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These SPA was send to us with your letterhead and adress ,pl Buyer and Importer from Germany - Buying Lead

15 Jun, 2020

These SPA was send to us with your letterhead and adress ,please confirm that thisis from you and no scam

I am available for a scheduled teleconference Monday-Saturday, 8:00 pm - 20:00 pm, Berlin time. On the hour, please. Callers from Asia Pacific Rim countries: Monday-Friday, 10:00 am - 12:00 am, London time. Please ensure that the Buyer (or the Buyer's Legal Mandate or Legal Counsel) is on the call and has had ample opportunity to review the Executive Summa Show More...

I am available for a scheduled teleconference Monday-Saturday, 8:00 pm - 20:00 pm, Berlin time. On the hour, please. Callers from Asia Pacific Rim countries: Monday-Friday, 10:00 am - 12:00 am, London time. Please ensure that the Buyer (or the Buyer's Legal Mandate or Legal Counsel) is on the call and has had ample opportunity to review the Executive Summary. English only. No Interpreters. Please be punctual. Please finalize the time slot on your end first, then confirm the date time with me, preferably at least 12-24 hours in advance. I will then reserve the time to you provided the time slot is still avaiable . Knut Robert de la Schumann | C.E.O. Office FINANCIAL ADVICERY GROUP KNUT INVESTMENT SDN, BHD. , Malaysia Email: ADMINISTRATOR@NOBLE-FINANCIAL-ADVICERY-AG.COM Website: www.noble-financial-advicery-ag.com Fax: +49 621 31990719 Fax Tel: +49 621 31990727 Business Tel: +49 621 31990732 Privat Fon: +49 176 68636945 whatsapp , signal Consultants worldwide ____________ You need a consulting contract for 2Million US a Year with us , we have a buyer in swiss from france . Procedure off selling , sellerside : 1. Sign the NCDA IMFPA 2. Sign the Consulting Contract ( 100M-1B USD cost 200k a year over 1B USD 2M USD ) 3. We fly to seller proof the gold 4. Buyer sign the SPA 5. Meeting TTM seller show POV,POP,SKR , proof the gold make the payment etc. ____________ Kind regards noble financial advicery group (MCO) Knut Investment Sdn. Bhd. , Malaysia (MY) Knut Robert de la Schumann CEO Here the SPA in text This off market Sales & Purchase Agreement is entered into and executed on This 25TH​ ​DAY OF JANUARY, 2020 by and between the following Parties: Hereinafter referred as the “SELLER”​, and THE BUYER COMPANY NAME: ADDRESS: SIGNATORY: POSITION: TELEPHONE NO: E-MAIL: THROUGH: CORRINA MUIR DENNIS MACKEY Hereinafter referred as the “BUYER” Whereas the Seller warrants with full responsibility and under penalty of perjury or fraud that he has full and legal authority to sell said precious metal and enter into this Sales and Purchase Agreement; Whereas the Buyer warrants with full responsibility and under penalty of perjury or fraud, that he is ready, willing and able to purchase said commodity with legitimate, good clean funds of non-criminal origin. Now therefore, for and in consideration of the above premises, both Parties hereby agree to enter into this Off Market Sales and Purchase Agreement in their respective capacity to contract, under the terms and conditions hereunder. 1. ATTESTATION The Seller warrants the sale of the following product: COMMODITY (AU) ​ (Not in the GLD Banking System) SIZE 1KG OR 12.5KG BARS HALLMARK INTERNATIONALLY RECOGNISED HALLMARK | JOHNSON MATTHEY AGE:​ Less Than 5 Years FINENESS PURITY 999.5 1000(MIN) CURRENT LOCATION STOCK HELD IN A PRIME CUSTODIAN BANK. ⦁ Address shall be detailed in the Safe-Keeping-Receipt (SKR) ⦁ SKR to be issued by the Custodian Bank strictly upon receipt of the Buyer’s payment guarantee via ​PRIME BANK REVOLVING SWIFT MT 799 BLOCKED FUNDS FOR THE VALUE OF FIRST TRANCHE OF ​250MT , VALID FOR 366 DAYS TO REVOLVE FOR THE ENTIRE LIFT OF 20,000MT WITH ROLLS & EXT into the Seller’s Nominated Fiduciary Bank Account. PRICE & DISCOUNT LBMA, 2​ND FIXING OF THE DAY 10% GROSS AND 7% NET FOR PURITY 999.5 1000(MIN). AGENTS’ FEES Total Agents’ fees of 3%; [1.5% to Seller’s Agent(s) (Closed) and 1.5% to Buyer Agent(s) (Closed).Will be paid by seller per SEPARATE IMFPA within 24 Hours upon full payment received from Buyer to Seller. DELIVERY FOB – Zurich, Switzerland DELIVERY DESTINATION FOB – Zurich, Switzerland QUANTITY 20,000MT​ - ​FIRST LIFT: 250MT X 12 MONTHS PAYMENT GUARANTEE BEFORE DELIVERY PRIME BANK REVOLVING SWIFT MT799 BLOCKED FUNDS VALID FOR 366 DAYS,VIA SWIFT INTO SELLER’S NOMINATED FIDUCIARY RECEIVER BANK ACCOUNT IN EQUAL VALUE OF FIRST TRANCHE OF 10​,000MT AND COPY OF SWIFT TRANSMITTED MADE AVAILABLE TO SELLER VIA EMAIL:. PAYMENT SWIFT MT103 OR T T IN USD OR EURO 2. BOTH SIDES Agree that they are ready to supply and receive said : The Seller agree to pay and honour all fees and agents’ fees immediately within 24 hours due to all authorized facilitators and mandates upon successful full payment made by Buyer to the Seller. 