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

IRREVOCABLE MASTER FEE PROTECTION AGREEMENT (IMFPA)

Contract Information
Contract Code : MAFBS/4/2019
Seller’s Name : KATZ MICHAEL - Global Trading Mining Company Ltd.
Seller’s Code : MAFBS/FTTLS/4/2016-2019
Mandates & Seller’s Pieter Machiel Pelser and Olike Alex Maduabuchi
Representatives :
Buyer’s Name : SUNG SUB LEE
Buyer’s Code :
Buyers Mandate: SUNG SUB LEE
Paymaster: SELLER Global Trading Mining Company Ltd KATZ MICHAEL
General
CIF – HONG KONG/SOUTH KOREA Refinery 500 kgs
Trial Shipment followed by 1,000 kgs monthly for 5
Type of deal
years with roll over and extensions of 5 years to Buyer
destination
Product GOLD DORE BARS
Product Origin DOUALA - CAMEROUN
CIF – HONG KONG/SOUTH KOREA Refinery 500 kgs
Trial Shipment followed by 1,000 kgs monthly for 5
QUANTITY
years with roll over and extensions of 5 years to Buyer
destination
Price LMB Minus 12% on date of transaction
Mark-Up Fees of LME -12% p/kg of gold minus $30, 000-00 PER KG
Professional Fees/
of the quantity and duration of contract which include $ 1, 000 p/kg
Commission Mark Up
for Buyers representatives.
CIF – HONG KONG/SOUTH KOREA Refinery 500 kgs
Trial Shipment followed by 1,000 kgs monthly for 5
Terms
years with roll over and extensions of 5 years to Buyer
destination

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

WORKING AGREEMENT (NCNDA) AGREEMENT (IMFPA)

WHEREAS the undersigned wish to enter into this In the above mentioned transaction and in any and all transactions
Agreement to define certain parameters of the with this Buyer involving the purchase of product AS PER
future legal obligations, are bound by a duty of ABOVEMENTIONED SELLERS OFFER, the following will set out the
Confidentiality with respect to their sources and protection of fees should the contract be executed and consummated
contacts. under the terms and conditions mutually agreed.
Now, therefore, I, the SELLER(Authorized Signatory, hereinafter
 2

WHEREAS the undersigned desire to enter a known as The Seller), acting with full corporate and legal authority
working business relationship to the mutual and and responsibilities, under PENALTY OF PERJURY of Law, do
common benefit of the parties hereto, including hereby irrevocably confirm and irrevocably accept to pay (Seller
their affiliates, subsidiaries, stockholders, partners,
Mandate & Seller’s Representative)at the same time and
co-ventures, trading partners, and other associated
in a manner as (seller) are being paid for each and every payment
organizations (hereinafter referred to as
that is being made by the Buyer for this contract up to the completion
“Affiliates”).
of the transaction plus rollovers and extensions and in accordance
with the details that is specified in this contract. I do issue this
NOW THEREFORE in consideration of the mutual
Irrevocable Disbursement Instrument, Master Fee Protection
promises, assertions and covenants herein and
Agreement to the Beneficiary for Consultant Services. I do herewith
other good and valuable considerations, the
agree and guarantee to pay the fees not only for the transaction
receipts of which is acknowledged hereby, the
referenced above but for any and all transactions under any
parties hereby agree as follows:
transaction number with this Seller. This irrevocable payment is
issued pursuant to and in acknowledgement of the Buyer’s
1.TERMS AND CONDITIONS
responsibilities under the present contract.
A.The parties will not in any manner solicit, nor
Upon execution of this agreement and prior to, or simultaneously with
accept any business in any manner from
the first payment from the Buyer, the Seller guarantees that he will
sources or their affiliates, which sources were
pay the full amount due according to this IRREVOCABLE MASTER
made available through this agreement,
FEE PROTECTION AGREEMENT. Seller waives all defenses.
without the express permission of the party
The Seller further agrees that the Professional Fees stated are
who made available the source and,
compensation for services rendered and are irrevocable, irretrievable
B. The parties will maintain complete
and unconditionally guaranteed to be paid simultaneously for each
confidentiality regarding each other’s
and every tranche paid for as referred to in the contract. The fees will
business sources and/or their Affiliates and
be free of legal impediment and free of any deductions for this and all
will disclose such business sources only to
subsequent transactions with this Buyer. This includes any new
the named parties pursuant to the express
agreement between the Buyer and the Seller, their shareholders
written permission of this party who made
and/or assignees.
available the source and,
The Seller agrees that if he attempts to circumvent, bypass, alter or
C. That they will not in any way whatsoever,
change this agreement (or the spirit of this agreement) by changing or
circumvent, or attempt to circumvent one
causing to be changed or having knowledge of any changes to the
another, or any of the other parties involved in
transaction numbers in this agreement to willfully and knowingly avoid
the transaction. The parties are desirous of
paying the fees owed to the persons listed below will contact the
entering into and do, to the best of their
Seller and the FED with a Breach of Contract, Cease & Desist order
abilities, assure the other that the transaction
and any further buys will be halted.
codes established will not be affected and,
If any of the events in the above paragraph occur, the Buyer
D. That they will not disclose names, addresses,
understands and agrees that he will be excluded from conducting
e-mail address, telephone or any other form of
business with this Buyer at any time in the future. The Seller
contact details or any other contacts by either
understands and agrees that this order includes this existing
party to third parties and that they each
agreement. The Seller also agrees to pay restitution to the person
recognize such contacts as the exclusive
listed below in the full amount that would have been paid if an
property of the respective parties and they will
avoidance of payment, circumvention, alteration or change of the
not enter into any direct negotiations or
transaction (or code) number(s) had not occurred and in the event of
transactions with such contacts revealed by
failure to deliver as per signed Offer and Sales and Purchase
the other party, unless express written
Agreement.
permission is given from
E. That they further undertake not to enter into We the undersigned being the Seller named legally authorized
business transaction with banks, investors, representative as stated within the signed and legally binding main
sources of funds or other bodies, the names of transaction, contract unconditionally agree and undertake to approve
which have been provided by one of the and originate all payments in Dollar currency for the seller groups as the
parties to this agreement, unless written
 permission has been obtained from the other rightful and payable Professional Fees. This agreement also acts as a
party to do so. For the sale of this agreement, record confirming the TOTAL Mark-Up Fees of;
it is irrelevant whether information was a) 50% of LME -12% p/kg of gold minus $30, 000-00 PER KG of
obtained from a natural or a legal person. The
the quantity and duration of contract, minus $500.00 p/kg
parties also undertake not to circumvent this
to Buyer’s side representatives from P M Pelser’s mark-up
clause by making use of a third party and,
F. That in the event of circumvention of this and
Agreement by either party, directly or b) a) 50% of LME -12% p/kg of gold minus $30, 000-00 PER
indirectly, the circumvented party shall be KG of the quantity and duration of contract, minus $500.00
entitled to a legal monetary penalty equal to
p/kg to Buyer’s side representatives from A M Olike’s
the maximum service it should realize from
mark-up.
such a transaction plus any and all expenses,
including but not limited to all legal costs and NOTE:

