Fri, Apr 4, 2014
Subject: Dinar RV Dangers in Private Placement Transactionswww.
EXOGEN UPDATE: WHAT ARE THE POSSIBLE DANGERS OF PRIVATE PLACEMENT
TRANSACTIONS, BE AWARE!!!, 3 APRIL
*WHAT ARE THE (POSSIBLE) DANGERS OF PRIVATE PLACEMENT TRANSACTIONS (BE
AWARE!!!!)-NDA/CONFIDENTIALITY LANGUAGE INCLUDED (READ IT HERE!!!!)*
Posted by EXOGEN on April 3, 2014
1. YOU MAY NOT KNOW THE PAYMASTERS
2. THERE MAY BE A P.O.A (POWER OF ATTORNEY) STRUCTURED IN THE CONTRACT SO
YOU LOSE CONTROL OF YOUR MONEY)
3. THEY KNOW MANY WILL NOT DO THEIR DUE DILIGENCE ON THE TRANSACTION
4. MANY WHO SAY THEY HAVE PRIVATE TRANSACTIONS HAVE NOT COMPLETED (1)
5. THEY KNOW MANY IN IQD LAND WILL TURN OVER MONEY AND HAVE NO ATTORNEYS TO
DO DUE DILIGENCE
6. YOU LOSE 100% CONTROL OF YOUR MONEY
7. NDA VIOLATION & RECOURSE
8. POTENTIAL CLAWBACK CLAUSES
9. CONVERSION OF YOUR EXCHANGE TO AN INVESTMENT
10. MAY BE REQUIRED TO LEAVE FUNDS IN THE BANK
11. RECOURSE BY HOMELAND SECURITY
12. CONTRACTED FOR FUTURE CONTRACT EDITS, CHANGES, AND REVISIONS TO THE
N.D.A & CONTRACTS
13. CONTRACTED FOR TERMS UP TO 10 YEARS
14. YOUR PAYOUT CAN BE STRUCTURED AS AN ANNUITY FOR SET CONTRACT TERM AS
DIRECTED BY N.D.A CONTRACT AND AGREEMENT
AND MUCH MUCH MORE!!!!!!!!!!!!!!!!!!!!!!
*READ BELOW WHAT PEOPLE WHO ARE NOT IN THE KNOW ARE SIGNING*
ASSIGNMENT OF ATTORNEY IN FACT FOR EXCHANGE OF FOREIGN CURRENCY
I, _____________________________, whose address is :
____________________________________________. (city) ____________,
(state)_______, appoint XXXXXX of , XXXXX,( residing at XXXXXXXXXXXX,) as
my Agent to act for me in any lawful way with respect to the following
It Is my intent to, sell, exchange, surrender, assign, redeem, or otherwise
transfer any and all units, shares, or notes of foreign currency,
specifically Iraqi Dinar, Vietnamese Dong, Indonesian Rupiah and/or
Zimbabwe Dollar; whether held by me in hand or in layaway or reserve,
private or public, now belonging to me.
XXXXXXXis utilizing his banking (and other) relationships to secure a
transaction, whether through direct redemption process or by bank
coordinated redemption and to exchange those foreign currencies held by me
with an authorized bank or exchange facility, whether public or private,
for US Dollars.
I desire to exchange my foreign currencies, as listed above, through the
same channels and as part of the group organized by Larson, and Bishop
Larson agrees to furnish to me the appropriate information to establish an
exchange appointment or to exchange on my behalf.
Choice of Law. THIS POWER OF AGENCY WILL BE GOVERNED BY THE LAWS OF THE
STATE OF TEXAS WITHOUT REGARD FOR CONFLICTS OF LAWS PRINCIPLES. IT WAS
EXECUTED IN THE STATE OF TEXAS AND IS INTENDED TO BE VALID IN ALL
JURISDICTIONS OF THE UNITED STATES OF AMERICA AND ALL FOREIGN NATIONS.
I am fully informed as to all the contents of this form and understand the
full import of this grant of powers to my Agent.
Signed this _______ day of _______________, 20____
__________________________________________ [Your Signature]
Attorney in Fact
CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT
CONFIDENTIAL Page 1 of 5
This CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT ("Agreement") is made and
entered into as of 27th March,
2014 by the undersigned Participant ("owner") and the Attorney in Fact.