3. CONFIDENTIALITY CLAUSE This transaction shall be treated with strict confidentiality. The Parties hereto and all other Parties involved in this transaction are duty-bound to keep the same in utmost secrecy henceforth for a period of ​ONE (1) year and (1) day. Revelation of this transaction or any part hereof to any Third Party requires the prior clearance and approval of both the Seller and the Buyer. 4. BANKING COORDINATES OF BOTH PARTIES SELLER’S NOMINATED FIDUCIARY RECEIVER ACCOUNT (TO BE ADVISED IN THE SELLER’S COMMERCIAL INVOICE UPON SPA SIGN BACK BY BUYER): Bank Name HSBC Bank Address HSBC 8F, LOW BLOCK, CENTRAL MILLENNIUM PLAZA, 181 QUEENS ROAD, HONG KONG. Account Name TELTEK VENDOR SERVICES LTD Account No. 5601-8009-3775 SWIFT CODE: HSBCHKHHHKH BANK OFFICER NAME THERESA CHO WAI LOK ASSISTANT MANAGER BANK MANAGER’S TEL. NOS. + 852 27488 FAX: +852 3409 1004( CHO WAI LOK TO REACH THERESA) BUYER’S NOMINATED PRIME BANK PAYMENT GUARANTEE SWIFT ISSUEING BANK: Bank Name Branch Bank Address Account Name IBAN Account No. Name of Authorised Signatory SWIFT Code Bank Officer’s Name Bank Officer's Tel. 5. PROOF OF PRODUCT (POP) ⦁ Certificate of Metal Deposit ⦁ Title Holder Owner’s International Passport Copy ⦁ ​SKR CERTIFICATE ISSUED FROM THE CUSTODY BANK WITH FULL BANKING RESPONSIBILITY. After the Buyer’s issuing Bank has sent on the SWIFT MT799 BLOCKED FUNDS AS A GUARANTEE OF PAYMENT for the 100% VALUE OF ​10,000MT AU to the Fiduciary bank, the seller’s Bank on receiving and approving the guarantee of payment will send POP SKR via SWIFT MT700 to buyer’s bank with Full Banking Responsibility sent from the Custody bank to the Buyer’s bank along with an invitation to the buyer to inspect the gold within 10 banking days and a copy will be sent direct to the Buyer’s E-mail address: 6. SPECIAL CONDITIONS The Buyer is not allowed (at any time) to contact the Fiduciary bank regarding any matter. The Buyer must get written permission from The Seller to contact the Fiduciary bank. Any direct contact will cancel and nullify the contract with immediate effect. 7. VERIFICATION DOCUMENTS The Fiduciary bank will only certify that they are holding the documents signed by the Seller Buyer including the POP SKR CERTIFICATE. The Fiduciary bank at the request of buyer through the seller shall hold the stocks for The BUYER only and after the transfer of ownership from seller to buyer. The AU is held under the custodianship of the Custodian bank on behalf of the BUYER. 8. CONFORMITY WITH INTERNATIONAL REGULATIONS The Buyer and The Seller each declare to one another that the AU offered herein for sale and the origin of the funds used for purchasing the commodity do not contravene any of the following ​LAWS or that it is derived from any other illegal or criminal activity:​ ⦁ The Drug Trafficking Act of 1986 ⦁ The Criminal Act of 1988 ⦁ The Prevention of Terrorism (Temporary Provisions) Act of 1989 ⦁ The Criminal Justice (International Cooperation) Act of 1990 ⦁ The Criminal Justice Act of 1993 ⦁ The Anti-Terrorism Act and the Patriot Act I and II 9. CONFORMITY WITH HUMANITARIAN OBLIGATIONS AND DUTIES Both Parties warrant with full legal and corporate responsibility that they agree to sign the Sales and Purchase Agreement. This is a contractual Agreement, hereinafter to be referred and Funds obtained by all Parties and beneficiaries will be used: ⦁ Not for achievement of political purposes ⦁ Not in financial speculations ⦁ Not in transactions which are damaging to the economy of the USA, or of the European Community and or of any other States Nations ⦁ Not in transactions to buy weapons to arm illicit forces or to Finance Wars ⦁ Not in any illegal and criminal violation and activities 10. TRANSACTION PROCEDURES The Seller and Buyer solemnly agree as follows: ⦁ After The Buyer has returned the completed, signed and sealed THE FCO, this will indicate The Buyer’s acceptance of The Seller’s procedures. The Seller will then issue this Sales and Purchase Agreement (SPA). ⦁ The Buyer and The Seller signs and seal the