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NON-CIRCUMVENTION & NON-DISCLOSURE AGREEMENT (NCNDA)

IRREVOCABLE MASTER FEE PROTECTION AGREEMENT (IMFPA)


Sale purchase Contract Date: FEBRUARY 5TH, 2024
Product: SUGAR ICUMSA 45
Contract REF.

INTERNATIONAL CHAMBER OF COMMERCE (I.C.C 400/500/600)


NON-CIRCUMVENTION & NON-DISCLOSURE AGREEMENT
(NCNDA) IRREVOCABLE MASTER FEE PROTECTION AGREEMENT
(IMFPA) AGENCY SERVICE FEE

ALL COMMISSIONS SHALL BE PAID BY THE SELLER


WITH PAY ORDERS TO THEIR RESPECTIVE BANK
ACCOUNTS

SPA REF No:


TYPE OF DEAL: COMMODITIES – SALE AND PURCHASE OF PRODUCT
PRODUCT: SUGAR ICUMSA 45 IC
PRODUCT ORIGIN: NON CRIMINAL ORIGIN
CONTRACT QUANTITY: 200,000 MT x 12 MONTHS + 140,000MT Trial
PRICE: $510

PURCHASE PRICE: IN USD


SELLER’S NAME:
REPRESENTED BY:
BUYER’S NAME:
REPRESENTED BY:
CONTRACT DATE:

NON-CIRCUMVENTION, NON-DISCLOSURE IRREVOCABLE MASTER FEE PROTECTION


& WORKING AGREEMENT (NCNDA) AGREEMENT (IMFPA)

WHEREAS the undersigned wish to enter into this We the undersigned herewith referred as the , under
Agreement to define certain parameters of the penalty of perjury do hereby irrevocably confirm and
future legal obligations, are bound by a duty of irrevocably accept to pay all intermediaries and fee
Confidentiality with respect to their sources and holders at the same time and in a manner as the seller
contacts. This duty is in accordance with the is being paid for each and every transaction of this
International Chamber of Commerce. contract up to the completion of the contract plus
rollovers and extensions and in accordance with the
WHEREAS the undersigned desire to enter a bank details to be specified in the hard copies of this
working business relationship to the mutual and contract. Once the NCNDA is notarized by the attorney
common benefit of the parties hereto, including as indicated in our terms and seller does not take
their affiliates, subsidiaries, stockholders, responsibility for this
partners, co-
NON-CIRCUMVENTION & NON-DISCLOSURE AGREEMENT (NCNDA)
IRREVOCABLE MASTER FEE PROTECTION AGREEMENT (IMFPA)
Sale purchase Contract Date: FEBRUARY 5TH, 2024
Product: SUGAR ICUMSA 45
Contract REF.

ventures, trading partners, and other associated


organizations (hereinafter referred to as We, the Seller , irrevocably confirm that we will order
“Affiliates”). and direct our bank to endorse automatic payment
orders to the beneficiaries named below; furthermore,
NOW THEREFORE in consideration of the mutual We, the Seller , confirm that all pay orders shall
promises, assertions and covenants herein and other automatically transfer funds as directed into each
good and valuable considerations, the receipts of beneficiaries designated bank account within 1 (one)
which is acknowledged hereby, the parties hereby day after the date of closing and completion of each
agree as follows: and every shipment of the product during the contract
term plus any/or extensions and rollover of the
1. TERMS AND CONDITIONS specified contract after the NCNDA is notarized by the
A. The parties will not in any manner notary . For the purpose of clarity, we confirm that the
solicit, nor accept any business in any closing and completion of each and every shipment
manner from sources or their shall be deemed to take place when the letter of credit
issued by the buyer has been drawn down at the
affiliates, which sources were made
counters of the issuing bank.
available through this agreement,
without the express permission of the We, Seller , agrees to provide all beneficiaries with
party who made available the source written evidence of the pay orders lodged with our
and, bank together with acknowledgements of their
B. The parties will maintain complete acceptance after the buyer mandates notarized copy is
confidentiality regarding each other submitted to us which the seller will not be
business sources and/or their responsible for . Furthermore, our bank shall be
instructed to provide duly signed and stamped
Affiliates and will disclose such
acknowledgement of this instruction as set out in the
business sources only to the named
annex. Forming part of this agreement. It is
parties pursuant to the express understood that for the purposes of this Master Fee
written permission of this party who Protection Agreement, our bank shall be the same
made available the source, and, bank and this IMFPA acts as an integral part of it.

