NCNDA IMPFA XXXXXXXXXXXXXXXXXXXXXXX

PAY ORDER FOR 2.400.
000 METRIC TONS WITH R&E
NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT (NCNDA)

IRREVOCABLE MASTER FEE PROTECTION AGREEMENT (IMFPA)
DATE October 24, 2024
PRODUCTS TO BE PURCHASED
CONTRACT CODE : XXXXXXXXXX
BUYER’S CODE : XXXXXXXXXX
PURCHASE ORDER or ICPO
XXXXXXXX
NUMBER :
TYPE OF CONTRACT : XXXXXXXXXX
PRICE & DISCOUNT: $ 375 PER MT
PRODUCT ORIGIN : RUSSIA
CONTRACT QUANTITY : 100.000 MT PER MONHT/1.200.000 MT PER YEARS
CONTRACT PERIOD : 2 YEARS
DELIVERY: VIETNAM
Quality, quantity, weight and photo by Société Générale de Surveillance (SGS) or
INSPECTION: substantially equivalent, internationally approved agency, at Seller’s cost at port of
loading.
PAYMENT TERM : LC/MT700
US$75.00 per MT delivered to be paid by the Buyer as set forth below in this
COMMISIONS:
Irrevocable Pay Order/Master Fee Protection Agreement.
BUYER NAME : XXXXXXXXXX
BUYER REPRESENTATIVE: XXXXXXXXXXXX
CONTRACT RELEASED DATE : XXXXXXXXXX
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 BUYER, under
Agreement to define certain parameters of the future legal penalty of perjury do hereby irrevocably confirm and
obligations, are bound by a duty of Confidentiality with irrevocably accept to pay all intermediaries and fee holders at
respect to their sources and contacts. This duty is in the same time and in a manner as the seller is being paid for
accordance with the International Chamber of Commerce. each and every transaction of this contract up to the completion
of the contract plus rollovers and extensions and in accordance
with the bank details to be specified in the hard copies of this
WHEREAS the undersigned desire to enter a working
contract.
business relationship to the mutual and common benefit of
We, the BUYER, irrevocably confirm that we will order and
the parties hereto, including their affiliates, subsidiaries,
direct our bank to endorse automatic payment orders to the
stockholders, partners, co-ventures, trading partners, and beneficiaries named below; furthermore, We, the BUYER,
other associated organizations (hereinafter referred to as confirm that all pay orders shall automatically transfer funds as
“Affiliates”). directed into each beneficiaries designated bank account within
1 (one) day after the date of closing and completion of each
NOW THEREFORE in consideration of the mutual and every shipment of the product during the contract term plus
promises, assertions and covenants herein and other good any/or extensions and rollover of the specified contract. For the
and valuable considerations, the receipts of which is purpose of clarity, we confirm that the closing and completion
acknowledged hereby, the parties hereby agree as follows: of each and every shipment shall be deemed to take place when
the letter of credit issued by the buyer has been drawn down at
1. TERMS AND CONDITIONS the counters of the issuing bank.
A. The parties will not in any manner solicit, nor We, the BUYER, agrees to provide all beneficiaries with
accept any business in any manner from sources written evidence of the pay orders lodged with our bank
or their affiliates, which sources were made together with acknowledgements of their acceptance.
Furthermore, our bank shall be instructed to provide duly
available through this agreement, without the
signed and stamped acknowledgement of this instruction as set
express permission of the party who made
out in the annex. Forming part of this agreement. It is
available the source except where The Parties can
understood that for the purposes of this Master Fee Protection
demonstrate in writing they have a business Agreement, our bank shall be the same bank and this IMFPA
relationship with said Parties, or affiliates or
1
SELLER SIDE 1 (signature): SELLER SIDE 2 (signature ): BUYER SIDE 1 (signature ): BUYER SIDE 2(signature ):
PAY ORDER FOR 2.400.000 METRIC TONS WITH R&E