Sales and Purchase Agreement with their full banking coordinates – Buyer MUST attach Copy of his International Passport and Company Incorporation Certificate. ⦁ The Seller and The Buyer will lodge the completed set of documents at their respective banks. ⦁ The Buyer will then instruct his bank to send the REVOLVING SWIFT MT799 BLOCKED FUNDS PER ENCLOSED VERBIAGE, as a guarantee of payment to the Seller’s Fiduciary bank, for the 100% value of the first tranche of ​10,000MT valid for 366 days revolving to evacuate 120,000MT . ⦁ Once the PRIME BANK REVOLVING SWIFT MT799 BLOCKED FUNDS is received via SWIFT and confirmed at the Seller’s Fiduciary Bank, the Custodian Bank of the Gold will require the Buyer’s details for change of ownership (TITLE). Please note that administrative costs are to be borne by you, (the Buyer) and the processed transfer will be sent to you (Buyer), and reconfirmed by the buyer’s bank. ⦁ You (the Buyer) along with an assayer of your choice will then be invited to the bank for a physical viewing inspection of the Bars at the Bank’s Depository. You can also nominate your Bullion Officer to attend on your behalf if preferred. ⦁ With this option, you (the Buyer) will have to bear the administrative charges for the transfer of ownership (TITLE). H, All the relevant documentation and paperwork will be provided to you (the Buyer) electronically per tranche; you will also receive an assay Report for your records. ⦁ You (the Buyer) can transact on tranches as agreed between Buyer and Seller following the same process: full payment for the first tranche of ​10,000MT Bars (via MT103 or T T), against transfer of Title of ownership of ​the 10,000MT Bars to you per tranche or until total quantity of 120,000MT is reached. ⦁ As, Buyer you will naturally be granted the required authorization to verify the POP SKR and all other documents direct with the Custodian Bank of the Gold in your capacity as the Buyer. ⦁ The commissions due will be paid by the Seller immediately and without delay to each appointed Paymaster or beneficiary after each tranche and as per the Terms and Conditions of this SPA. GENERAL: The Seller and Seller’s Mandate, The Buyer and The Buyer’s Mandate hereby agree that the information connected to this transaction must not and shall not be released to any person or legal body, ​EXCEPT THOSE ENTITLED TO KNOW ABOUT IT. 11. DOCUMENTS All transfer of TITLE of OWNERSHIP of Au shall be accompanied by the following documents: ⦁ A verifiable Safe Keeping Receipt (SKR) issued by the Custody Bank of the gold with Full Banking Responsibility. ⦁ Certificate of Origin ⦁ Certificate of Legal Ownership ⦁ Commercial Invoice; Four (4) copies will be provided ⦁ The Seller’s Certificate stating that the AU is free and clear of all Liens, encumbrances, and that the AU is Freely tradable, exportable, and of non-criminal origin. ⦁ Certified Weight List with the following description: ⦁ Receipt of custom duties and taxes ⦁ Receipt of storage ⦁ Air Waybill (Not Applicable For FOB Transaction). ⦁ Packing List (Not Applicable For FOB Transaction). ⦁ Insurance Certificate ⦁ Title Holder’s International Passport Copy & certificate of company registration. ⦁ The Title of the Bars shall pass from The Seller to The Buyer immediately upon full settlement (receipt of payment in full to The Seller by way of T T or SWIFT MT103 for each tranche so transacted). ⦁ DELIVERY F.O.B – ZURICH, SWITZERLAND. 13. PAYMENT Payment in USD or EURO shall be made to the ​Seller’s Nominated Account by MT103 or T T or be paid by the Buyer’s Bank account to the ​Seller’s fiduciary receiver account ​(Indicated in this SPA COMMERCIAL INVOICE) within Twenty-Four (24) Hours of gold delivery. 14. TITLE TO GOODS The ownership of the AU shall pass from the Seller to the Buyer only after full payment is received by the Seller as per tranche transacted. 15. CLEAR TITLE The Seller confirms and warrants that the AU to be sold herein will be free and clear of any and all liens and or encumbrances and the Seller states that the AU are not of terrorist and or criminal origin. 