CONTRACT CODE :

SELLER’s CODE :
BUYER’S NAME
SPA TABLE

& BUYER’S CODE :

PRODUCT /
QUANTITY /
No. OF MONTHS :
DATE / PORT OF
DISCHARGE / :

..NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT (NCNDA)

IRREVOCABLE MASTER FEE PROTECTION AGREEMENT (IMFPA)

CONTRACT CODE:

SELLERS TRANSACTION CODE:

BUYERS TRANSACTION CODE:
TYPE OF CONTRACT:
COMMODITY:
ORIGIN:
DELIVERY MODE:
COMMISSION:
PAYMENT TERMS:
SELLER COMPANY:
SELLER’S REPRESENTATIVE:

INTERMEDIARIES NAME:

INTERMEDIARIES
REPRESENTATIVE:
NCNDA AND IMFPA subject to mutually agreed commercial
ADDITIONAL REMARKS:
covenants and final contract acceptance of Seller and Buyer

[Space below is blank]

NCNDA/IMFPA (NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT)

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 CONTRACT CODE :
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BUYER’S NAME
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& BUYER’S CODE :

PRODUCT /
QUANTITY /
No. OF MONTHS :
DATE / PORT OF
DISCHARGE / :

NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING IRREVOCABLE MASTER FEE PROTECTION AGREEMENT

AGREEMENT (NCNDA) (IMFPA)
WHEREAS the undersigned wish to enter into this Agreement We the undersigned, herewith referred to as the Buyer, do hereby
to define certain parameters of the future legal obligations, irrevocably confirm and irrevocably accept to pay all intermediaries
are bound by a duty of Confidentiality with respect to their and fee holders at the same time and in a manner as the buyer is
sources and contacts. This duty is in accordance with the paying for each and every transaction of the above referenced
International Chamber of Commerce. contract up to the completion of the contract plus rollovers and
extensions and in accordance with the bank details to be specified in
the hard copies of this contract. For the purposes of this IMFPA, it is
WHEREAS the undersigned desire to enter a working business understood that this IMFPA acts as an integral part of the above
referenced contract.
relationship to the mutual and common benefit of the parties

hereto, including their affiliates, subsidiaries, stockholders,

We, the Buyer, irrevocably confirm that we will order and direct our
partners, co-ventures, trading partners, and other associated
bank to endorse automatic payment orders to the beneficiaries
organizations (hereinafter referred to as “Affiliates”).
named below. Furthermore, we, the Buyer, confirm that all pay

orders shall automatically transfer funds as directed into each

NOW THEREFORE in consideration of the mutual promises,
beneficiaries designated bank account within 1 (one) international
assertions and covenants herein and other good and valuable
banking day after the date of closing and completion of each and
considerations, the receipts of which is acknowledged hereby,
every shipment of the product during the contract term plus any/or
the parties hereby agree as follows:
extensions and rollover of the specified contract..

1.TERMS AND CONDITIONS

We, the Buyer, agree to provide all beneficiaries with written
A. The parties will not in any manner solicit, nor accept
evidence of the pay orders lodged with our bank together with
any business in any manner from sources or their
acknowledgements of their acceptance. Furthermore, our bank
affiliates, which sources were made available through this
shall be instructed to provide duly signed and stamped
agreement, without the express permission of the party
acknowledgement of this instruction as set out in the annex.
who made available the source.
forming part of this agreement.

B. The parties will maintain complete confidentiality

We the undersigned being the Buyer or the named legally
regarding each other‘s business sources and/or their
authorised representative as stated within the signed and legally
Affiliates and will disclose such business sources only to
binding main transaction contract referenced above, unconditionally
the named parties pursuant to the express written
agree and undertake to approve and originate all payments in USD
permission of this party who made available the source.
currency to all beneficiaries named below as their rightful and

payable commissions. This IMFPA agreement also acts as a record

C. The parties will not in any of the transactions the
confirming the commission amounts for each named beneficiary as
parties are desirous of entering into and do, to the best of
set out below:

NCNDA/IMFPA (NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT)

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 CONTRACT CODE :
SELLER’s CODE :
BUYER’S NAME
SPA TABLE

& BUYER’S CODE :

PRODUCT /
QUANTITY /
No. OF MONTHS :
DATE / PORT OF
DISCHARGE / :

their abilities assure the other that the transaction codes

established will not be affected. TOTAL COMMISSION OF SHALL BE PAID BY THE SELLER AS