sources which pre-dates this agreement. and, acts as an integral part of it.
B. The parties will maintain complete confidentiality
regarding each other business sources and/or their We the undersigned being BUYER named legally authorized
Affiliates and will disclose such business sources representative as stated within the signed and legally binding
only to the named parties pursuant to the express main transaction, contract unconditionally agree and undertake
written permission of this party who made to approve and originate all payments in USD currency to all
beneficiaries named below as their rightful and payable
available the source, and,
commissions. This agreement also acts as a record confirming
C. That they will not in any of the transactions the
the commission amounts for each named beneficiary as set out
parties are desirous of entering into and do, to the
below:-
best of their abilities assure the other that the
transaction codes established will not be affected. TOTAL COMMISSION SHALL BE PAID BY THE
D. That they will not disclose names, addresses, e- BUYER AS FOLLOWS:-
mail address, telephone and tele-fax or telex The amount of delivered refinery should be settled as herein
numbers to any contacts by either party to third stated to be transferred into the account as follows:
parties and that they each recognize such  TOTAL FEE: US 75.00 per MT:
contracts as the exclusive property of the  Buyer Side: USD $37.50 per MT
respective parties and they will not enter into any  Seller Side: USD $37.50 per MT
direct negotiations or transactions with such
contracts revealed by the other party and TERM & CONDITIONS:
E. That they further undertake not to enter into This master fee protection agreement covers the initial contract
business transaction with banks, investors, and shall include any renewals, extensions, rollovers, additions
sources of funds or other bodies, the names of or any new or transfer contract any how originated from this
which have been provided by one of the transaction because of the above intermediaries or changing
codes of the initial contract entered into between the BUYER
F. Parties to this agreement, unless written
and SELLER.
permission has been obtained from the other party
This master fee protection agreement and any subsequently
(ies) to do so. For the sale of this agreement, it
issued pay orders shall be assignable, transferable and divisible
does not matter whether information obtained and shall not be amended without the express written and
from a natural or a legal person. The parties also notarized consent of the receiving beneficiary. All parties agree
undertake not to make use of a third party to neither to circumvent nor to attempt circumvent either for the
circumvent this clause. transaction of this current contract or in the future for a period
G. That in the event of circumvention of this of five (5) years from the date of the execution of this fee
Agreement by either party, directly or indirectly, protection agreement. This document binds all parties, their
the circumvented party shall be entitled to a legal employees, associates, transferees and assignees or designees.
monetary penalty equal to the maximum service it All faxed and/or e-mailed signatures shall be considered as
should realize from such a transaction plus any original signatures for the purpose of binding all parties to this
and all expenses, including but not limited to all agreement. This document may be signed & in any number of
legal costs and expenses incurred to recover the counterparts all of which shall be taken together and shall
lost revenue. constitute as being one & the same instrument.
H. All considerations, benefits, bonuses, Any party may enter into this document and the agreement
constituted thereby by signing any counterpart any time, date or
participation fees and/or commissions received as
period mentioned in any provision of this document shall only
a result of the contributions of the parties in the
be amended by agreement in writing and signed off by all
Agreement, relating to any and all transactions
parties concerned.
will be allocated as mutually agreed. Furthermore, we agree that any and all commissions due shall
I. This Agreement is valid for any and all be paid to the beneficiary as a result of any extension or rolls of
transactions between the parties herein and shall the contract and that we shall effect all necessary
be governed by the substantive law of England documentation with our bank without any undue delays to
and Wales. ensure such commissions and paid within the terms of the
J. The signing parties hereby accept such selected agreement.
jurisdiction as the exclusive venue. The duration
of the Agreement shall perpetuate for five (5)
years from last date of signing.
2

2. AGREEMENT TO TERMS PARTIAL INVALIDITY:

A. Signatures on this Agreement received by the way The illegality, invalidity and non-enforceable provision of this
of Facsimile, Mail and/or E-mail shall be an document under the laws of any jurisdiction shall not affect its
executed contract. Agreement enforceable and illegality, validity or enforceability under the law of any other
jurisdiction or provision.
admissible for all purposes as may be necessary
under the terms of the Agreement.
GOVERNING LAW AND JURISDICTION:
This document shall be governed & construed in accordance
B. All signatories hereto acknowledge that they have with current English or I.C.C. 400/500/600 signed between
read the foregoing Agreement and by their initials partners NCND laws.
and signature that they have full and complete
authority to execute the document for and in the ARBITRATION:
name of the party for which they have given their All parties agree to refer any disputes between the parties
signature. arising out of or in connection with this agreement including
any questions regarding its existence, validity or termination to
arbitration rules of the international arbitration centre (I.A.C).
The appointed arbitrator shall hold the proceedings in any
country chosen by the parties and the rules of the IAC shall
apply.
This document is signed and accepted by parties named below
as to be included in the main contract.
CLOSING PROCEDURES:
“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.
BUYER: XXXXXXXXXX
3

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

AGREEMENT (NCNDA) (IMFPA)
BUYER
ACCEPTED BY US WITH BELOW BANK DETAILS OUR
NAME :
BANK WILL BE USED AS PAYING BANK
BENEFICIARY NAME
DESIGNATION :
NAME :
COMPANY NAME : BANK NAME :
ADDRESS : BANK ADDRESS :
TEL : ACCOUNT No :
MOBILE : SWIFT CODE :
FAX : IBAN No :
EMAIL ADDRESS : BANK OFFICER :
SKYPE ID : BANK TEL :
PASSPORT No : BANK FAX :
NATIONALITY : ACCOUNT NAME :
TODAY’S DATE : SPECIAL MESSAGE :
SIGNATURE AND
SEAL :
SELLER SIDE: 1 SARA
4