16. WARRANTIES Buyer shall bear all costs of title transfer of ownership of the gold to him buyer or continue to pay for subsequent safe-keeping charges with the custody bank. 17. APPLICABLE LAW AND JURISDICTION Any action or legal proceedings related to this Agreement shall be adjudicated under the laws and venue of LONDON, ENGLAND and conducted in English. Should either Party not perform exactly within the terms and conditions of this Agreement, the other Party will give notice regarding the Non-Performance, whereupon the non-performing Party must comply with their obligations within FIVE (5) Working Days or this Agreement shall be canceled without further notice and the non-performing Party shall pay the penalty as per the Penalty Clause in this SPA. 18. ELECTRONIC COPIES 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. This Agreement shall be accepted to be legal and binding by both Parties. The Transaction Code shall always be referred to as ​CODE ​NO: SBAJS200MT0920 ​ This ​is required to be mentioned on all written communication between the Buyer, the Seller and their respective Banks. The Transaction Code shall not be changed during the entire course of the transaction. All communication not mentioning the Transaction Code shall be deemed as null and void. All pages are required to be initialed by both Parties. Each Party holds ONE (1) original copy of the effective Agreement Contract. By their execution below, the Parties agree to the general Terms and Conditions herein and warrant onto the other the entire agreement between the Parties. The Parties hereto irrevocably agree and abide that any authorized communication with the Seller’s or the Buyer’s Bank by anyone associated or related to this transaction, except the herein named Bank Officers, will render this transaction null and void and the infringing Party will be held legally and financially responsible for the consequences arising there from. PLEASE NOTE: This Agreement is time-sensitive. If the Seller and the Buyer do not sign this agreement, it is automatically assumed that The Buyer is no-longer interested and within FIVE (05) banking days the contract will automatically nullify and terminate the negotiation without further notice unless written permission is requested by The Buyer and granted by The Seller. 19. FORCE MAJEURE The Parties hereto shall not be held liable for any failure to perform under the "Force Majeure" clause as regulated by the International Chamber of Commerce, LONDON, ENGLAND which clauses are deemed to be incorporated herein. 20. ETHICS: (NON-CIRCUMVENTION AND NON-DISCLOSURE) Both the Buyer and the Seller acknowledge that the harm to the other Party would be substantial and therefore the Seller and the Buyer agree to abide by the customary international rules of Non-Circumvention and Non-Disclosure as established by the International Chamber of Commerce in LONDON, ENGLAND for a period of one (1) year from the date hereof. Said Non-Circumvention and Non-Disclosure shall include, but not be limited to communicating with each other's banks, refiners, representatives of the Buyer dealing with customs, brokers or Seller's Mandate. The understanding and accord of this sub-paragraph will survive the termination of this Agreement. 21. BINDING AUTHORITY This Agreement is binding upon the Parties hereto, their assigns and successors and is signed with full authority to act. 22. TOTAL AGREEMENT This Agreement supersedes any and all prior agreements and represents the entire Agreement between the Parties. Any changes, alterations or substitutions shall be permitted at the final destination where the hard copies of the agreement will be signed and sealed. Both Parties are requested to inform each other of any intentions of any changes in order to hasten the conclusion to this contract. 23. EXECUTION OF THIS AGREEMENT The Terms of this Agreement shall be confirmed and signed by the Buyer and the Seller via facsimile or E-mail. Said executed facsimile or E-mail shall be binding and initiates and concludes the legal liabilities between the Buyer and the Seller of this contract. 24. PENALTY CLAUSE The Parties herein acknowledge that a mutual penalty amount equivalent to One Per cent (1%) of the total cost of one delivery of AU at the AU at LBMA AM PM Average Price is to be performed and payable from the defaulting Party as compensation for the damages which the innocent Party has suffered. All costs expenses incurred by involved Party, including traveling, room & board etc. shall be compensated and covered from this penalty amount. 