FOLLOWS:

D. The parties will not disclose names, addresses, e-mail INTERMEDIARIES Side: NET

address, telephone and tele-fax or telex numbers to any

contacts by either party to third parties and that they

each recognize such contacts as the exclusive property of TERM & CONDITIONS:

the respective parties and they will not enter into any This master fee protection agreement covers the initial contract and

direct negotiations or transactions with such contacts shall include any renewals, extensions, rollovers, additions or any

revealed by the other party. new or transfer contract any how originated from this transaction

because of the above intermediaries or changing codes of the initial

E. The parties further undertake not to enter into any contract entered into between the BUYER and SELLER.

business transactions with banks, investors, sources of

funds or other bodies, the introduction to whom has This master fee protection agreement shall not be amended without

been provided by one of the Parties to this agreement, the express written and notarised consent of the receiving

unless they were previously known to the party or written beneficiary. All parties agree neither to circumvent nor to attempt

permission has been obtained from the other party (ies) to circumvent either for the transaction of this current contract or in

to do so. For the sake of this agreement, it does not the future for a period of five (5) years from the date of the

matter whether information obtained from a natural or a execution of this fee protection agreement. This document binds all

legal person. The parties also undertake not to make use parties, their employees, associates, transferees and assignees or

of a third party to circumvent this clause. designees.

F. The parties agree that, in the event of circumvention All faxed and/or e-mailed signatures shall be considered as original

of this Agreement by either party, directly or indirectly, signatures for the purpose of binding all parties to this agreement.

the circumvented party shall be entitled to a legal This document may be signed & in any number of counterparts all of

monetary penalty equal to the maximum service it should which shall be taken together and shall constitute as being one &

realize from such a transaction plus any and all expenses, the same instrument.

including but not limited to all legal costs and expenses

incurred to recover the lost revenue. Any party may enter into this document and the agreement

constituted thereby by signing any counterpart. Any time, date or

G. All considerations, benefits, bonuses, participation period mentioned in any provision of this document shall only be

fees and/or commissions received as a result of the amended by agreement in writing and signed off by all parties

NCNDA/IMFPA (NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT)

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 CONTRACT CODE :
SELLER’s CODE :
BUYER’S NAME
SPA TABLE

& BUYER’S CODE :

PRODUCT /
QUANTITY /
No. OF MONTHS :
DATE / PORT OF
DISCHARGE / :

contributions of the parties in the Agreement, relating to concerned.

any and all transactions will be allocated as mutually

agreed. Furthermore, we, the Buyer, agree that any and all commissions due

shall be paid to the beneficiary as a result of any extension or rolls of

H. This Agreement is valid for any and all transaction the contract and that we shall effect all necessary documentation

between the parties herein and shall be governed by the with our bank without any undue delays to ensure such

enforceable law in England. In the event of dispute, the commissions and paid within the terms of the agreement.

arbitration laws of England will apply.

PARTIAL INVALIDITY:

I. The signing parties hereby accept such selected The illegality, invalidity and non-enforceable provision of this

jurisdiction as the exclusive venue. The duration of the document under the laws of any jurisdiction shall not affect its

Agreement shall perpetuate for five (5) years from last illegality, validity or enforceability under the law of any other

date of signing. jurisdiction or provision.

2.AGREEMENT TO TERMS GOVERNING LAW AND JURISDICTION:

A. Signatures on this Agreement received by the way of This document shall be governed & construed in accordance with

Facsimile, Mail and/or E-mail shall be an executed contract. current English law.

and enforceable and admissible for all purposes as may be

necessary under the terms of the Agreement. ARBITRATION:

Unless otherwise agreed in writing, all disputes arising out of or in

A. All signatories hereto acknowledge that they have read the connection with this Agreement, or its validity, shall be finally

foregoing Agreement and by their initials and signature that settled by arbitration in accordance with the Rules of Arbitration of

they have full and complete authority to execute the the London Court of International Arbitration (LCIA) by one or more

document for and in the name of the party for which they arbitrators appointed in accordance with the said rules.

have given their signature. This document is signed and accepted by parties named below as to

be included in the main contract.

