BROKER AGREEMENT

Between
SOCOREP SARL COMPANY
Registration Number: 80020000385893
3rd Street Plot 9 Industrial Area, 25604
Kampala Uganda

(Herein referred to as the “Principal”)

&

NUROBOD EXPO BUSINESS

Registration number: 00076
The Republic of Uzbekistan, Samarkand region, Nurabad district,
Sazogon KFY, Mekhnatkash k-k,

(Herein referred to as the “Broker”)

Broker Agreement 1
1.0 Preamble
This Broker Agreement (the “Agreement”) is made between Party A, herein referred to as
the “Principal”, whose details are as follows:

Company name: SOCOREP SARL COMPANY

Registration number: 80020000385893

Address: 3rd Street Plot 9 Industrial Area, 25604
Kampala Uganda

Telephone (Business): +256 -701 763 535

Telephone (Mobile): +256 -701 763 535
Email: [email protected]
Company representative: KHAMEES MOHAMMED

Position: Operations Manager

BANK INFORMATION

Bank Name : DBS SINGAPORE

Bank Address, City, Country : 12 MARINA BOULEVARD, DBS ASIA CENTRAL,

SINGAPORE

Bank Swift Code : DBSSSGSG

Bank Telephone : -
Account Name : ROMAN A.M. PTE. LTD.

Account Number : 065 - 016129 - 0 (Multi Currency)

Bank Officer Email address : -

&

Party B, herein referred to as the “Broker”, and whose details are as follows:

Broker Agreement 2
 Company name: NUROBOD EXPO BUSINESS
Registration number: 00076
Address: The Republic of Uzbekistan, Samarkand
region, Nurabad district, Sazogon KFY,
Mekhnatkash k-k,
Telephone: + 998 95 044 61 01
Email: [email protected]

Company representative: BASHORAT KHOLOVA

Position: General Director

Passport number: FA0638645

BANK INFORMATION

Bank Name : INFINBANK- INVEST FINANCE BANK

Bank Address, City, Country : The Republic of Uzbekistan, Samarkand
region,
Uzbekistan st. 22
Bank Swift Code : INFBUZ2X
Account Name : NUROBOD EXPO BUSINESS
Account Number : 20208840800636167002
Bank Email address : [email protected]
Bank Telephone Number : + 998 (90) 939 70 90

2.0 Whereas
2.1. The Principal (COMPANY NAME) instructs the Broker (NUROBOD EXPO BUSINESS) to assume
responsibility on behalf of and in principle is interested in organizational, consulting and
marketing services, ensuring work on preparing the conditions for signing the Gold Supply
Agreement (hereinafter referred to as “Product").
2.2. The essential terms of the Goods Supply Contract are:
- Subject of the contract – delivery of the Goods – Gold
- Origin of the Goods – Non sanction country
- Supply volume – 110 (A hundred and ten) Metric Tons per year. 9.166 (Nine thousand one
hundred sixty six) kg. per month.
- Delivery time - monthly, from December 2024 to December 2025, with further extension of
delivery time, by mutual agreement between the Principal and the Supplier.
- Payment procedure – SBLC.
- Delivery basis – Dubai Port.

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 2.3 The purpose of this Agreement is to conclude a Contract for the supply of Goods between
the Principal and the Supplier No. __________________________dated _______________
(data is entered by hand after the conclusion of the Contract).
2.5. The Broker's remuneration is $23.831.600USD per ton of the amount of contract No.
November 2024 and is irrevocable.
2.6. The Broker has the right to change bank details, or exchange his company for another
company, in the current agreement in accordance with the notice, additional agreement or
official document with the Principal (Buyer).

3.0 Scope of Broker's Services

3.1Conduct marketing research on the market for demand and consumption of the Product
and provide the Principal with complete information to make a decision on concluding
a Contract for its supply to the Buyer.
3.2Conduct information and consulting work and preliminary negotiations with Suppliers
of the Goods to agree on the transaction procedure, ensure favourable prices,
payment procedures and terms of delivery of the Goods.
3.3Use commercially reasonable efforts to identify and introduce new potential Suppliers
to the Principal. All Suppliers must be recommended to the Principal in writing.
3.4As agreed with the Principal, interact with the Buyer for the purpose of effective support
and execution of the Agreement for the supply of goods
3.5The broker (NUROBOD EXPO BUSINESS) through negotiations searches for safer types
of settlements between the parties to the transaction, by persuading the opening
and use of the SBLC stand by letter of credit in accordance with the Sellers proposed
procedure.