25. SWIFT DEADLINE The maximum time allowed for the PRIME BANK REVOLVING SWIFT MT799 BLOCKED FUNDS to reach the Fiduciary Bank via swift, will be FIVE (5)​ days from Contract Signature Date. Please co-ordinate with your Issuing Bank and ensure that the swift and a copy of the swift reach us on or before this ​SWIFT DEADLINE DATE. Once the swift is issued, a copy of the swift should also be provided to us on E-mail to enable us to follow up with our Fiduciary Bank. Failing to meet the Swift Deadline Date as above will result in the contract automatically being terminated and rendered null and void and the innocent Party caused to seek claim as therein stated with due respect to any Arbitrary Body. Please refer to the Penalty Clause as per above which will be enforced on the defaulting (Non Performing) Party. Should the swift deadline not be adhered to, ONLY​ Official Bank Communication from the Issuing Bank (on the Bank’s Letterhead) clearly stating the reason for the delay in the issuance of the swift will be considered and taken under review for a possible extension to be granted, based on merit of the information submitted. By signing below, both Parties abide by their corporate and legal responsibility, and execute this Sales and Purchase Contract under full penalty of Perjury. All pages in this agreement should be initialled according Agreed and accepted BY SELLER: Agreed and accepted BY BUYER: Name: MR. PAUL M. MARTIN Name: Title: CEO - SELLER OWNER Title: Passport Number: COPY WITH DELIVERY Passport Number: Nationality: BRITISH Nationality: Signed Date: 25TH JANUARY, 2020 Signed Date: 25TH JANUARY, 2020 APPENDIX- 1 NON-CIRCUMVENTION AND NON-DISCLOSURE AGREEMENT (NCNDA) The Parties agree that all non-public information about their respective business and or its operations is confidential information belonging to the respective Parties. For purposes of this Agreement, "Confidential Information" means any type of written or oral information or material concerning either Party which is disclosed to the other Party and which are not generally known to the public. "Confidential Information" 'includes, without limitation, any business or financial information which relates to business models, contracts, prospective purchasers, leases, business operations, properties, trademarks, trade secrets, designs, procedures, accounting, merchandising and selling, business plans or strategies, marketing plans, contacts, sources and shareholder or investor lists. ⦁ Each Party agrees that at all times it will hold in strict confidence and not disclose to any Third Party Confidential Information of the other, except as approved in writing by the other Party to this Agreement, and will use the Confidential Information for no purpose other than evaluating or pursuing a business relationship with the other Party to this Agreement. Each Party shall only permit access to Confidential Information of the other Party to those of its employees or authorized representatives having a need to know and who have signed confidentiality agreements or are otherwise bound by confidentiality obligations at least as restrictive as those contained herein. Confidential Information shall not be reproduced in any form except as required to accomplish the intent of this Agreement. Any reproduction of any Confidential Information of the other Party by either Party shall remain the property of the disclosing Party and shall contain any and all confidential or proprietary notices or legends which appear on the original, unless otherwise authorized in writing by the other Party. ⦁ The Party that receives Information, whether of a confidential or public nature, will not use that information to circumvent the other Party in order to deal directly with sources, contacts, consultants, employees, customers, funding sources, brokers, etc. of the other Party. ⦁ Each Party's obligations under this Agreement with respect to any portion of the other Party's confidential Information shall terminate when the Party to whom Confidential Information was disclosed (the 'Recipient") can document that: (a) it has entered the public domain through no fault of the Recipient; (b) it was in the Recipient's possession free of any obligation of confidence at the time it was communicated to the Recipient by the other Party; (c) it was rightfully communicated to the Recipient free of any obligation of confidence subsequent to the time it was communicated to the Recipient by the other Party; (d) it was developed by Recipient independently of and without reference to any information communicated to the Recipient by the other Party; or (e) disclosure of such Confidential Information is necessary in response to a valid order