[Space below is blank]

“Accepted and agreed without change (Electronic signature is valid and accepted as hand signature)”

EDT (ELECTRONIC DOCUMENT TRANSMISSIONS)

1. EDT (Electronic document transmissions) shall be deemed valid and enforceable in respect of any provisions of this Contract. As

applicable, this agreement shall be:-

Incorporate U.S. Public Law 106-229, ‘‘Electronic Signatures in Global & National Commerce Act’’ or such other applicable law

NCNDA/IMFPA (NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT)

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 CONTRACT CODE :
SELLER’s CODE :
BUYER’S NAME
SPA TABLE

& BUYER’S CODE :

PRODUCT /
QUANTITY /
No. OF MONTHS :
DATE / PORT OF
DISCHARGE / :

conforming to the UNCITRAL Model Law on Electronic Signatures (2001)

2. ELECTRONIC COMMERCE AGREEMENT (ECE/TRADE/257, Geneva, May 2000) adopted by the United Nations Centre for Trade

Facilitation and Electronic Business (UN/CEFACT).

3. EDT documents shall be subject to European Community Directive No. 95/46/EEC, as applicable.  Either Party may request hard copy

of any document that has been previously transmitted by electronic means provided however, that any such request shall in no manner

delay the parties from performing their respective obligations and duties under EDT instruments.

NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING

IRREVOCABLE MASTER FEE PROTECTION AGREEMENT (IMFPA)
AGREEMENT (NCNDA)

S - SELLER CO- MANDATE

NAME :
ACCOUNT
DESIGNATION :
NAME:

COMPANY NAME : BANK NAME:

BANK
ADDRESS :
ADDRESS:
MOBILE #1 : ACCOUNT No:
ABA Routing
MOBILE #2:
NO:
E-FAX : IBAN Number
EMAIL ADDRESS : SWIFT CODE:
BANK
SKYPE ID :
OFFICER:
PASSPORT No : BANK TEL:
NATIONALITY : BANK FAX:
PAYMASTER
TODAY’S DATE :
FOR:

SIGN

ATURE & SEAL:

NCNDA/IMFPA (NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT)

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 CONTRACT CODE :
SELLER’s CODE :
BUYER’S NAME
SPA TABLE

& BUYER’S CODE :

PRODUCT /
QUANTITY /
No. OF MONTHS :
DATE / PORT OF
DISCHARGE / :

All Wire Transfers shall incorporate the following text message:

The S.W.I.F.T. or clear stream text message covering all remittances shall clearly state the
following: “CLEAN, CLEARED, LIEN FREE AND UNENCUMBERED FUNDS EARNED FROM
SPECIAL WIRING FINANCIAL CONSULTING FEES ON COMMERCIAL ENTERPRISE OF NON-CRIMINAL AND NON-
INSTRUCTIONS TERRORIST ORIGINS – KNOWN BY TRANSACTION CODE: [ ] – FOR SAME DAY TRANSFER
AND IMMEDIATE CREDIT – THE REMITTER IS KNOWN TO US AND WE ARE SATISFIED AS TO
THE SOURCE OF THE FUNDS SENT TO US – THIS IS DONE WITH FULL BANKING
RESPONSIBILITY”

NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING

IRREVOCABLE MASTER FEE PROTECTION AGREEMENT (IMFPA)
AGREEMENT (NCNDA)

SELLER CO -MANDATE
NAME :
ACCOUNT
DESIGNATION :
NAME:

COMPANY NAME : BANK NAME:

BANK
ADDRESS :
ADDRESS:
MOBILE #1 : ACCOUNT No:
ABA Routing
MOBILE #2:
NO:
E-FAX : IBAN Number
EMAIL ADDRESS : SWIFT CODE:
BANK
SKYPE ID :
OFFICER:
PASSPORT No : BANK TEL:
NATIONALITY : BANK FAX:
PAYMASTER
TODAY’S DATE :
FOR:

SIGN

ATURE & SEAL:

All Wire Transfers shall incorporate the following text message:

SPECIAL WIRING
The S.W.I.F.T. or clear stream text message covering all remittances shall clearly state the
INSTRUCTIONS following: “CLEAN, CLEARED, LIEN FREE AND UNENCUMBERED FUNDS EARNED FROM

NCNDA/IMFPA (NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT)

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 CONTRACT CODE :
SELLER’s CODE :
BUYER’S NAME
SPA TABLE

& BUYER’S CODE :

PRODUCT /
QUANTITY /
No. OF MONTHS :
DATE / PORT OF
DISCHARGE / :

