INTERNATIONAL BANK FOR ECONOMIC CO-OPERATION

Agreement No. ___

Relating to Opening, Maintenance and Closure of Correspondent Accounts

Moscow "___"___________ 20__ .

The International Bank for Economic Co-operation, hereinafter referred to as the “IBEC”,
represented by Bely V.V., Board Chairman, and _______________________, Board Member,
acting pursuant to the Charter, on the one part, and ____________________________, hereinafter
referred to as the “Client”, represented by _____________________, acting pursuant to the
____________________, on the other part, hereinafter collectively referred to as the “Parties”,
made this Agreement as follows:

1. SUBJECT-MATTER

1.1. The IBEC shall open in favor of the Client (a) bank account(s) and provide settlement
and cash services to the Client according to IBEC’s regulations based on the customary
international banking practice and with account to applicable laws of the Russian Federation – the
IBEC’s

2. ACCOUNT OPENING PROCEDURE

2.1. To open (an) account(s), the Client shall produce to the IBEC its application(s) with
specified account currency and documents set out in Annex 1 hereto.
2.2. Provided that the documents set out in Annex 1 hereto comply with the established
requirements, the Bank will open on its books (a) account(s) in favor of the Client in respective
currency(ies), hereinafter, jointly and severally, referred to as the “Account”, and deliver to the
Client via any available communication channel or in hand against signature the following:
2.2.1. advising letter of opened account with specific number of Client’s Account;
2.2.2. The General Terms and Fee Rates of Corporate Services to IBEC’s Clients (hereinafter
the “IBEC’s Fee Rates”).
2.3. The Client may make operations on the Account upon receipt of the advising letter from
the IBEC of opened Account.

3. ACCOUNT MAINTENANCE PROCEDURE

3.1. Funds on the Account may be used by the Client for settlements not contradicting laws
of the Client’s country of incorporation (registration) and IBEC’s country of residence.
3.2. No limitation with respect to amount, which may be credited on the Client’s Account, is
established.
3.3. If any amount is credited to the Account by error, the IBEC may directly and
indisputably debit such amount from the Client’s Account.
3.4. Funds will be debited from the Account by Client’s order based on duly drafted payment
instructions made on hard copy or based on duly drafted payment instructions transmitted via
SWIFT, or without Client’s order in cases stipulated by the Agreement or applicable laws of the
IBEC’s country of residence, within the current balance available on the Account. The current
balance is specified in the Client’s Account statement.
The Account holder is liable for accuracy of information specified in a payment document.
Client’s instructions transmitted by telefax (fax) will not be accepted.

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3.5. If the IBEC receives a Client’s payment instruction drafted improperly, the IBEC within
the same business day will inform the Client and leave its payment instruction non-executed.
The IBEC will not be liable for Client’s loss resulted from Client’s payment instructions
drafted improperly and from any delays, errors, incorrect interpretation and other consequences
resulted from inaccurate Client’s actions and wordings.
3.6. The IBEC may until performance of an operation by Client’s instruction require from the
Client, where necessary, additional information and documents clarifying economic substance and
confirming lawful nature of the respective operation.
3.7. Account statements and credit memos will be delivered to the Client via agreed
communication channels not later than 11:00 a.m. of the business day following the operation on
the Account.
An Account statement shall be deemed confirmed (representing accurate cash flow on the
Account), if the Client has not submitted any claims within 10 (Ten) business days following the
date, when the statement was given.
3.8. Each year, during the term of this Agreement, the IBEC shall submit to the Client a
notice of balance available on its Account as of the first of January, which shall be confirmed by
the Client within 30 (Thirty) calendar days following the date, when the notice was given. If no
such confirmation or discrepancy report is received by the IBEC within the said periods, balance
on Client’s Account shall be deemed confirmed.
In case of any discrepancies, the Client shall send the discrepancy report to the IBEC with
specification of amounts and posting dates, as reflected in the Client’s corporate balance sheet
records. The Parties will jointly perform the matching procedure based on such discrepancy report
and primary documents relating to cash flow on the Client’s Account.
3.9. The IBEC will charge a fee for servicing and performance of operations on the Account
in the manner and at rates established in the IBEC’s Fee Rates.
The IBEC may unilaterally change the Fee Rates subject to notice to the Client via any
available channel within 5 (Five) business days following their effective date.
3.10. Fees will be directly deducted by the IBEC from the Client’s Account normally on the
date of operation on the Account.
3.11. The procedure of performance of operations on the Client’s Account:
3.11.1. Payment instructions received from the Client before 12:00 a.m., Moscow Time, will
be executed by the IBEC on the same business day. Payment instructions received after 12:00 a.m.,
Moscow Time, will be deemed accepted for execution on the same of following business day, as
the IBEC will deem appropriate.
3.11.2. Funds to the Client’s Account will be credited not later than the business day
following the receipt of the statement under a respective IBEC’s nostro account, provided that a
credit memo and/or any other money payment documents confirming the receipt of funds are
available. Money payment documents may be submitted by in hard copies of electronic payment
documents of banks or clearing centers.
3.12. The IBEC may independently decide on correspondent banks to be involved in Client’s
cash transfer operations.
3.13. The IBEC may unilaterally change time of acceptance and execution of Client’s
instructions subject to notice to the latter not later than 7 (Seven) calendar days before the effective
date of such changes.
3.14. The Parties agreed to perform credit operations, including overdraft operations, and
deposit operations by execution of separate agreements or addenda.