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

WORKING AGREEMENT (NCNDA) AGREEMENT (IMFPA)
SELLER SIDE. -.
ACCEPTED BY US WITH BELOW BANK DETAILS
NAME:
OUR BANK WILL BE USED AS PAYING BANK
US $ 18,750 PER MT x
COMISSION SIZE
DESIGNATION: 1200000 MT X 2 YEARS =
(WITH ROLLS+EXT):
TOTAL $45.000.000,00
COMPANY
BENEFICIARY NAME:
NAME:
ADDRESS: BANK NAME:
TEL: BANK ADDRESS:
MOBILE: ACCOUNT №:
FAX: SWIFT CODE:

EMAIL
ACCOUNT NAME:
ADDRESS:
E-MAIL OFFICER
SKYPE ID:
NAME:
PASSPORT №: BANK TEL:
NATIONALITY: BANK FAX:
TODAY’S DATE:
SPECIAL WIRE INSTRUCTIONS:
PREADVICE MUST BE SENT VIA SWIFT PRIOR TO WIRE TRANSFER email & EMAIL a notification
immediately upon each tranche transfer payment together with the transactions code/s to XXXXX@XXXXXcom
REQUIRED MESSAGE:
ALL TRANSFER INSTRUCTIONS SHALL STATE: “FUNDS ARE CLEAN AND CLEAR, OF NON-CRIMINAL
ORIGIN AND ARE PAYABLE IN CASH IMMEDIATELY UPON RECEIPT BY BENEIFICIARY’S BANK”. Email
: XXXXX@XXXXXcom
SIGNATURE AND SEAL
SELLER SIDE: 2 GRUPO DELTA ANGOLA

5


SELLER SIDE. -
ARTUR CONSTANTINO DOS ACCEPTED BY US WITH BELOW BANK DETAILS
NAME:
SANTOS OUR BANK WILL BE USED AS PAYING BANK
US $ 18,750 PER MT x
COMISSION SIZE
DESIGNATION: CEO 1200000 MT X 2 YEARS =
(WITH ROLLS+EXT):
TOTAL $45.000.000,00
COMPANY
BENEFICIARY NAME: GRUPO DELTA ANGOLA
NAME: GRUPO DELTA ANGOLA
ADDRESS: Av Fidel de Castro, Hotel Diamond BANK NAME: TBP

Black 1 Andar Luanda Angola
TEL: BANK ADDRESS: TBP
+244 923 44 09 27
MOBILE: ACCOUNT №: TBP
+244 923 44 09 27
FAX: SWIFT CODE: TBP
EMAIL
ACCOUNT NAME: TBP
ADDRESS: [email protected]
E-MAIL OFFICER
SKYPE ID: TBP
rutrsantos2 NAME:
PASSPORT №: BANK TEL: TBP
NATIONALITY: BANK FAX: TBP

Angolan
TODAY’S DATE:
October 24, 2024
immediately upon each tranche transfer payment together with the transactions code/s to [email protected]
REQUIRED MESSAGE:
ORIGIN AND ARE PAYABLE IN CASH IMMEDIATELY UPON RECEIPT BY BENEIFICIARY’S BANK”.
Email: [email protected]
SIGNATURE AND SEAL
6

BUYER SIDE : DR CENEN

BUYER SIDE :
NAME: DR CENEN
COMISSION SIZE US $ 18,750 PER MT x 1200000
DESIGNATION: (WITH MT X 2 YEARS = TOTAL
ROLLS+EXT): $45.000.000,00
BENEFICIARY
COMPANY NAME:
NAME:
ADDRESS: BANK NAME:
TEL: BANK ADDRESS:
FAX: SWIFT CODE:
EMAIL ADDRESS: BANK OFFICER:
SKYPE ID: BANK TEL:
PASSPORT №: BANK FAX:
NATIONALITY:
PAYMASTER FOR:
TODAY’S DATE:

immediately upon each tranche transfer payment together with the transactions code/s to XXXXX@XXXXXcom
REQUIRED MESSAGE:
ORIGIN AND ARE PAYABLE IN CASH IMMEDIATELY UPON RECEIPT BY BENEIFICIARY’S BANK”. Email :
XXXXX@XXXXXcom
SIGNATURE AND SEAL
7

BUYER SIDE : DIRA

PAYMASTER BUYER SIDE :