by a court or other governmental body, is otherwise required by law, or is necessary to establish the rights of either Party under this Agreement. ⦁ Upon termination or expiration of this Agreement, or upon written request of the other Party, each Party shall promptly return to the other all documents and other tangible materials representing the other's Confidential Information and all copies thereof. Each Party shall immediately notify the other upon discovery of any loss or -unauthorized disclosure of Confidential Information of the other Party. ⦁ The Parties recognize and agree that nothing contained in this Agreement shall be construed as granting any property rights, by license or otherwise, to any Confidential Information of the other Party disclosed pursuant to this Agreement, or to any invention or any patent, copyright, trademark, or other intellectual property right that has issued or that may issue, based on such Confidential Information. Neither Party shall communicate any information to the other in violation of the proprietary rights of any third Party. ⦁ This Agreement shall terminate ONE (1) year and (1) day after the Effective Date. The Recipient's obligations under this Agreement shall survive termination of the Agreement between the Parties and shall be binding upon the Recipient's heirs, successor and assigns. The Recipient's obligations hereunder shall continue in full force and effect with respect to non-technical sales, marketing, and financial Confidential Information for THREE (3) years from the date of disclosure of such confidential information. The Recipient's obligations with respect to all technical Confidential Information shall not be terminated. ⦁ This Agreement shall be governed by and construed in accordance with the laws of LONDON, ENGLAND. The terms and conditions set out in the United Nations Convention for the International Sale of Goods (CISG) and the Uni-droit-Agreement 2010 are hereby expressly included. Any disputes under this Agreement may be brought in the appropriate courts located in LONDON, ENGLAND and the Parties hereby consent to the personal jurisdiction and venue of these courts. This Agreement may not be amended except by a writing signed by both Parties hereto. ⦁ Each Party acknowledges that its breach of the Agreement will cause irreparable damage and hereby agrees that the other Party shall be entitled to seek injunctive relief under this Agreement, as well as such further relief as may be granted by a court of competent jurisdiction. If any provision of this Agreement is found by a proper authority to be unenforceable or invalid, such unenforceable or invalidity shall not render this Agreement unenforceable or invalid as a whole and in such event, such provision shall be changed and interpreted so as to best accomplish the objectives of such unenforceable or invalid provision within the limits of applicable law or applicable court decisions. By signing below, both Parties abide by their corporate and legal responsibility, and execute this NCNDA under full penalty of Perjury. FOR AND BEHALF OF SELLER FOR AND BEHALF OF BUYER Agreed and accepted BY SELLER: Agreed and accepted BY BUYER: Name: MR. PAUL M. MARTIN Name: Title: CEO - SELLER OWNER Title: Passport Number: COPY WITH DELIVERY Passport Number: Nationality: BRITISH Nationality: Signed Date: 25TH JANUARY, 2020 Signed Date: 25TH JANUARY, 2020 APPENDIX- 1 IRREVOCABLE MASTER FEE PROTECTION AGREEMENT (IMFPA) We, ​PRECIOUS METALS SERVICES MANAGEMENT LIMITED, hereinafter referred to as “THE SELLER” and “THE PAYER”, represented by MR PAUL M. MARTIN (Authorized Signatory) under any applicable penalty of perjury, so deem this a legal and binding IRREVOCABLE MASTER FEE PROTECTION AGREEMENT for all transactions under the above referenced transaction code: Pursuant to a successful transaction, we, The Seller & The Payer, will disburse the fees as per this fee protection agreement upon each and every contract invoice concluded and cash settlement to the seller is completed, including, but not limited to, any and all additions, renewals, rolls and extensions, to the herein stated paymasters beneficiaries. We, ​PRECIOUS METALS SERVICES MANAGEMENT LIMITED, further irrevocably commit to pay the agents’ fees according to the agreed split between the paymasters beneficiaries of 3​ % total calculated of each contract invoice, and payable immediately upon to the herein stated paymasters beneficiaries’ bank