C. That they will not in any of the We the undersigned being Seller or the seller
transactions the parties are desirous Paymaster named legally authorized representative as
stated within the signed and legally binding main
of entering into and do, to the best of
transaction, contract unconditionally agree and
their abilities assure the other that
undertake to approve and originate all payments in
the transaction codes established will USD currency to all beneficiaries named below as
not be affected. their rightful and payable commissions. after the buyer
mandates notarized copy is submitted to us which the
D. That they will not disclose names, seller will not be responsible for This agreement also
addresses, e-mail address, acts as a record confirming the commission amounts
telephone and tele-fax or telex for each named beneficiary as set out below:-
numbers to any contacts by either
party to third parties and that they
TOTAL COMMISSION SHALL BE PAID BY THE
each recognize such contracts as the
SELLER’s BUYER SIDE PAYMASTER AS FOLLOWS: 5
exclusive property of the respective % OF THE PURCHASE PRICE FOR INTERMEDIARY’S
parties and they will not enter into BUYER SIDE
any direct negotiations or
transactions with such contracts The amount of delivered refinery should be settled as
herein stated to be transferred into the account as
revealed by the other party and
follows:-

E. That they further undertake not to


enter into business transaction with
banks, investors, sources of funds or
other bodies, the names of which
NON-CIRCUMVENTION & NON-DISCLOSURE AGREEMENT (NCNDA)
IRREVOCABLE MASTER FEE PROTECTION AGREEMENT (IMFPA)
Sale purchase Contract Date: FEBRUARY 5TH, 2024
Product: SUGAR ICUMSA 45
Contract REF.

been provided by one of the TERM & CONDITIONS:


F. Parties to this agreement, unless This master fee protection agreement covers the
written permission has been obtained initial contract and shall include any renewals,
extensions, rollovers, additions or any new or transfer
from the other party (ies) to do so.
contract any how originated from this transaction
For the sale of this agreement, it does because of the above intermediaries or changing
not matter whether information codes of the initial contract entered into between the
obtained from a natural or a legal BUYER and SELLER.
person. The parties also undertake
not to make use of a third party to This master fee protection agreement and any
circumvent this clause. subsequently issued pay orders shall be assignable,
transferable and divisible and shall not be amended
G. That in the event of circumvention of without the express written and notarized consent of
this Agreement by either party, the receiving beneficiary. All parties agree neither to
directly or indirectly, the circumvent nor to attempt circumvent either for the
circumvented party shall be entitled transaction of this current contract or in the future for
to a legal monetary penalty equal to a period of five (5) years from the date of the
the maximum service it should execution of this fee protection agreement. This
realize from such a transaction plus document binds all parties, their employees,
associates, transferees and assignees or designees.
any and all expenses, including but
not limited to all legal costs and All faxed and/or e-mailed signatures shall be
expenses incurred to recover the lost considered as original signatures for the purpose of
revenue. binding all parties to this agreement. This document
H. All considerations, benefits, bonuses, may be signed & in any number of counterparts all of
which shall be taken together and shall constitute as
participation fees and/or
being one & the same instrument.
commissions received as a result of
the contributions of the parties in the Any party may enter into this document and the
Agreement, relating to any and all agreement constituted thereby by signing any
transactions will be allocated as counterpart any time, date or period mentioned in any
mutually agreed. provision of this document shall only be amended by
I. This Agreement is valid for any and all agreement in writing and signed off by all parties
transaction between the parties concerned.
herein and shall be governed by the Furthermore, we agree that any and all commissions
enforceable law in All due shall be paid to the beneficiary as a result of any
extension or rolls of the contract and that we shall
Commonwealth Country’s,
effect all necessary documentation with our bank
European Union Country’s, USA
without any undue delays to ensure such commissions
Courts, or under Swiss Law in Zurich, and paid within the terms of the agreement.
in the event of dispute, the arbitration
laws of states will apply. PARTIAL INVALIDITY:
The illegality, invalidity and non-enforceable provision
J. The signing parties hereby accept of this document under the laws of any jurisdiction
such selected jurisdiction as the shall not affect its illegality, validity or enforceability
exclusive venue. The duration of the under the law of any other jurisdiction or provision.
Agreement shall perpetuate for
GOVERNING LAW AND JURISDICTION:
FIVE(5) years from last date of This document shall be governed & construed in
signing. accordance with current English or I.C.C
400/500/600 signed between partners NCND laws.
2. AGREEMENT TO TERMS
A. Signatures on this Agreement ARBITRATION:
received by the way of Facsimile, Mail All parties agree to refer any disputes between the
and/or E- mail shall be an executed parties arising out of or in connection with this
contract. Agreement enforceable agreement including any questions regarding its
NON-CIRCUMVENTION & NON-DISCLOSURE AGREEMENT (NCNDA)
IRREVOCABLE MASTER FEE PROTECTION AGREEMENT (IMFPA)
Sale purchase Contract Date: FEBRUARY 5TH, 2024
Product: SUGAR ICUMSA 45
Contract REF.

