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BEST TO SELLER AND BUYER AS THIS IS ONLY DRAFT COPY.

SALE AND PURCHASE AGREEMENT

Is entered into this
PO Box: 6246 BY AND BETWEEN : …07/07/2022
DLA

Douala - GLOBAL TRADING MINING LTD

Cameroon
AND
%100 CIF ISTANBUL/TÜRKIYE

WHERE AS: Seller has "For Sale" Gold, hereinafter referred to as "Gold Bars or Nuggets”.
WHERE AS: Buyer’s wishes to Purchase the Seller's Gold Bars or Nuggets over an agreed lift period of
time.
NOW THE REFORE: The Parties agree to the Terms and Conditions as follows:

Definition of Gold The term “Gold” refers to the general description of the product being offered asstated
herein.

SCOPE OF THE CONTRACT:

1. The Seller, under full authority and responsibility, declares that he as the clear and qualified right
to sell the Gold agreed between him and the Buyer’s.
2. The Buyer’s, under full corporate authority and responsibility declares that he and his associates
have thefull capability to purchase the Gold.
3. The seller shall be responsible for all Export Taxes, Duties, Freight, Security and full Insurance
cover from Seller’s the point of goods to the loading point refinery at buyer's country through
CARGO.100% CIF (all costs and expenses)

Seller; Buyer;
“I have read, understood and accepted the “I have read, understood and accepted the
agreement” agreement”
Name: Name:
Surnam Surnam
e: e:

Agreement Number: 01
Revision:00
 Page 2 / 9

4. Customs, taxes, transportation, security and refinery costs after the goods enter Istanbul
customs belongto the buyer.
5. The buyer does not make any payment until he receives the goods and is not responsible for any
costs.

COMMODITY SPECIFICATIONS
1. Commodity: Gold
Bars.2. Type:
………………………
3. Purity: 97.65%
4. Carat: 23+ carats
5. Quantity 25 Kgs Kilograms The first 25 kgs as trial - 100% CIF
6. Country of Origin: Bangui (RCA)
7. Port of Delivery: Airport/ TÜRKIYE
8. Airline Company Name: …………………………………………….
9. Shipping Company Name: …………………………………………
10. Product History : Clean, Clear no liens and non-crini Altın origin
11. Price: $45.000 per Kg per kilogram (%100 CIF)
(The seller shall be responsible for all Export Taxes, Duties, Freight, Security and full Insurance
cover fromSeller’s the point of goods to the loading point refinery at buyer's country through
CARGO.100% CIF)
All costs and expenses.
12. Refinery for Analysis: ………………………………………………………

QUANTITY:

The contractual quantity for sale to the Buyer’s per the terms of this Agreement shall be 25kgs for one
shipmentuntil exhausted or with mutual agreements between parties. The trial shipment is 25 kg and
will be delivered ina single shipment.

SECURITY:

Seller's authorized agent shall be responsible for security of the Gold until Buyer’s take possession at
CIF destination. Buyer shall be responsible for security and transportation of the Gold from the Seller’s
CIF to the buyer’s designated refinery.

PRICE:

The price payable by the Buyer $45.000 per Kg.

(The seller shall be responsible for all Export Taxes, Duties, Freight, Security and full Insurance cover
Seller; Buyer;
“I have read, understood and accepted the “I have read, understood and accepted the
agreement” agreement”
Name: Name:
Surnam Surnam
e: e:

Agreement Number: 01
Revision:00
 Page 3 / 9

from Seller’s the point of goods to the loading point refinery at buyer's country through CARGO.100%
CIF)
All costs and expenses.

DELIVERY TERMS:

 Once satisfied with the quality and quantity of the said goods, the buyer will pay the total quantity.
 The delivery terms for this Agreement shall be on a Refinery Report issued and accepted
basis by themutual agreement of Buyer and Seller.
 The Seller’s will have 07 working days to prepare the Shipment after signature of this contract.

PAYMENT TERMS :

Seller will pay total export costs.

Payment for the Gold shall be made by Telegraphic transfer to the Seller designated account,
within 72 banking hours after the confirmation After the analysis report made in the Gold
Refinery determined by the buyer in Istanbul.
PAYMENT INFORMATIONS:

Account : SOCIETE GLOBAL TRADING MINING

Name COMPANY LTD
Bank : AFRILAND FIRST BANK
Bank Code : 10005

PROCEDURES:

1. Seller sends FCO

2. Buyer and Seller sign the FCO
3. Buyer and Seller agree to sign SPA after the acceptance of the FCO
The seller accepts to pay for all taxes for documentation on the ground in Sierra Leone.
5. Seller will prepare all export documents to ship the Au on the buyer or his company name.
6. The Buyer will be responsible tickets. Visa, hotel and accommodation ofthe seller/
representative.
7. Seller to pay Seller Mandate as per IMFPA on final asny. Buyer tu pay
Buyer Mandate as per IMFPA on final assay
B. The Seller and the Seller's representative will accompany the consignment to witness and ensure the
full payment acer the final assay at the buyer's refinery in Holland.
Seller; Buyer;
“I have read, understood and accepted the “I have read, understood and accepted the
agreement” agreement”
Name: Name:
Surnam Surnam
e: e:

Agreement Number: 01
Revision:00
 Page 4 / 9

NOTE:
The seller will get a special number and must to mentioned this number on all certificates of
In the contract.

