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

This Non-Circumvention, Non-Disclosure & Working Agreement (hereinafter referred to

as “Agreement”) is made and entered into on March 30, 2022 by and among each

undersigned parties together with their partners, associates, employers, affiliates,

subsidiaries, parent companies, nominees, representatives, employees, successors,

consultants, clients and assigns (hereinafter shall be collectively referred to as the

“Parties”, and individually as a “Party”), jointly, severally, mutually and reciprocally for

the terms and conditions expressly stated and agreed in this Agreement, and such

assignment may be referenced from time to time in any document(s) or agreement(s)

related to the Transaction (as defined below).

The terms and conditions of this Agreement apply to any exchange of information in

writing by and between the Parties, including but not limited to financial information,

personal or corporate names, contracts initiated by or involving the Parties for all

business transactions along with any addition, renewal, extension, amendment, re-

negotiation or new agreement (hereinafter referred to as the “Transaction”).

WHEREAS:

A. The Parties wish to enter into this Agreement to define certain parameters of the

future legal obligations in relation to the Transaction, are bound by a duty of

confidentiality, concerning their sources and contacts.

B. The Parties wish to enter into a working business relationship in relation to the

Transaction, for the mutual and common benefit of the Parties.

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NOW, THEREFORE, in consideration of the mutual promises, assertions and

covenants herein and other good and valuable considerations, the Parties hereby agree

as follows:

TERMS AND CONDITIONS:

1. The Parties irrevocably agree and guarantee each other that they shall not directly

or indirectly interfere with, circumvent or attempt to circumvent, avoid, bypass or

obviate each other’s interest or the interest or relationship between the Parties

with the producers, sellers, buyers, brokers, dealers, distributors, refiners,

shippers, financial institutions, technology owners or manufacturers, to change,

increase or avoid directly or indirectly payment of established fees, commissions

or continuance of pre-established relationship, to intervene in any relationship with

manufacturers or technology owners with intermediaries, entrepreneurs, legal

counsel or to initiate buy/sell relationships or transactional relationships that

bypass either Party with any corporation, producer, partnership or individual

revealed or introduced by either Party to other Parties in connection with any

ongoing or future Transaction.

2. The Parties will not in any manner solicit nor accept any business in any manner

from sources or their affiliates, which such sources were made available by either

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 Party to other Parties through this Agreement, without the written permission by

the Party’s providing such sources.

3. The Parties further undertake not to enter into any business transaction with

banks, investors, sources of funds or other bodies, the names of which have been

provided by either Party to other Parties, unless written permission has been

obtained from the Party’s providing such sources. It does not matter whether

information obtained from a natural or a legal person. The Parties also undertake

not to make use of a third party to circumvent each other's relationship with any

other party in relation to the Transaction.

4. Furthermore, the Parties irrevocably agree that they shall not disclose or otherwise

reveal directly or indirectly to any third party any confidential information provided

by either Party to the other Parties or otherwise acquired, particularly, contract

terms, product information or manufacturing processes, prices, fees, financing

arrangements, schedules and any information concerning the identity of the

sellers, producers, buyers, lenders, borrowers, brokers, distributors, refiners,

manufacturers, technology owners or their representatives and specific individual

names, addresses, principals, or telex/fax/telephones numbers, email addresses,

references, product or technology information, advised by either Party to other

Parties as being confidential or privileged, without the prior specific written consent

of the Party’s providing such information.

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5. This Agreement shall be valid for a minimum period of 2 (two) years as of the date

of this Agreement; with additional 2 (two) years automatic roll-over renewals at the

close of each Project Transaction or exchange of information, and thereafter at the

end of any roll-over period, without the need of advisement, unless mutually

agreed in writing to be terminated by all the Parties which termination can occur

only at the end of any roll-over period.

6. In the event of any breach by either Parties of any condition herein mentioned

and/or in any other agreement entered into by the Parties, directly or indirectly, the

circumvented Party shall be entitled to a legal monetary penalty equal to the

maximum service, it should realize from the Transaction, plus all expenses and

rollover (if any), including but not limited to all legal costs and expenses incurred to

recover the lost revenue. This Agreement is valid for each Transaction between

the Parties and shall be governed by the enforceable law in Canadian courts, USA

courts, England courts, European Courts, Chinese courts, Switzerland courts in

the event of a dispute, the arbitration laws of that states will apply. The Parties

hereby accept such selected jurisdictions as the exclusive venue.

7. Commissions, fees, compensation or remuneration, to be paid as a part of any

Transaction covering any Party concerned, shall be paid at the times stipulated in

the contracts designated or at the times of monies changing hands between

buyers and sellers, unless otherwise agreed among the Parties. The Parties

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 hereby irrevocably and unconditionally agree and guarantee to honor and respect

all such fees or remuneration arrangements made as part of any commission.

8. The Parties mutually recognize that in the Transactions involved in the business

between the Parties or others referred by the Parties, each may learn from each

other, (including associates), the identity, address, telephone, facsimile, email,

telex numbers of clients, customers, suppliers, brokers, agents, buyers of other

Parties, which acquired by substantial investment in time, expense and effort.