necessary under the terms of the existence, validity or termination to arbitration rules
Agreement. of the international arbitration centre (I.A.C). The
appointed arbitrator shall hold the proceedings in any
B. All signatories hereto acknowledge country chosen by the parties and the rules of the IAC
that they have read the foregoing shall apply.
Agreement and by their initials and
This document is signed and accepted by parties
signature that they have full and named below as to be included in the main contract.
complete authority to execute the
document for and in the name of the
party for which they have given their
signature.

“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 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 AGREEMENT (NCNDA)
IRREVOCABLE MASTER FEE PROTECTION AGREEMENT (IMFPA)
Sale purchase Contract Date: FEBRUARY 5TH, 2024
Product: SUGAR ICUMSA 45
Contract REF.

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


WORKING AGREEMENT (NCNDA) AGREEMENT (IMFPA)

SELLER
TOTAL
NAME:
COMMISSION

Passport # PAYMASTER

Nationality: Account Name:

Company Name Account Number:

Designation: Bank Name:

Address: Bank Address:

Telephone #: Swift Code:

Mobile #: Bank Telephone:

Email Address: Bank Officer

Today’s Date: Bank Officer Email

SIGNATURE AND
PHOTO
PASSPORT

SPECIAL PRE-ADVICE MUST BE SENT VIA SWIFT PRIOR TO WIRE TRANSFER AND EMAIL NOTIFICATION
INSTRUCTIONS IMMEDIATELY UPON EACH TRANCHE TRANSFER PAYMENT TOGETHER WITH THE TRANSACTION
CODE(S) TO:
REQUIRED ALL TRANSFER INSTRUCTIONS SHALL STATE: “FUNDS ARE CLEAN AND CLEAR, OF NON-CRIMINAL
MESSAGE ORIGIN AND ARE PAYABLE IN CASH IMMEDIATELY UPON RECEIPT BY BENEIFICIARY’S BANK.”

TAXES, BANK CHARGES,AND OTHER CHARGES WILL BE DEDUCT FROM THE COMMISSION
NON-CIRCUMVENTION & NON-DISCLOSURE AGREEMENT (NCNDA)
IRREVOCABLE MASTER FEE PROTECTION AGREEMENT (IMFPA)
Sale purchase Contract Date: FEBRUARY 5TH, 2024
Product: SUGAR ICUMSA 45
Contract REF.