accounts. These payments are made for services rendered for the above referenced transaction upon signing the corporate invoice contract. The transaction code allocated on the contract shall automatically apply to this ​Irrevocable Master Fee Protection Agreement and will remain for the duration of the entire contract period, including, but not limited to, any and all additions, renewals, rolls and extensions. We, ​PRECIOUS METALS SERVICES MANAGEMENT LIMITED or our assigns, further irrevocably undertake to make payment in full of the transaction on the same day that payment to the seller is completed, and we shall confirm the payment of fees to the herein stated paymasters beneficiaries. The payment of fees shall be made without protest, delay or legal impediment, regardless of any variation or condition, which may be agreed between the principals, in the currency of the United States Dollar (USD). This ​Irrevocable Master Fee Protection Agreement will be lodged with the Seller’s bank at the time of the commencement of this transaction. Fees will be transmitted out of the Seller’s bank free of all charges, liens, taxes or encumbrances of any kind except seller’s bank SWIFT wire transfer charges for affecting the said wire transfers. This document is unchangeable and irrevocable as to its content and constitutes a legal and binding contract for payment of the above said fees. This document may not be hypothecated without the express written permission from the undersigned. A facsimile E-mail copy of this agreement is considered to be and deemed as original, duly validated, legal, binding and enforceable on all parties hereto. This agreement is irrevocable, unconditional, assignable and divisible and follows the rules and regulations as set forth in the International Chamber of Commerce (“ICC”), 2000 edition, rules of conciliation and arbitration. Parties to this agreement are independent contractors and all contemplated payments and or disbursements hereunder are divided interests. Nothing in this agreement construes or creates a partnership or employer employee relationship between or among the Parties hereto. All Taxes, federal, state or other are the independent responsibility of each of the Parties hereto. Intermediaries cannot subpoena to appear in court to testify by any means. Intermediaries are not responsible for anything by any means. All responsibility rests on the principals. The Transaction Code or any other identification codes, banks, fiduciaries or trusts, shall always remain the same and shall not be changed, including any and all additions, renewals, rolls and extensions, until this transaction has been completed, without the written consent of the Parties hereto. The Parties hereto agree not to circumvent, and not to disclose any confidential information relating to, any of the Parties involved in this transaction or any future transactions for a period of THREE (3) years from the date of the last contract invoice under the above-mentioned transaction code, including any and all additions, renewals, rolls and extensions, and such agreement not to circumvent or to disclose aforesaid shall apply to any following transaction or new agreement between the Parties. This agreement shall be governed by, and construed and interpreted in accordance with the laws, rules and regulations of LONDON, ENGLAND, the courts of which shall be the forum for any and all disputes arising out of or in connection herewith. PAYMENT ORDER VALUE: Total: 3% ​of the transacted amount of the above-referenced transaction CODE NO. SBAJS200MT0920 to including rolls and extensions, payable to the paymasters beneficiaries named herein. Such payment shall be made via swift wire, without protest, delay or deduction and free of any bank charges (except for normal bank transfer charges) local and national Taxes and liens, to the extent legally permissible. The Total of 3% ​of the transacted amount for agents’ fees, including rolls and extensions, shall be split and paid, as follows: ⦁ Seller Agents’ Side 1.5% (CLOSED) - To be paid by the Seller ⦁ Buyer Agents’ Side 1.5% (CLOSED) - To be paid by the Seller SELLER AGENT SIDE: 1.5% CALCULATED ON THE TOTAL VALUE OF THE TRANCHE AND OR TOTAL CONTRACTUAL QUANTITY (INCLUDING ROLLS AND EXTENSIONS) WILL BE PAID TO THE FOLLOWING: (THE PAYMASTER RESERVES THE RIGHT TO CHANGE THE BANK COORDINATES STATED HEREIN AT ANY TIME BY PROVIDING WRITTEN REQUEST TO THE PAYER) GENERAL PAYMASTER REQUIRED