9. The term of this Agreement shall extend throughout the life of the current

contemplated Transactions and other contracts, additions, renewals, extensions,

rollovers, amendments, re-negotiations, new contracts or third-party assignments

between the Parties.

10. This Agreement will cover all international Transactions including buying and

selling, import/export that will be conducted during the term of this Agreement

including merchandise, commodities as well as goods and services.

11. This Agreement shall be binding upon and insure to the benefit of the Parties, their

successors, heirs, survivors assign and personal representatives.

12. The Parties declare that are acting on behalf of the manufacturers, sellers or

representatives thereof (on one side) and the other side between buyers,

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 distributors, dealers, representatives thereof or other entities called to provide the

goods and services, products, merchandise and commodities included in the

contracts between the buyers and sellers and attached exhibits, amendments,

annexed, including transportation companies such as freight carriers, maritime

freight companies, railroad companies and airlines, and will be responsible to

perform all services but decline all responsibilities as a result from delays, strikes,

quarantines, earthquake, hurricane, tornados, sinking, grounding, flooding,

damage, accident or any other irregularity during the shipment of products,

merchandise or commodities specified on the contract between the buyers and

sellers while these are motivated by third parties or persons beyond the Parties'

control.

13. The Parties agree that the signed facsimile or scanned copies of this Agreement

shall be enforceable and binding as the signed original.

In witness whereof, the Parties hereto have executed and delivered these covenants by

mutual agreement on the date written above all faxes, mails and emails are considered

original, legal and binding.

The Parties' representative vows that he/she is duly empowered by his/her respectively

named company to bind it to the commitments and obligations contained herein.

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AGREEMENT TO TERMS:

A. Signatures of this Agreement received by the way of facsimile, mail and/or email

shall be deemed to be an executed contract. Agreement enforceable and

admissible for all purposes as may be necessary under the terms of the

Agreement.

B. All signatures hereto acknowledge that they have read this Agreement and by their

initials and signature that they have complete authority to execute the document

for and in the name of the party for which they have given their signature.

C. If any term, provision, covenant or restriction contained in this Agreement is held

by a court of competent jurisdiction to be invalid, void or unenforceable, the

remaining of the terms, provision, covenants and restrictions of this Agreement

shall remain in full force and effect and shall in no way be deemed affected,

impaired or invalidated.

D. This Agreement may not be amended or waived, in whole or in part, except with

the written consent of the Parties.

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E. This Agreement constitutes the entire agreement and understanding between the

parties to this Agreement and supersedes all prior and contemporaneous

negotiations and understandings between the parties whether oral or written,

expressed or implied.

[Signature page to follow]

THIS AGREEMENT IS ACCEPTED AND AGREED WITHOUT CHANGE BY AND

AMONG:

1st PARTY Direct seller

Full Name:
Company :
Address:
Phone
number:

Email:

Passport n.:

Signature
/Stamp
/Passport
picture:

Date:

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2nd PARTY: Buyer
Full Name:
Company :
Address:
Phone
number:
Email:
Passport n.:

Signature
/Stamp
/Passport
picture:

Date:

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3rd PARTY: Seller mandate
Full Name:
Company:
Address:
Phone
number:
Email:
UIDAI No..:

Signature
/Stamp
/Passport
picture:

Date:

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4th PARTY: Buyer’s Mandate
Full Name: MR. NGUYEN NHAT VINH PHUC
Company :
221/4 NGUYEN THAI SON STREET, WARD: 7, GO VAP DISTRICT, HO CHI MINH
Address:
CITY, VIETNAM.
Phone
(+84) 938 556 863
number:
Email: jamesphuc8888@gmail.com
Passport
C9218461
no.:

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Signature /
Stamp
/Passport
picture:

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Date: March 28th, 2022

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5th PARTY : Buyer’s mandate
Full Name: Abdul Qayyum Randhawa
Company :

Permanent: 21/B , Street No:10 , Shah Kamal , Near Wahdat Colony,

Address: Lahore , Pakistan.
Present : 35/A , PCSIR Housing Society Phase-1 , Canal Bank Road,
Lahore , Pakistan
Phone
number:
Email:
Passport no.: AB9772423
Signature
/Stamp
/Passport
picture:

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Date: March 28th, 2022

6th Party : Intermediate Broker

Full Name: Gabriel Doraisamy
Company : N/A
Str Aleea Mestesugarilor Nr.16,
Sat Bordenii Mari
Address: Comuna Scorteni
Jud Prahova 107526
Romania
Phone
+40731810065
number:
Email: gabepillay2@gmail.com
Passport no.: LM153555

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Signature
/Stamp
/Passport
Picture:

Date: March 30th, 20221

7th PARTY :
Full Name:
Company :
Address:
Phone
number:

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Email:
Passport n.:

Signature
/Stamp
/Passport
picture:

Date:

8th PARTY :
Full Name:
Company :
Address:
Phone
number:

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Email:
Passport n.:

Signature
/Stamp
/Passport
picture:

Date:

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