Sales and Purchase Agreement

Date: January 04, 2024

Parties

A) SELLER:

B) BUYER: SWEET MARS LTD

Product: Dore Gold Bar

Sales and Purchase Agreement

This Sales and Purchase Agreement (the “Agreement”), is entered into This Day of January
8, y and between the parties described below:

The BUYER: : SWEET MARS LTD

Registered Address : 9 perseverance works kingsland road
Represented by : Awouda Kevin
Position : manager
Phone No : +237 655 24 52 86
EMAIL ID : [email protected]

And

The seller: :
Registered Address :
Represented by :
Position :
Phone No :
EMAIL ID :

(The Seller and Buyer are hereinafter referred to as the “Parties”)

1. Commodity (Au Metal) Specifications:

 All the Commodities transacted between the Parties hereto shall have the following
specifications:

Commodity : Dore Gold Bar (Au Metal)

Purity : 97.6%/ 22 + Carats
Product History : Clean, Clear and non-criminal origin
Refined purity : 99.9% Purity or better
Country of Origin : DR Congo
Loading Port :
Delivery to : simba refinery Kampala
Price : 42.000$ / kg

1. Quantity: The Seller shall supply a quantity of 10 Kilograms (-- Kg) spot after which
subsequent deliveries will be on adhoc basis by mutual consent.

2. Assayer: The Parties hereto agree that the assayer report by the refinery in the country of
delivery shall be final as regards to the weight and purity of the Au Metal delivered. The
weight and assay of the Gold will be established by melting the delivered Commodity in
the agreed delivery location. Once the after-melt weight is established, the gold sampled
for Assay, the refinery has the right to refine the gold.

Price less discount shall be fixed on the date of refined AU Metal Assay report. The
purity, net weight and of the product ascertained as per unit troy ounce (Oz), shall be
according to the Assay report. The determined purity, net weight shall form the basis on
which the amount payable by buyer shall be computed for the payment of the product
effectively delivered to the Buyer.
Dubai Airport Customs will issue declaration report will enable Customs initiate to
transport by customs nominated security agency to the refinery for Assay.
Assay report will be issued in Eight (8) refinery hours and the payment within Three (3)
Banking hours via swift MT103 to the beneficiary bank account.

1. Price and Invoice Amount

For each and every delivery, the transaction price is set to as above that can be revised
after ETD (Electronic Document Exchange)

2. Closing Documents
 At each Closing, as a condition of paying in full to the Seller’s Final Invoice, all
transacted Au Metal must have a Final Assay Report issued to the Buyer by refinery in
the country of delivery. The Buyer is responsible for the cost of test and assay.

1. Delivery
1. One delivery of 5-10 kg trail to the buyer

1. The Seller shall notify the Buyer of the location of transaction, the date of
transport of the commodity from the Seller’s departure point (Origin) and expected
arrival date at refinery. By return, the Buyer shall acknowledge receipt of such
Notice and arrange a time for meeting to inspect, test and assay the gold.

2. Both Seller’s and Buyer’s representatives shall be physically present through

testing, assaying and issuance of final assay report.

1. Payment

1) For every delivery, payment for the commodity shall be made by wire transfer
(TT) to the Seller’s Bank within 12 banking hours after the final assay report.

1) Buyer shall immediately notify the Seller through email with the supporting
documents from the remitting bank as proof of payment for each delivery. Once
proof of payment has been enacted, its deemed paid and gold and all documentation
handed over to Buyer.

2. Bank Coordinates

1) Seller’s Bank Coordinates

Bank Name:
Bank Address:
Account No.:
Account Name:
SWIFT:
Bank Phone:
Bank Officer Name:
Bank Office Email

3. Documents Required

1) The Product is non-criminal origin, unencumbered and free of any liens, is transferable and
exportable
 1) Seller shall provide the following documents to buyer for each and every delivery:

a) Certificates of Origin.

b) UN Declaration by the Seller that the Au Metal is of non-criminal origin,

unencumbered and free of any liens, is transferable and exportable, Only in case
of DRC Origin
c) Any other relevant supporting documents (if applicable).

1. Contract Procedures

1) Both parties sign this Sales and Purchase Agreement.

2) Shipment is cash and carry Kampala
3) Payment is made by MT 103 bank transfer after assay in refinery Spot and seller
hand over the ownership after he gets the copy of transfer
4) The buyer makes full payment after full Assayer’s report in accordance with the
contract.

1. Contract Period :
This is a spot commercial contract, with rights and obligations, with rolls and
extensions by a mutual consent, subject to each party’s satisfactory performance as
required hereunder.

2. Non-Disclosure :
a. The Parties to this Agreement irrevocably agree that they shall not disclose or
otherwise reveal directly or indirectly to a third party any confidential Information
provided by one party to the other or otherwise acquired, particularly including but
not limited to, contract terms, product information, prices, fees, financial
Agreement, schedules and information concerning the identity of the Sellers,
producers, Buyers, lenders, borrowers, brokers, distributors, refiners, or their
representative and specifically individuals names, addresses, principals, or
telex/fax/telephone numbers, references, product or technology.
a. The Seller further agrees that during the term of the Agreement or any extensions
thereof, he will not sell any Au Metal directly, or through affiliates, to the Buyer’s sources
and contacts without the involvement of the Buyer.

IN WITNESS WHEREOF, the parties have executed and delivered in good faith the Agree-
ment as set forth hereunder.
 On behalf of Seller, On behalf of Buyer,

……………………………………
……………………… AUTHORIZED SIGNATURE BUYER
Title: NAME:

“Accepted and agreed without change (Electronic signature is valid and accepted as
hand signature)”
EDT (Electronic document transmissions)
EDT (Electronic document transmissions) shall be deemed valid and in respect of any
provisions of this Contract. As applicable, this agreement shall be:
1- Incorporate U.S. Public Law 106-229, ‘‘Electronic Signatures in Global and
National Commerce Act’’ or such other applicable law conforming to the
UNCITRAL Model Law on Electronic Signatures (2001) and
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.

END OF THE CONTRACT