MESSAGE “FUNDS ARE GOOD, CLEAN, CLEARED AND OF NON-CRIMINAL AND NON-TERRORIST ORIGIN, ARE LIEN FREE AND UNENCUMBERED FUNDS. PAYABLE IN CASH AND IN FULL AMOUNT IMMEDIATELY UPON RECEIPT BY BENEFICIARY BANK, BASED ON THE SAME DAY VALUE 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 IN ACCORDANCE WITH TRANSACTION CODE NO.: SBAJS200MT0920 AND​ A COPY OF BANK WIRE TRANSFER SLIP SHALL BE EMAILED TO EMAIL PAYMASTER: TEXT MESSAGE​: ​THE SWIFT OR CLEARSTREAM TEXT MESSAGE COVERING ALL REMITANCES SHALL CLEARLY STATE THE FOLLOWING: SAME DAY TRANSFER AND INMEDIATE CREDIT. REMITTER IS KNOWN TO US. THIS TRANSFER IS WITH FULL BANKING RESPONSIBILITY AND WE ARE SATISFIEDAS TO THE SOURCEOF THE FUNDS SENT TO US. CLEARED, CLEAN, LIEN FREE AND UNENCUMBERED FUNDS, EARNED FROM FINANCIAL CONSULTING FEES ON COMMERCIAL ENTERPRISES OF NON-CRIMINAL AND NON-TERRORIST ORIGINS, KNOWN BY TRASACTION CODE: SBAJS200MT0920​ BENEFICIARY 1,5% SIGNATURE & SEAL 25TH JANUARY, 2020 BUYER AGENT SIDE: 1.5% CALCULATED ON THE TOTAL VALUE OF THE TRANCHE AND OR TOTAL CONTRACTUAL QUANTITY (INCLUDING ROLLS AND EXTENSIONS) WILL BE PAID TO THE FOLLOWING: (THE PAYMASTER RESERVES THE RIGHT TO CHANGE THE BANK COORDINATES STATED HEREIN AT ANY TIME BY PROVIDING WRITTEN REQUEST TO THE PAYER) ACCOUNT NAME ACCOUNT NO BANK NAME BANK ADDRESS SWIFT CODE SPECIAL INSTRUCTIONS SAMEDAY TRANSFER AND IMMEDIATE CREDIT FOR EACH ROLLS AND EXTENSIONS. EACH TRANSFER PAYMENT MUST INCORPORATE STATED BELOW TEXT MESSAGE, TOGETHER WITH THE TRANSACTION CODE AND A COPY OF BANK WIRE TRANSFER SLIP SHALL BE EMAILED TO: REQUIRED MESSAGE “FUNDS ARE GOOD, CLEAN, CLEARED AND OF NON-CRIMINAL AND NON-TERRORIST ORIGIN, ARE LIEN FREE AND UNENCUMBERED FUNDS. PAYABLE IN CASH AND IN FULL AMOUNT IMMEDIATELY UPON RECEIPT BY BENEFICIARY BANK, BASED ON THE SAME DAY VALUE 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 IN ACCORDANCE WITH TRANSACTION NO SBAJS200MT0920 AND A COPY OF BANK WIRE TRANSFER SLIP SHALL BE EMAILED TO: SIGNATURE DATE By signing below, both Parties abide by their corporate and legal responsibility, and execute this IMFPA under full penalty of Perjury. Agreed and accepted BY SELLER: Agreed and accepted BY BUYER: Name: MR.PAUL M. MARTIN Name: Title: CEO - SELLER OWNER Title: Passport Number: COPY WITH DELIVERY Passport Number: Nationality: BRITISH Nationality: Signed Date: 25TH JANUARY, 2020 Signed Date 25TH JANUARY, 2020 APPENDIX- 2 PASSPORT COPY OF BUYER & COMPANY CERT.OF REGISTRATION OFF MARKET SALES AND PURCHASE AGREEMENT FOR SPA TRANSACTION REFERENCE CODE NO: SBAJS200MT0920​ APPENDIX- 3 PRIME BANK SWIFT MT799 APPROVED VERBIAGE APPROVED VERBIAGE FOR SWIFT MT799 BLOCKED FUNDS. OFF MARKET SALES AND PURCHASE AGREEMENT FOR SPA TRANSACTION REFERENCE CODE NO: SBAJS200MT0920​ APPROVED VERBIAGE FOR SWIFT MT799 BLOCKED FUNDS SENDING BANK: BANK NAME: ADDRESS: ACCOUNT NUMBER: SWIFT CODE: BANK OFFICER: BANK TEL: AMOUNT CURREBCY: ACCOUNT NAME: RECEIVING BANK: BANK NAME: ADDRESS: ACCOUNT NUMBER: SWIFT CODE: BANK OFFICER: BANK TEL: AMOUNT CURREBCY: ACCOUNT NAME: ACCOUNT NUMBER: SUBJECT: SWIFT MT799 BLOCKED FUNDS WE, BANK OF XXXXXXXXXXX, REPRESENTED BY THE UNDERSIGNED OFFICERS, HEREBY CONFIRM, WITH FULL BANK RESPONSIBILITY AND LIABILITY ON BEHALF OF OUR ACCOUNT HOLDER : XXXXXXXXXXX CASH FUNDS IN THE AMOUNT OF (Numerical Amount) UNITED STATES DOLLAR (US$ Written Amount) IN THE ACCOUNT NUMBER: XXXXXXXXXXXXXX AS OF THE DATE OF THIS TRANSMISSION. WE FURTHER CONFIRM THAT THESE FUNDS ARE GOOD, CLEAN, CLEARED UNITED STATES DOLLARS OF NON-CRIMINAL ORIGIN AND ARE FROM LEGAL SOURCES. WE CONFIRM THAT THESE FUNDS ARE VERIFIABLE AND CONFIRMABLE ON A BANK-TO-BANK BASIS. THIS FUND IS BLOCKED IN FAVOUR OF BENEFICIARY (NAME OF FIDUCIARY )XXX XXXXXXXXXXX , FOR ONE YEAR (1) AND ONE (1) DAY AND VALID FOR FROM XX XXXX XXX DAY OF XX XXXXXXXX2020 AND UNTIL THE XX XXXDAY OF DEC .2021, 17:00 HRS LONDON IN UK TIME. THIS IS AN OPERATIVE BANK INSTRUMENT, FULLY TRANSFERABLE, DIVISIBLE, ASSIGNABLE, AND IRREVOCABLE AND IS SUBJECT TO THE UNIFORM COMMERCIAL CODE IT RELATES TO BANK CREDIT INSTRUMENTS. OFF MARKET SALES AND PURCHASE AGREEMENT FOR SPA TRANSACTION REFERENCE CODE NO: SBAJS200MT0920​ THIS BANK INSTRUMENT IS SUBJECT TO THE UNIFORM CODE AS IT RELATES TO BANK CREDIT INSTRUMENTS. DATE RECORDED: XX, BANK OFFICER #1 Name_______ BANK OFFICER #2 Name__________ E-MAILED AND OR FACSIMILE COPIES OF THIS AGREEMENT SHALL BE DEEMED ORIGINAL END OF DOCUMENT

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