A. The Participant is the holder of a certain number of certified Iraqi
Dinar ("IQD") which the Participant is interested and willing to exchange
in a Private Placement for United States Dollars ("USD").
B. Because of the private nature of the exchange and other persons who hold
IQD and are not a part of the
private exchange and would want the same benefits received by the
Participant if aware of the terms of the exchange, it is of the most
significance and importance that the terms, conditions, nature and fact of
the exchange be confidential and non-disclosed directly or indirectly by
C. As material consideration for Participant's involvement in the exchange
without which consideration
Participant would not be allowed to participate in such exchange, the
Participant represents, warrants and agrees that the Participant will not
disclose to anyone except pursuant to the terms of this Agreement, the fact
of the exchange, the terms or the exchange, the conditions of the exchange,
the names, addresses and/or telephone numbers of the persons facilitating
the exchange or any other information of any type or sort whatsoever
regarding the exchange.
1. For purposes of this Agreement, the Participant agrees as follows:
Certain Definitions. As used in this Agreement, the following terms have
the meanings set forth below:
"Confidential Information" means any and all information of any kind,
nature or description concerning any
matters affecting or relating to the private exchange of IQD to which the
Participant is involved and derives economic value, including, but not
limited to, the fact of the exchange, the amount of USD derived, the exchange
rate, any banks involved, the names, addresses and/or telephone numbers of
any persons or entities facilitating the exchange or any other information,
circumstance, detail, item and/or data pertaining to, relating to or
concerning the exchange.
"Exchange" means a private, confidential transaction cleared by Homeland
Security whereby certain approved
persons and/or entities have the privilege to exchange certain IQD for USD.
"Exchange Facilitator" refers to the person or entity identified in this
Agreement with the ability to enforce this
Agreement against the Participant and who has been instrumental in the
completion of the exchange.
"Participant" refers to the party involved in the exchange either directly
or indirectly, personally or on
behalf of any other person or entity, including the Participant's agents,
representatives, assigns, heirs, relatives, spouse, subsidiaries,
attorneys, accountants, partners, joint venturers, directors, officers,
employees, related entities or any other person and/or entity affiliated in
any way with Participant.
Disclosure and Use of Confidential Information.
2. Obligation to Maintain as Confidential and Not Misuse. Participant will
keep confidential and will not
directly or indirectly divulge to anyone any Confidential Information
relating to the exchange except in accordance with the provisions of this
CONFIDENTIAL Page 2 of 5
Required Disclosures of Confidential Information. In the event that
Participant, or its duly authorized
Representatives are requested or required (by oral question,
interrogatories, requests for information, documents, subpoena, civil
investigative demand or similar process) to disclose any of the
Confidential Information regarding the exchange, the Participant will
provide prompt notice of such request(s) so that the exchange facilitators
may seek an appropriate protective order and/or waive compliance by the
Participant with the provisions of this Agreement. If, in the absence of a
protective order or the receipt of a waiver, the Participant is
nonetheless, in the reasonably supported opinion of its counsel, compelled
to disclose Confidential Information to any tribunal or else stand
potentially liable for contempt or suffer any other censure or penalty, the
Participant may disclose such information to such tribunal without
liability hereunder; provided that the Participant shall use its best
efforts to obtain, at the request and expense of the Participant an order
or other reasonable assurance that confidential treatment will be accorded
to such portion of the Confidential Information required to be disclosed.
Non-Disclosure to Public. Without the prior written consent of the exchange
facilitators and Participant, the parties shall not make any statement, or
any public announcement, or any release to trade publications or to the
press, or make any statement with respect to the exchange, except as may be
necessary, in the reasonably supported opinion of their respective counsel,
to comply with the requirements of any law, governmental order or
regulation and/or the prior written consent of Participant and the Exchange
Indemnification. The Participant will indemnify, defend and hold harmless
the Exchange Facilitator from and
against any and all claims, causes of action, damages, costs or expenses
(including reasonable attorneys' fees) arising out of or related to failure
by the Participant or its Representatives to comply fully with the
provisions of this Agreement.