4.0. Payment of commissions on each business transaction

4. 1.In return for services rendered, the Principal shall pay the Broker a commission
for each completed business transaction with the supplier.
4.2. For each additional delivery of the Goods, a protocol (Appendix A) will be prepared
and approved by all Parties (Principal, Broker), which briefly outlines the route of the
transaction.
The management protocol confirms the commission, the transfer of the broadcast to
the Broker for each monthly shipment and the terms of its payment.
4.3. All payments due to Broker under the terms of this Agreement shall be made within
72 hours after the Principal (seller) receives payment from Buyer for each monthly
shipment.
4.4. All payments due to the Broker in terms of this Agreement shall be made to the
following bank account:
Account name: NUROBOD EXPO BUSINESS
Bank name: INFINBANK- INVEST FINANCE BANK
Account number: 20208840800636167002
SWIFT code: INFBUZ2X
Bank address: The Republic of Uzbekistan, Samarkand region, Uzbekistan st. 22

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 4.5. The commission paid by the Principal (acting as the seller in the contract) is paid to
the Broker's account (NUROBOD EXPO BUSINESS) according to the details specified
above.
4.6. To perform tasks arising from the agreement, the Broker has the right to attract
agents or subagents. For services provided by agents and subagents, the Broker pays a
commission from the above bank account.

5.0. Fee protection clause

This brokerage agreement between NUROBOD EXPO BUSINESS and the buyer is notarized
and is an integral part of the purchase and sale Gold between the buyer and seller and is
designated as Appendix No. 2 in the agreement.

6.0. Operating costs

In carrying out of their respective duties in terms of this agreement, each Party is
responsible for their own operating costs such as marketing, administration, office
expenses, office rental and related costs, including telephone, cell phone and telefax
charges, unless otherwise agreed upon between the Parties.

7.0.Provision on working relationships, Non-circumvention and Nondisclosure

Taking into account the desire of the Parties to ensure the confidentiality of this
Agreements and keep secret the numbers and codes of all banks, sources, telephones,
telexes, messengers, as well as the names and addresses of associates, clientele, bank
employees, business and sales agents, as well as commercial, financial sources and any
other significant information, the Parties have agreed on the following:

7.1.No other Product supply agreements, agreements or other documents will be

developed or signed by either party until the parties involved in this transaction have
accepted and signed a pre-agreed non-circumvention clause.
7.2.All current and subsequent transactions between the Parties and between the Parties,
as well as their agents and representatives, will be conducted solely on a confidential
basis and will remain strictly confidential for everyone for the entire duration of their
validity.
The Parties undertake not to circumvent each other and not to try to conclude any
transactions directly or through other legal entities and individuals represented by one
Party to the other, using information about the numbers and codes of all banks,
sources, telephones, faxes, telexes, messengers, as well as the names and addresses
of associates, clients, bank employees, business and sales agents, as well as sources of
financing and agreements and other significant information that directly or indirectly
may become confidential in the course of the Parties fulfilling their previously assumed
obligations.
7.3.Promptly comply with the rules of non-circumvention, do not try to circumvent each
other, do not reveal yourself to third, unauthorized persons, do not seek advantages
for yourself, do not circumvent the provisions of this Agreement, other agreements
and transactions and their executors, which must be protected.

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 7.4.Do not circumvent not only each other, but also any other persons, business contacts,
agreements and transactions that may be represented by one Party directly or
indirectly, do not enter into contact with these persons directly or indirectly, do not
authorize, assign or authorize a third The party enters into business contacts with these
persons and does not introduce them to business directly or indirectly. This Agreement
will be binding on all Parties - participants in this and subsequent transactions, as well
as their agents, employees, representatives, associates and relatives for the duration
of this Agreement, starting from the date of its signing.
7.5.Inform each other in a timely manner about the state of affairs and, if necessary,
immediately provide the other Party, at its request, with all correspondence,
agreements, documents, copies related to the execution of this Agreement. Constantly
inform each other about events and keep them informed of what is happening during
the term of this Agreement. All provided documents, copies, incl. and messengers,
must have the same legal force as documents sent and received through reliable postal
communication channels.
7.6.If there is irrefutable evidence of guilt in violating this Agreement, the injured Party is
released from fulfilling the obligations of non-disclosure of specific facts from the
Agreement and other significant information necessary for the injured Party when
suing the guilty Party for violation of this Agreement.
7.7.After concluding an agency agreement, if the Buyer refuses to fulfil its obligations or it
turns out that he is not a real or actual participant in the transaction as a seller, or if
confidentiality violations are discovered during
the execution of this transaction, then the injured Party (in this case, the Broker,
represented by BASHORAT KHOLOVA receives compensation for damages in the form
of lost profits from the guilty party of the total amount of the transaction
$5.720,000,000 (five billion seven hundred and twenty million-dollars USD).

