Legal Agreement.

This Agreement is made and entered on this 20th day of MAY 2019 between NYXEL INTEGRATED SERVICES (ngexchanger.com) and (INVESTORS/CLIENTS) .

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This Agreement is made and entered on this 20th day of MAY 2019. BETWEEN NYXEL INTEGRATED SERVICES (“NIS”) a business entity duly registered and existing under the Laws of the Federal Republic of Nigeria with its registered address at 20 Mbonu Street, Dline, Port Harcourt, Rivers State, Nigeria (hereinafter called ‘Party A’) AND Investor (hereinafter referred to as “Party B”) ; NIS and Investor are hereinafter referred to individually as the “Party” and collectively as the “Parties”. WHEREAS WHERE AS: NIS is a corporate entity that deals mainly in trading and exchange of crypto currency.

NIS has invited prospective investors vide its webpage to invest a minimum of N 35,500.00 (Thirty five thousand Naira Only) and maximum of N10, 000,000.00 (Ten Million Naira). in the alternative a minimum of $100 (One Hundred Dollars) BTC and Maximum of $1,000,000 (One million Dollars) BTC Only.

An Investors/clients will be paid 5% interest weekly and the said payment shall be made in three (3) tranches which is dependent on the day and date of the client’s investment.

The payment made in tranches shall herein be referred to as, Tranche A, B and C respectively. To wit; a client can onboard (can book in advanced) any day of his/her choice within the week, but payment shall be made after clear Seven (7) days in respect of each of the tranches and the said payment for each tranche shall be on separate days (Monday- Wednesday- Friday) within the same week, in a bid to ensure maximum client’s satisfaction.

The investment duration shall be for a period of Six (6) Months after which, a Ten percent (10%) administrative cost shall be deducted from the client’s capital and the balance of the said capital shall be returned to the client. Investors/clients are optionally paid referral bonus, therefore, an existing investor/client who sponsors a new investor/client to invest in NIS, shall be entitled to a one time referral bonus of Ten Percent (10%) of the sum invested. The Investor herein has willingly indicated interest to be involved in the investment exercise and to Invest in the manner provided and regulated hereunder in this Agreement.

NOW IT IS HEREBY AGREED AS FOLLOWS:

TENURE OF THIS Agreement

This Agreement shall become effective from the date of investment and shall remain effective for a period of Six (6) Months with an option to renew for another Six (6) Months, subject to Parties agreement.

PURPOSE.
The purpose of this Agreement is to establish the terms and conditions under which NIS will operate and function with the investors/clients trading cryptocurrencies, alternative digital assets, forex, and other financial markets.

RESPONSIBILITIES OF NIS
NIS shall make payment to an investor as and when due and the said payment shall be done vide electronic means (online transaction) to provided bank details of the investor. In the alternative, the BTC address provided to NIS by the investor and the investor shall indicate the tranche for which the said payment is slated for, which is dependent on when the said investment was made.

RESPONSIBILITIES OF [INVESTOR/CLIENT].
The investor’s date of payment shall determine the tranche in which they shall be classified. The said Investors shall provide proof of investment into NIS Account.

COMPENSATION & LIABILITIES
Compensation
Liability
In the event that trading of the crypto-currency does not yield any profit or positive result within the stipulated investment period, NIS has be liable to compensate the Investor in respect thereof. The Investor shall be entitled to be compensated with the above- stated sum he invested only. The Investor shall be refunded his investment shorn of any profit within a full calendar year.

AMENDMENTS
Any amendments or modifications to this Agreement shall be in writing and signed by the duly authorized representatives of the Parties, and shall be binding on the Parties.

GOVERNING LAW AND DISPUTE RESOLUTION
This Agreement and any non-contractual obligation arising out of or in connection with it are governed by and shall be construed in accordance with Nigerian law. In the event of a dispute between the Parties arising out of this Agreement, the Parties shall first endeavour to reach an amicable settlement.

But if the Parties fail to settle the dispute amicably within ten (10) days of holding consultations after the dispute arises, such dispute shall be referred to a single Arbitrator jointly appointed by the Parties hereto in accordance with the provisions of the Arbitration and Conciliation Act Cap A18, Laws of the Federation of Nigeria 2004.

Where the Parties are unable to agree on the choice of a single Arbitrator, within ten (10) days of holding consultations after the dispute arises, either of the Parties may apply to the Chairperson of The Chartered Institute of Arbitrators, UK (Nigeria Branch) to appoint a single Arbitrator to resolve the referred dispute.

The arbitration proceedings shall take place in Port Harcourt, Rivers State and shall be concluded within 90 days of the date of commencement of the arbitral proceedings.

The administering authority for the arbitration shall be The Chartered Institute of Arbitrators, UK (Nigeria Branch) and arbitration proceedings shall be conducted in English language.

Parties shall bear their respective costs. Irrespective of the foregoing, Parties are at liberty to approach the Courts empowered with the requisite jurisdiction for the purposes of obtaining preservative orders pending the determination of the arbitration.

PRIOR AGREEMENT
This Agreement represents the entire and integrated agreement between the parties and supersedes all prior negotiations, representations and agreements, whether written or oral.

SEVERABILITY.
Should any portion of this Agreement be judicially determined to be illegal or unenforceable, the remainder of the Agreement shall continue in full force and effect, and either party may renegotiate the terms affected by the severance.

THIRD PARTY BENEFICIARY RIGHTS.
The parties do not intend to create in any other individual or entity the status of a third party beneficiary, and this Agreement shall not be construed so as to create such status. The rights, duties and obligations contained in this Agreement shall operate only between the parties to this Agreement, and shall inure solely to the benefit of the parties to this Agreement. The provisions of this Agreement are intended only to assist the parties in determining and performing their obligations under this Agreement. The parties to this Agreement intend and expressly agree that only parties signatory to this Agreement shall have any legal or equitable right to seek to enforce this Agreement, to seek any remedy arising out of a party’s performance or failure to perform any term or condition of this Agreement, or to bring an action for the breach of this Agreement.

TERMINATION
This Agreement shall be terminated by either Party if any of the following occurs: Where there is a breach of the provisions of this Agreement, provided that the defaulting Party has received 30 clear calendar days prior written notice of such breach and has failed to remedy the breach within the 30 calendar days. The agreement of the Parties to terminate this Agreement.

NOTICES
Any notice or other communication required or permitted in this Agreement shall be in writing and shall be deemed to have been duly given when received. Notice may be served personally or electronic mail transmission with confirmation, or by acknowledged courier delivery and addresses as may be specified by the respective Party.

EXECUTION
SIGNED BY: PRECIOUS WOGU (CEO/ FOUNDER)