PAYMENT
T/T wire transfer after buyer pays the full payment ar goods to the seller then the prixluct will be
released ta buyer.

 The Buyer’s and Seller sign this contract in counterparts, simultaneously, and exchange it, via Fax
or email
 PLEASE NOTE: This contract is time-sensitive. If Seller and Buyer’s do not execute and remit this
Agreement to Seller within Fourteen (14) Working Days of receipt thereof failing which this
Agreement is terminatedwithout further notice unless a written permission is received from the
Seller.
 The seller/representative meets buyer by TTM in Holland when deliver the first 25kgs as trial
and, sign and The seller Buyer will come to seller’s country for assess second shipment and
quality and finalize procedures Legalize contract. Sign contract together.
 For this trade, the Buyer issues a company invitation to the seller or the seller's authorized
representative.
 The seller may use this invitation only to do this work.

Seller; Buyer;
“I have read, understood and accepted the “I have read, understood and accepted the
agreement” agreement”
Name: Name:
Surnam Surnam
e: e:

Agreement Number: 01
Revision:00
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 When the seller or the seller's official comes to the buyer's country, seller or the seller’s offical
cannot make an agreement with another company. Seller can't have a job interview. Otherwise, it
pays compensation to the buyer.
 And, when the buyer goes to the seller's country for subsequent shipments, he cannot meeting
and bargain with another seller.
 The seller will inform the buyer about the flight information (flight ticket, etc.) in advance.
 The buyer party will meet the seller at Istanbul Airport.

SHIPMENT:

The Seller will ship the Gold Bars / Nuggets via international Cargo Transport company till %100 CIF
Buyer’s locations. The buyer does not make any payment until the goods are delivered. Cannot be held
responsible for any expense.

NOTICES:

Any and all notices required to be given by one party to the other party to this Agreement shall be in
writing and by posting the same by certified/recorded post at the address or addresses as stated
herein and copied by facsimile or email, directly to the parties referenced herein.

DOCUMENTS:

Each shipment and delivery shall be identified with all appropriate contract reference codes and
numbers. Seller must provide the following documents to Buyer’s prior to arrival of goods or when
delegate's arrival at the Airport of destination: These documents will only be provided 72 Hours
before delivery of Gold.

a) Three originals of Commercial Invoices in favour of the Buyer’s

b) Certificate of Origin is Four Document in One=Certificate of Ownership=Certificate Goods is Free
and Clear and Non-Criminal Origin, Unencumbered and Free of any liens, Transportable and
Exportable=Certificateof
c) Payment of Export Taxes
d) Customs Declaration Form(s)
e) Export Permit
f) Refinery Analysis report

Seller; Buyer;
“I have read, understood and accepted the “I have read, understood and accepted the
agreement” agreement”
Name: Name:
Surnam Surnam
e: e:

Agreement Number: 01
Revision:00
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APPLICABLE LAW AND JURISDICTION

a. Any action or legal proceeding related to this Agreement shall be adjudicated under
the laws and venue of the ICC in London and to be conducted in ENGLISH.

b. Should either party not perform exactly within the terms and conditions of this
Agreement, the other party will give notice regarding the non-performance, where
upon the non- performing party must comply with their obligations within Seven (7)
Working Days or this Agreement shall be canceled without further notice.

c. This Agreement shall be governed by the Uniform Commercial Code as interpreted by

the Switzerland laws and courts under the interpretation of the INTERNATIONAL
CHAMBER OF COMMERCE (ICC)

d. Any disputes arising out of, or in context with this Agreement or related to any
agreement concluded as a result of this Agreement shall be settled by Arbitration.
The seat of the arbitration tribunal shall be under the rule of conciliation and
arbitration of the International Chamber of Commerce Court of Arbitration, and the
English languages shall be the languagesof the proceedings.

JOINT DECLARATION

The SELLER and BUYER’S each declare unto one another that the Gold commodity offered herein for
sale, and the origin of the funds used for purchasing the AU commodity, do NOT contravene: The Drug
Trafficking Offenses Act 1986, The Criminal Act 1988, The Prevention of Terrorism (Temporary
Provisions) Act 1989, The Criminal Justice (International Co-operation) Act 1990, The Criminal Justice
Act 1993, and the Money Laundering Regulations 1993, The Patriot Act, 2001, or any other illegal or
criminal activity. And accordingly, each party to this agreement indemnifies each other against any
such allegations, which, may or may not be made in the future.