8.0. Variations
No Party to this Agreement shall execute any alterations or amendments to this Agreement
without prior written consent of the other Party. Any amendments, omissions, or additions
to this Agreement shall be notified to the other Party in writing; and such variations shall
be carried out with the complete satisfaction of the other Party.

9.0. Breach
Should either Party commit a breach of any provision of this Agreement and fail to remedy
such breach within Fourteen (14) days of receiving written notice from the other Party
requiring it to do so, then such other Party shall be entitled, without prejudice to its other
rights in law, to cancel this Agreement or to claim immediate specific performance of all
the defaulting Party’s obligations, whether or not due for performance, and in either event
without prejudice to the aggrieved Party’s right to claim damages.

10.0.Force Majeure
A Party shall not be considered or adjudged to be in violation of this Agreement when such
violation is due to circumstances beyond its control, including but not limited to act of God,

Broker Agreement 6
 civil disturbances and theft or appropriation of the privileged information or contract(s)
without the intervention or assistance of the other Party.

11.0.DomiciliumCitandi Et Executandi
The Parties to this Agreement choose as their domiciliacitandi et executandi for the delivery
or service of all notices, communications or legal processes arising out of this Agreement
at the address stipulated under Clause 1 of this agreement.

12.0.Duration and Termination of this Agreement

12.1.His Agreement is valid for one (1) year from the date of signature; if the parties (seller
and Broker) are satisfied with all the terms of the transaction and agree to continue the
relationship, then all conditions are automatically extended; provided that either Party may
terminate this Agreement by giving the other Party one (1) month written notice of its
intent to do so, subject to the other terms and conditions of this Agreement.
13.0.Whole agreement
13.1.This agreement shall be governed by and construed in accordance with the
current legislation of the International Law.

13.2.Any disputes that may arise from this agreement regarding its validity,
interpretation, execution or enforcement will be referred to an arbitration
process in accordance with the Rules of Conciliation and Arbitration of the
current legislation of the International Law.

13.3.However, notwithstanding the above provision; should there be any

discrepancy or dispute between the parties, the parties should do their best to
solve such discrepancy or dispute in an amicable manner before referring the
matter to a court of law.

13.4.This document constitutes the whole agreement between the parties as to the
subject matter hereof, and any amendments or additions mutually agreed upon
between the parties shall be appended to this agreement and be enforced
accordingly.
13.5.This agreement is drawn up in 3 copies, in English, for each of the parties and
notarized

Each party has read the terms and conditions of this agreement and certify that each understands
its content, and with their signatures agree:

Signed at………………………… on this …… day of ………………………20……

For and on behalf of: NUROBOD EXPO BUSINESS

Signature:

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________________________________________
BASHORAT KHOLOVA - General Director

Signed at Kampala on this 18th day of December 2024

For and on behalf of: SOCOREP SARL COMPANY

Signature:_______________________________

_______________________________________
KHAMEES MOHAMMED- Operations Director

ANNEXURE

ANNEXURE A: TRANSACTION SUMMARY SHEETS

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ANNEXURE B: TRANSACTION REFERENCE INFORMATION

TRANSACTION SUMMARY SHEET

Transaction No. 1 Date:17 December 2024

Description:
• Buyer:
• Seller:
• Broker: NUROBOD EXPO BUSINESS
• Commodity: Gold
• Origin: Non sanctions country
• Quantity: 9.166 kg x 12 months
• Contract period:1 year
• Destination Port:Dubai port
• Delivery:Dubai
• Inspection: SGS or similar
• Payment Terms:SBLC

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•Broker’s Commission:$23.831.600USD / MT
•Commission Payment Terms: As per Clause 4 of Main Broker Agreement

Signature:

Broker ____________________ Buyer/Principal ____________________

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