FINANCIAL CONSULTING FEES ON COMMERCIAL ENTERPRISE OF NON-CRIMINAL AND NON-

TERRORIST ORIGINS – KNOWN BY TRANSACTION CODE: [ ] – FOR SAME DAY TRANSFER
AND IMMEDIATE CREDIT – THE REMITTER IS KNOWN TO US AND WE ARE SATISFIED AS TO
THE SOURCE OF THE FUNDS SENT TO US – THIS IS DONE WITH FULL BANKING
RESPONSIBILITY”

IRREVOCABLE MASTER FEE PROTECTION

AGREEMENT (IMFPA)
NON-CIRCUMVENTION, NON-DISCLOSURE &
WORKING AGREEMENT (NCNDA)

B1 INTERMEDIARIES # 1
Paid by SELLER
PAYMASTER
COMMISSION SIZE
COMPANY NAME: (WITH
ROLLS+EXT):
DESIGNATION: ACCOUNT
NAME:

ADDRESS: BANK NAME:

TEL: BANK ADDRESS:

MOBILE: ACCOUNT No:

FAX: SWIFT CODE:

EMAIL ADDRESS: BANK OFFICER

SKYPE ID BANK TEL/FAX:

PASSPORT NO: BANK FAX:

NATIONALITY:

DATE:

PAYMASTER FOR:
SIGNATURE AND
SEAL:

NCNDA/IMFPA (NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT)

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 CONTRACT CODE :
SELLER’s CODE :
BUYER’S NAME
SPA TABLE

& BUYER’S CODE :

PRODUCT /
QUANTITY /
No. OF MONTHS :
DATE / PORT OF
DISCHARGE / :

All Wire Transfers shall incorporate the following text message:

The S.W.I.F.T. or clear stream text message covering all remittances shall clearly state the following: “CLEAN,

CLEARED, LIEN FREE AND UNENCUMBERED FUNDS EARNED FROM FINANCIAL CONSULTING FEES ON

COMMERCIAL ENTERPRISE OF NON-CRIMINAL AND NON-TERRORIST ORIGINS – KNOWN BY TRANSACTION CODE:

[ ] – FOR SAME DAY TRANSFER AND IMMEDIATE CREDIT – THE REMITTER IS KNOWN TO US AND WE ARE

SATISFIED AS TO THE SOURCE OF THE FUNDS SENT TO US – THIS IS DONE WITH FULL BANKING RESPONSIBILITY”

COMMISSION PERCENTAGE

MT – METRIC TON $/MT FOR SIDE

GALLONS $/GLL FOR SIDE
BARRELS $/BBLS FOR SIDE

“Accepted and agreed without change (Electronic signature is valid and accepted as hand signature)”

EDT (ELECTRONIC DOCUMENT TRANSMISSIONS)

NCNDA/IMFPA (NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT)

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 CONTRACT CODE :
SELLER’s CODE :
BUYER’S NAME
SPA TABLE

& BUYER’S CODE :

PRODUCT /
QUANTITY /
No. OF MONTHS :
DATE / PORT OF
DISCHARGE / :

4. EDT (Electronic document transmissions) shall be deemed valid and enforceable in respect of any provisions of this Contract. As

applicable, this agreement shall be:-

Incorporate U.S. Public Law 106-229, ‘‘Electronic Signatures in Global & National Commerce Act’’ or such other applicable law

conforming to the UNCITRAL Model Law on Electronic Signatures (2001)

5. ELECTRONIC COMMERCE AGREEMENT (ECE/TRADE/257, Geneva, May 2000) adopted by the United Nations Centre for Trade

Facilitation and Electronic Business (UN/CEFACT).  

EDT documents shall be subject to European Community Directive No. 95/46/EEC, as applicable.  Either Party may request hard copy

of any document that has been previously transmitted by electronic means provided however, that any such request shall in no manner

delay the parties from performing their respective obligations and duties under EDT instruments.

Passport seller MANDATE – ref.agree

NCNDA/IMFPA (NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT)

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 CONTRACT CODE :
SELLER’s CODE :
BUYER’S NAME
SPA TABLE

& BUYER’S CODE :

PRODUCT /
QUANTITY /
No. OF MONTHS :
DATE / PORT OF
DISCHARGE / :

Passport SELLER mandate – ref.agree

Passport INTERMEDIARIES

NCNDA/IMFPA (NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT)

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