EURO 35,000.00 (in words: thirty five thousand EURO). Clyvia hereby acknowledges receipt.
2.
The loan shall be paid out into the account of Clyvia Technology GmbH, Wegberg-Wildenrath.
3.
The interest payable on the loan amount shall be 10% p.a.
4.
The loan can be cancelled by giving one months notice at the end of a month, however, not prior to December 31, 2008.
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[Initials]
5.
Clyvia is entitled to pay back the loan amount including interest at any time into the account of BTec. This does not require cancellation.
6.
As collateral for the loan, Inventa shall assign to BTec 250,000 (in words: two hundred and fifty thousand) shares without a par value of Clyvia Inc., USA. BTec is entitled to freely sell the shares in whole or in part, if Inventa does not or does not fully pay back the loan amount plus interest by the due date; otherwise, BTec is obligated to return them to Inventa.
7.
This contract shall exclusively be governed by the laws of the Federal Republic of Germany with the exception of the United Nations Convention on Contracts for the International Sale of Goods.
8.
Any disputes arising under or in connection with this agreement shall be conclusively resolved according to the rules of arbitration of the International Chamber of Commerce (ICC) in the current version at the time of the arbitration proceeding by one or several arbitrators appointed according to these rules of arbitration with the exclusion of the legal process. The court of arbitration may also make a binding decision regarding the validity of this arbitration process.
The place of arbitration shall be Zurich.
Additionally to the ICC rules and regulations, as well as any other binding rules, the arbitration proceeding shall be governed by German law.
The parties agree that German shall be the language utilized in any arbitration proceeding.
| Wegberg, May 31, 2008 | ||
| [Signature] | [Signature] | |
| Clyvia Technology GmbH | BTec Holding AG | |
| Xxxxxx Xxxxxx | X. Xxxxxxxx Xx. Xxxxxxxxxxxx |
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