FACSIMILE COPIES

This Agreement shall be accepted to be legal and binding by both parties if executed and sent by fax
and/or emaildirect to the parties concerned at the numbers contained within this Agreement.

Seller; Buyer;
“I have read, understood and accepted the “I have read, understood and accepted the
agreement” agreement”
Name: Name:
Surnam Surnam
e: e:

Agreement Number: 01
Revision:00
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ETHICS: (NON-CIRCUMVENTION and NON-DISCLOSURE)

Both Buyer’s and Seller acknowledge that the harm to the other party would be substantial and
therefore the Seller and Buyer’s agree to abide by the Customary International rules of non-
circumvention and nondisclosureas established by the International Chamber of Commerce. Said Non
-circumvention and nondisclosure shall include, but not be limited to communicating with each other's
banks, refiners, Representatives of Buyer’s dealing with Customs, brokers or Seller's mandate. The
understanding and accord of this subparagraph will survive the termination of this Agreement.

BINDING AUTHORITY

This Agreement is binding upon the parties hereto, their assigns and successors and is signed with
full authorityto act.

TOTAL AGREEMENT:

This Agreement supersedes any and all prior agreements and represents the entire Agreement
between the parties. No changes, alterations or substitutions shall be permitted unless the same shall
be notified in writing and signed by both parties.

EXECUTION OF THIS AGREEMENT:

The terms of this Agreement shall be Confirmed and signed by the Buyer and the Seller via facsimile
or Email. Said executed facsimile or email shall be binding and initiates and concludes the legal
liabilities between Buyerand Seller of this Agreement.
By signing below, both parties abide by their corporate and legal responsibility, and execute this
Agreement under full penalty of Perjury.

NON WAIVER:

No course of dealing of failure of either party to strictly enforce any term, right or condition of this
Agreementshall be construed as a waiver of that term, right or condition.

Seller; Buyer;
“I have read, understood and accepted the “I have read, understood and accepted the
agreement” agreement”
Name: Name:
Surnam Surnam
e: e:

Agreement Number: 01
Revision:00
 Page 8 / 9

COMPENSATION:

The party that does not comply with the terms of the contract has to pay compensation to the other
party. This compensation is 5% of the total contract value. The party that breaks the contract for no
reason accepts and undertakes to pay this compensation unconditionally.

TRADE, RELEVANT DOCUMENT, EVIDENCE AND CONFIDENTIALITY:

The parties accepted, declared and committed to all the information and documents they provided were
correct. With the signature of this agreement, the parties agreed, declared and undertook that they
shall keep any and every information in the nature of confidential directly related to the subject
matter of the agreement strictly
private and confidential, to consider this as a confidentiality obligation, and to ensure and
maintain
confidentiality, to keep confidential information and trade secrets, not to disclose the same to third
parties, other than the purchaser and seller authorities. All kinds of signed agreements, written papers,
order forms, dispatch notes, refinery reports, photos, videos, certificates, bank records, cash payments
receipts in person or writings received by hand, electronic mails, texts, whats-app messages and
social media correspondences related to this trade are in the nature of all kinds of evidence. It must
not be shared with third parties, in no ways. In case of violation of this article, the non-compliance
party has accepted all kinds of criminal sanctions in advance and shall unconditionally cover all the
damages of the aggrieved party.

FINAL PROVISIONS:

 Annexes are an integral part of the contract.

 Correspondence through any Email, WhatsApp, Computer and Phone validates the contract.
 This document has been organized and signed between seller and
buyerSeller: ....................Nationality, Passport Number is )
Buyer:………………….Nationality, Passport Number is )
 This contract has been signed by the parties by e-mail. It replaces the wet
signature.Seller e-mail: ………........................
Buyer e-mail: ................................
 The parties have agreed to declare and undertake.

Seller; Buyer;
“I have read, understood and accepted the “I have read, understood and accepted the
agreement” agreement”
Name: Name:
Surnam Surnam
e: e:

Agreement Number: 01
Revision:00
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Party information and general signature page;

Signed and Sealed,

on
this …. 07-07- 2022

SELLER COMPANY NAME : GLOBAL TRADING MINING LTD

REPRESENTATIVE : Mr. TUH NICODEME

ADRESS : DOUALA - CAMEROON

Signed and Sealed,

on
this …. -07- 2022

Seller; Buyer;
“I have read, understood and accepted the “I have read, understood and accepted the
agreement” agreement”
Name: Name:
Surnam Surnam
e: e:

Agreement Number: 01
Revision:00
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BUYER NAME: ……………………………………………

ADRESS: ……………………………………………………

PHONE: ……………………………………

PASSPORT N°: ……………………………

EXPIRE DATE: ……………………………

Seller; Buyer;
“I have read, understood and accepted the “I have read, understood and accepted the
agreement” agreement”
Name: Name:
Surnam Surnam
e: e:

Agreement Number: 01
Revision:00