4. RESPONSIBILITIES OF PARTIES

4.1. The IBEC shall:

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4.1.1. Open the Client in favor of the Client and perform operations on the Account
according to this Agreement, the IBEC’s Fee Rates and with account to applicable laws of the
IBEC’s country of residence and international banking practice.
4.1.2. Keep information about operations made on the Client’s Account as confidential. The
IBEC may not disclose information about status of the Account and operations thereon without
Client’s consent, except as otherwise is stipulated by applicable laws of the IBEC’s country of
residence and/or Client’s country of incorporation.
4.1.3. Close the Account by request of the Client according to the established procedure
having prior transferred the Account balance to any other Client’s account according to details
specified by the latter.
4.2. The Client shall:
4.2.1. Produce the documents to the IBEC, which are necessary for opening the Account and
set out in Annex 1 hereto.
4.2.2. Maintain credit balance on the Account, as necessary for carrying on of its activity,
with account to payment of fees to the IBEC according to the IBEC’s Fee Rates.
4.2.3. Promptly provide the IBEC with information about reorganization or liquidation,
introduction of amendments to constitutive documents, provide updated card (block) with
specimen signatures of persons authorized to use the Account, where the list of the said persons is
changed, or Client’s seal is replaced, or actual address of the Client’s executive body has changed.
4.2.4. In addition to fees stipulated by IBEC’s Fee Rates, compensate the IBEC for its actual
additional loss connected with execution of Client’s instructions.

5. LIABILITY OF PARTIES

5.1. Each Party shall assume liability for proper performance of its obligations under this
Agreement (except for cases resulted from force majeure), accuracy of information provided to the
other Party, compliance of its actions with applicable laws of the country, under which jurisdiction
it operates.
5.2. The IBEC shall be released from liability for performance of Client’s instructions, which
contain wrongful information, and for any possible technical corruption of messages resulting from
transmission of payment instructions to the IBEC or from any other reasons beyond the IBEC’s
control.

6. FORCE MAJEURE

6.1. The Parties shall not be liable for a failure to perform or properly perform terms and
conditions of this Agreement, if so prevented by force majeure, i.e. extraordinary and unavoidable
circumstances under the given conditions, which occurrence is duly confirmed by a statement
issued by a competent state body of a respective country.
6.2. A Party so prevented from performance of its obligations by the said reasons shall
promptly give a written notice to the other Party of occurrence and termination of such force
majeure.

7. DISPUTE SETTLEMENT

7.1. The Parties will take all measures necessary to settle through negotiations any possible
disputes and controversies arising in course of performance or termination of this Agreement.
7.2. Where the Parties fail to settle a dispute through negotiations, such dispute shall be
submitted to the International Commercial Arbitration Court at the Chamber of Commerce and
Industry of the Russian Federation - the IBEC’s country of residence.

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8. TERM AND TERMINATION

8.1. This Agreement shall become effective upon its signing by both parties and shall be
valid for one year.
The Agreement shall be tacitly prolonged for each further year, if neither Party not later than
one month before the expiry of the said term gives a written notice of its intention to terminate this
Agreement.
8.2. This Agreement may be terminated, and the Account may be closed, as follows:
8.2.1. by mutual consent of the Parties;
8.2.2. unilaterally for convenience of the Client subject to written notice to the IBEC not later
than 15 (Fifteen) business days before the termination date of the Agreement (Account closing
date). The Agreement shall be deemed terminated upon occurrence of the date specified by the
Client in the notice, but not earlier than the date, when the Client has performed all its obligations
under this Agreement or in connection herewith. Should the Client fail to meet the said period for
giving a notice to the IBEC, this Agreement shall be deemed terminated upon expiry of 30 (Thirty)
business days following the receipt of the Client’s notice by the IBEC.
The notice of termination of the Agreement (closing of the Account) shall confirm Account
balance and details according to which the IBEC shall transfer the Client’s cash balance.
8.2.3. unilaterally for convenience of the IBEC:
- if amount of funds available on the Client’s account is less than minimum amount required
pursuant to the banking rules and if such amount is not recovered within one month from the date
of warning given to the Client of the same;
- if no operations on the account have been made within 3 (Three) months from the date of its
opening;
- otherwise, as may be stipulated by IBEC’s regulations with account to applicable laws of
the IBEC’s country of residence.
In this case, written notice of closed Account shall be given to the Client (its assignee) not
later than 30 (Thirty) calendar days before the Account is closed.
8.3. If this Agreement is terminated early or not prolonged for a new period, Account balance
shall be transferred to any other Client’s account, as will be instructed by the latter.
8.4. Funds received in favor of the Client after termination of the Agreement and closure of
the Client’s Account will be returned by the IBEC to payer.

9. MISCELLANEOUS

9.1. This Agreement is made in two counterparts having equal legal effect, one counterpart
for each Party.
9.2. No amendments to this Agreement may be made, unless by mutual consent of the IBEC
and the Client.
9.3. Any amendments to this Agreement shall not be effective, unless executed in written and
signed by authorized representatives of the IBEC and the Client.

10. ADDRESSES AND SIGNATURES OF PARTIES

The IBEC:
The International Bank for Economic Co-operation:
Registered office: Mashy Poryvayevoy, 11, GSP-6, Moscow, 107995
INN/KPP: 9909152102/775063001
SWIFT: IBEC RU MM
Telex: 411391 MZBK RU

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Fax: (501) 967-30-64

Telephone: (495) 975-38-87, 604-72-90

The Client:

(name of client – nonresident of the Russian Federation):

Address:
INN/KPP (or similar code):
SWIFT:
Fax:
Telephone:
E-mail

For the IBEC: For the Client:

Board Chairman ____________________

_____________/Bely V.V./ ____________________

L.S.

Board Member

_____________/ /

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