NON-CIRCUMVENTION, NON-DISCLOSURE & IRREVOCABLE MASTER FEE PROTECTION AGREEMEN T


WORKING AGREEMENT (NCNDA) (IMFPA)

BUYER (SEE LOI ATT. AT THE END OF THIS DOCUMENT)


NAME: PAYMASTER

Beneficiary’s
ID NO / Passport #
Name:
Account
Nationality:
Number:

Company Name Account Name:

Designation: Bank Name:

Address: Bank Address:

Telephone #: Swift Code:

IBAN/ROUTING
Fax # : #::

Email Address: Bank Phone:

Today’s Date : Branch no.

SIGNATURE AND
PHOTO PASSPORT :

SPECIAL
PRE-ADVICE MUST BE SENT VIA SWIFT PRIOR TO WIRE TRANSFER AND EMAIL NOTIFICATION
INSTRUCTIONS
IMMEDIATELY UPON EACH TRANCHE TRANSFER PAYMENT TOGETHER WITH THE TRANSACTION CODE(S )
TO:

REQUIRED N
ALL TRANSFER INSTRUCTIONS SHALL STATE: “FUNDS ARE CLEAN AND CLEAR, OF NON-CRIMINAL ORIGI
MESSAGE
AND ARE PAYABLE IN CASH IMMEDIATELY UPON RECEIPT BY BENEIFICIARY’S BANK.”

TAXES, BANK CHARGES,AND OTHER CHARGES WILL BE DEDUCT FROM THE COMMISSION
NON-CIRCUMVENTION & NON-DISCLOSURE AGREEMENT (NCNDA)
IRREVOCABLE MASTER FEE PROTECTION AGREEMENT (IMFPA)
Sale purchase Contract Date: JANUARY, 2024
Product: (AU) GOLD BULLION BARS
Contract REF.

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


WORKING AGREEMENT (NCNDA) AGREEMENT (IMFPA)

BUYER’S INTERMEDIARY PAYMASTER


TOTAL
NAME:
COMMISSION

Passport # PAYMASTER

Nationality: Account Name:

Account
Company Name
Number:

Designation: Bank Name:

Address: Bank Address:

Telephone #: Swift Code:

Bank
Mobile #:
Telephone:

Email Address: Bank Officer

Bank Officer
Today’s Date:
Email

SIGNATURE AND
PHOTO
PASSPORT

SPECIAL PRE-ADVICE MUST BE SENT VIA SWIFT PRIOR TO WIRE TRANSFER AND EMAIL NOTIFICATION
INSTRUCTIONS IMMEDIATELY UPON EACH TRANCHE TRANSFER PAYMENT TOGETHER WITH THE TRANSACTION
CODE(S) TO:
REQUIRED ALL TRANSFER INSTRUCTIONS SHALL STATE: “FUNDS ARE CLEAN AND CLEAR, OF NON-CRIMINAL
MESSAGE ORIGIN AND ARE PAYABLE IN CASH IMMEDIATELY UPON RECEIPT BY BENEIFICIARY’S BANK.”

Obligation of The INTERMEDIARY’s side Paymaster, , agrees to distribute, among him


and the other Intermediary in his group, the amount of commissions included in this
contract. The part of each intermediary business in summarize in the following board:

TAXES, BANK CHARGES,AND OTHER CHARGES WILL BE DEDUCT FROM THE COMMISSION
NON-CIRCUMVENTION & NON-DISCLOSURE AGREEMENT (NCNDA)
IRREVOCABLE MASTER FEE PROTECTION AGREEMENT (IMFPA)
Sale purchase Contract Date: JANUARY, 2024
Product: (AU) GOLD BULLION BARS
Contract REF.

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


WORKING AGREEMENT (NCNDA) AGREEMENT (IMFPA)

FACILATOR GROUP
NAME: COMMISSION

Passport # Beneficiary’s Name

Nationality: Account Name:

Company Name Account Number:

Designation: Bank Name:

Address: Bank Address:

Telephone #: Swift Code:

Mobile #: IBAN/ROUTING #::

Email Address: Bank Telephone

Today’s Date: Branch no.