NAME:
COMISSION SIZE US $ 18,750 PER MT x 1200000
DESIGNATION: (WITH MT X 2 YEARS = TOTAL
ROLLS+EXT): $45.000.000,00
BENEFICIARY
COMPANY NAME:
NAME:
ADDRESS: BANK NAME:
TEL: BANK ADDRESS:
FAX: SWIFT CODE:
EMAIL ADDRESS: BANK OFFICER:
SKYPE ID: BANK TEL:
PASSPORT №: BANK FAX:
NATIONALITY:
PAYMASTER FOR:
TODAY’S DATE:

immediately upon each tranche transfer payment together with the transactions code/s to _XXXXX@XXXXXcom
REQUIRED MESSAGE:
ORIGIN AND ARE PAYABLE IN CASH IMMEDIATELY UPON RECEIPT BY BENEIFICIARY’S BANK”. Email :
XXXXX@XXXXXcom
SIGNATURE AND SEAL
8

ALL BANK CHARGES SHOULD BE BORNE BY ACCOUNT BENEFICIARIES ABOVE
NOTARY PUBLIC
ON THIS DATE OF: _ _ _ _, 2018
BEFORE ME, THE UNDERSIGNED NOTARY PUBLIC, PERSOALLY APPEARED THE FOLLOWING:
TO ME KNOWN TO BE THE INDIVIDUALS DESCRIBED HEREIN AND WHO EXECUTED THE FOREGOING
INSTRUMENT, AND ACKNOWLEDGED THAT THEY EXECUTED THE SAME AS THEIR FREE ACT AND DEED.
MY COMMISSION EXPIRES:
_______________________________
NOTARY PUBLIC SIGNATURE
OFFICER NAME:
TITLE:
NOTARY PUBLIC NAME:
ADDRESS:
TEL:
TODAY’S DATE:
[SEAL]
BANK ENDORSEMENT
ALL PAYMENT ENTIRELY SHALL BE EXPRESSED IN USD/EURO CURRENCY EITNER BY WIRE TRANSFER
AND/OR ELECTRONIC LEDGER.
PAYMENT BY BANK GUARANTEE / SBLC OF USD $ _ _ _ _ _ _ _ (_ _ _ _ _ _ _ _ _ MILLION) USA $ OF TOTAL VALUE

PLUS PAYMENT AGAINST DOCUMENTS (TT) FOR EVERY BANK HAS TO BE A TOP 50 WESTERN BANK
_______________________________
BANK OFFICER 1 SIGNATURE
BANK OFFICE NAME:
TITLE:
PIN NUMBER:
BANK NAME
BANK ADDRESS:
BANK TEL:
TODAY’S DATE:
[SEAL]
_______________________________
BANK OFFICER 2 SIGNATURE
BANK OFFICE NAME:
TITLE:
PIN NUMBER:
BANK NAME
BANK ADDRESS:
BANK TEL:
TODAY’S DATE:
[SEAL]
9

_______________________________
END OF DOCUMENT
10

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PAY ORDER FOR 2.400.

000 METRIC TONS WITH R&E

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

NON-CIRCUMVENTION, NON-DISCLOSURE IRREVOCABLE MASTER FEE PROTECTION

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

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

2. AGREEMENT TO TERMS PARTIAL INVALIDITY:

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

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

COMPANY NAME : BANK NAME :

ADDRESS : BANK ADDRESS :

MOBILE : SWIFT CODE :

EMAIL ADDRESS : BANK OFFICER :

SKYPE ID : BANK TEL :

PASSPORT No : BANK FAX :

NATIONALITY : ACCOUNT NAME :

TODAY’S DATE : SPECIAL MESSAGE :

SELLER SIDE: 1 SARA

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

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

TEL: BANK ADDRESS:

FAX: SWIFT CODE:

NATIONALITY: BANK FAX:

SIGNATURE AND SEAL

SELLER SIDE: 2 GRUPO DELTA ANGOLA

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

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

ADDRESS: Av Fidel de Castro, Hotel Diamond BANK NAME: TBP

NATIONALITY: BANK FAX: TBP

SIGNATURE AND SEAL

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

BUYER SIDE : DR CENEN

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

TEL: BANK ADDRESS:

FAX: SWIFT CODE:

EMAIL ADDRESS: BANK OFFICER:

SKYPE ID: BANK TEL:

PASSPORT №: BANK FAX:

SPECIAL WIRE INSTRUCTIONS:

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

BUYER SIDE : DIRA

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

PAYMASTER BUYER SIDE :

TEL: BANK ADDRESS:

FAX: SWIFT CODE:

EMAIL ADDRESS: BANK OFFICER:

SKYPE ID: BANK TEL:

PASSPORT №: BANK FAX:

SPECIAL WIRE INSTRUCTIONS:

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

ALL BANK CHARGES SHOULD BE BORNE BY ACCOUNT BENEFICIARIES ABOVE

ON THIS DATE OF: _ _ _ _, 2018

PAYMENT BY BANK GUARANTEE / SBLC OF USD $ _ _ _ _ _ _ _ (_ _ _ _ _ _ _ _ _ MILLION) USA $ OF TOTAL VALUE

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

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