Sole Property of Exchange Facilitator
3. The information which is imparted to the Participant either directly or
indirectly as a result of the Participant's
involvement in the exchange will be the sole property of the Exchange
Facilitator, including but not limited to,
schedules, budgets, business plans, business operations, identity of
contacts, principals, programs, pricing or payment structure, banking
contacts or arrangements, contracts, writings, commission structure, etc.
including, but not limited to, any derivatives therefrom and proprietary
information or otherwise (hereinafter collectively referred to as
"proprietary property rights").
4. In recognition of such Confidential Proprietary Information the
undersigned hereto pledges to the other that
neither the undersigned nor any corporation and/or divisions, subsidiaries,
employees, agents, or consultants with whom the undersigned may come in
contact shall disclose any information derived as a result of the
Participant's involvement in the exchange except with the written approval
of the Exchange Facilitator first obtained or as otherwise provided herein.
5. It is agreed that this Agreement shall remain in effect for a period of
ten (10) years from execution of this
Breach of Agreement
6. The undersigned, on behalf of the undersigned, and on the behalf of any
and all aforesaid personnel, and
entities acknowledges and agrees that the disclosure of any of the
Confidential Proprietary Information obtained by the undersigned as a
result of the undersigned's participation in the exchange including, but
not limited to, any and all information obtained or derived therefrom,
directly or indirectly constitutes a material breach of this Agreement. The
undersigned promises and agrees not to engage in any action or activity
constituting a breach of this Agreement.
CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT
CONFIDENTIAL Page 3 of 5
Injunctive Relief for Breach
7. The remedy at law for breach of this Agreement being inadequate, the
Exchange Facilitator shall be entitled,
in addition to such other remedies as the Exchange Facilitator may have to
injunctive relief for any breach or threatened
breach of this Agreement without proof of any actual damage that have been
or may be caused by such breach.
8. Participant acknowledges and agrees that Homeland Security will heavily
monitor and track the exchange,
receipt of any funds from the exchange and future use of any funds received
from the exchange. Participant will not use the funds received from the
exchange in any criminal, seditious or other activity of any type or nature
whatsoever. Participant further acknowledges that in the event of the
breach of this Agreement or in particular this paragraph, Homeland Security
may undertake action to freeze or take back any funds derived from the
9.1. Governing Law.
The validity, construction, and performance of this Agreement shall be
governed by the
laws, without regard to the laws as to choice or conflict of laws, of the
State of California.
9.2. Entire Agreement.
This Agreement is the only agreement and understanding between the parties
to the subject matter of this Agreement, and supersedes all prior
agreements, summaries of agreements, descriptions, discussions,
negotiations, understandings, representations or warranties, whether verbal
or written, between the parties pertaining to such subject matter.
9.3. Assignment and Binding Effect.
Neither this Agreement nor any rights under this Agreement may be
assigned by any party without the prior written consent of the other party.
The provisions of this Agreement shall bind and inure to the benefit of the
parties and their respective successors and permitted assigns.
9.4. Amendment and Waiver.
This Agreement may be amended, modified or supplemented only by a writing
executed by each of the parties. Any party may in writing waive any
provision of this Agreement to the extent such provision is for the benefit
of the waiving party. No waiver by any party of a breach of any provisions
of this Agreement shall be construed as a waiver of any subsequent or
different breach, and no forbearance by a party to seek a remedy for
noncompliance or breach by another party shall be construed as a waiver of
any right or remedy with respect to such noncompliance or breach.
9.5. Enforceability. It is the intention of the parties that the provisions
of this Agreement shall be enforced to
the maximum extent possible. Accordingly, if any of the provisions of this
Agreement shall be determined by an
arbitration panel or a court of competent jurisdiction to be invalid or
unenforceable, such provisions shall be reformed by the arbitration panel
or court and enforced to the maximum extent possible. The invalidity or
unenforceability of any particular provision of this Agreement shall not
affect the validity or enforceability of any other provisions of this
9.6. Notices. Any notice or communication required or permitted by this
Agreement shall be deemed
sufficiently given if in writing and, if delivered personally, when it is
delivered or, if delivered in another manner, the earlier of when it is
actually received by the party to whom it is directed, or when the period
set forth below expires (whether or not it is actually received):
a. if transmitted by facsimile transmission ("fax"), then, provided the
party immediately sends a
confirmation copy by first class mail, 24 hours after (I) transmission to
the party's fax number set forth
below, with the party's name and address set forth below clearly shown on
the page first transmitted,