SIGNATURE AND
PHOTO
PASSPORT

REQUIRED ALL TRANSFER INSTRUCTIONS SHALL STATE: “FUNDS ARE CLEAN AND CLEAR, OF NON-CRIMINAL
MESSAGE ORIGIN AND ARE PAYABLE IN CASH IMMEDIATELY UPON RECEIPT BY BENEIFICIARY’S BANK.”

REQUIRED
MESSAGE

TAXES, BANK CHARGES,AND OTHER CHARGES WILL BE DEDUCT FROM THE COMMISSION
NON-CIRCUMVENTION & NON-DISCLOSURE AGREEMENT (NCNDA)
IRREVOCABLE MASTER FEE PROTECTION AGREEMENT (IMFPA)
Sale purchase Contract Date: JANUARY, 2024
Product: (AU) GOLD BULLION BARS
Contract REF.

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


WORKING AGREEMENT (NCNDA) (IMFPA)

INTERMEDIARY
NAME: COMMISSION

ID NO / Passport # Beneficiary’s
Name:
Account
Nationality:
Number:
Account
Company Name
Name:

Designation: Bank Name:

Address: Bank Address:

Telephone #: Swift Code:

IBAN/ROUTIN
Fax # : G #::

Email Address: Bank Phone:

Today’s Date : Branch no.

SIGNATURE AND
PHOTO :
PASSPORT
:

SPECIAL
PRE-ADVICE MUST BE SENT VIA SWIFT PRIOR TO WIRE TRANSFER AND EMAIL NOTIFICATION IMMEDIATELY
INSTRUCTIONS
UPON EACH TRANCHE TRANSFER PAYMENT TOGETHER WITH THE TRANSACTION CODE(S) TO:

REQUIRED
ALL TRANSFER INSTRUCTIONS SHALL STATE: “FUNDS ARE CLEAN AND CLEAR, OF NON-CRIMINAL ORIGIN
MESSAGE
AND ARE PAYABLE IN CASH IMMEDIATELY UPON RECEIPT BY BENEIFICIARY’S BANK.”

TAXES, BANK CHARGES,AND OTHER CHARGES WILL BE DEDUCT FROM THE COMMISSION
NON-CIRCUMVENTION & NON-DISCLOSURE AGREEMENT (NCNDA)
IRREVOCABLE MASTER FEE PROTECTION AGREEMENT (IMFPA)
Sale purchase Contract Date: JANUARY, 2024
Product: (AU) GOLD BULLION BARS
Contract REF.

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


WORKING AGREEMENT (NCNDA) (IMFPA)

INTERMEDIARY
NAME: COMMISSION

ID NO / Passport # Beneficiary’s
Name:
Account
Nationality:
Number:
Account
Company Name
Name:

Designation: Bank Name:

Address: Bank Address:

Telephone #: Swift Code:

Fax # : IBAN/ROUTIN

Email Address: Bank Phone:

Today’s Date : Branch no.

SIGNATURE AND
PHOTO
PASSPORT :
:

SPECIAL
PRE-ADVICE MUST BE SENT VIA SWIFT PRIOR TO WIRE TRANSFER AND EMAIL NOTIFICATION IMMEDIATELY
INSTRUCTIONS
UPON EACH TRANCHE TRANSFER PAYMENT TOGETHER WITH THE TRANSACTION CODE(S) TO:

REQUIRED
ALL TRANSFER INSTRUCTIONS SHALL STATE: “FUNDS ARE CLEAN AND CLEAR, OF NON-CRIMINAL ORIGIN
MESSAGE
AND ARE PAYABLE IN CASH IMMEDIATELY UPON RECEIPT BY BENEIFICIARY’S BANK.”

TAXES, BANK CHARGES,AND OTHER CHARGES WILL BE DEDUCT FROM THE COMMISSION
NON-CIRCUMVENTION & NON-DISCLOSURE AGREEMENT (NCNDA)
IRREVOCABLE MASTER FEE PROTECTION AGREEMENT (IMFPA)
Sale purchase Contract Date: JANUARY,2024
Product: (AU) GOLD BULLION BARS
Contract REF.

“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 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).

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

End of Document

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