expenses incurred to recover the lost revenue Such Professional Fees will be aid free of legal impediment and free of

and, any deductions. The Professional Fees fixed through this Irrevocable
G. All considerations, benefits, bonuses, Master Fee Protection Agreement at the rate of the fee as calculated
participation fees and/or commissions according to the terms of the contract, shall be paid in United State
received as a result of the contributions of the Dollars by the buyer to the beneficiaries listed in this IMFPA. Payment
parties in the Agreement, relating to any and will be made as and when any amounts in respect of the contractual
all transactions will be allocated as mutually Agreements is received in terms of the Payment Guarantees including
agreed and, all additions or renewals thereof. This includes any other commodity or
H. The parties hereby irrevocably and logistic services the parties herein may offer each other.
unconditionally agree and guarantee to honor
and respect all such fees, or remuneration in
All Parties agree not to circumvent, avoid, bypass or obviate each
accordance with attached Addendums and
other directly or indirectly to avoid payment of Professional Fees in
I.Legal remedy for breach of any of the above
any transaction pending, or in the future, for as long as a contract
agreed to covenants shall be governed by the
shall remain in force between two principals, or, for a period of five (5)
laws of the country of the Party declaring such
years from the date of execution of this agreement should no contract
breach. In an event that an amicable
result. At no time shall either party disclose or otherwise reveal to any
settlement cannot be reached by mutual
third party any confidential information, code or reference and or any
discussion and/or arbitration by a third party,
such information advised to the other party as being confidential or
each of the Parties subject to the declared
privileged without the formal written permission of the other party.
breach shall be responsible for their own legal
TERM & CONDITIONS:
expenses, until a settlement or judgement is
This master fee protection agreement covers the initial
reached, provided however, that the Party
contract and shall include any renewals, extensions, rollovers,
found in default by a judgement / arbitration
additions or any new or transfer contract any how originated
shall compensate in full the aggrieved Party
from this transaction because of the above intermediaries or
for all its legal expenses, notwithstanding any
changing codes of the initial contract entered into between the
other provisions of the judgement,
BUYER and SELLER.
J. The duration of the Agreement shall be
This master fee protection agreement and any subsequently
perpetuated for first trial with monthly for five (5)
issued pay orders shall be assignable, transferable and
years with possible rolls and extensions 5 years from
divisible and shall not be amended without the express written
date hereof.
and notarized consent of the receiving beneficiary. This
K.extended to begin from each successful
document binds all parties, their employees, associates,
business transaction, and any and all
transferees and assignees or designees.
transactions entertained by the parties
including follow-ups, repeated, extended or re-
All faxed and/or e-mailed signatures shall be considered as
negotiated transactions.
original signatures for the purpose of binding all parties to this
agreement. This document may be signed & in any number of
 4

2.AGREEMENT TO TERMS counterparts all of which shall be taken together and shall
A. Signatures on this Agreement received by the constitute as being one & the same instrument.
way of Facsimile, Mail and/or E-mail shall be Any party may enter into this document and the agreement
deemed to be an executed contract. constituted thereby by signing any counterpart any time, date
Agreement enforceable and admissible for all or period mentioned in any provision of this document shall
purposes as may be necessary under the only be amended by agreement in writing and signed off by all
terms of the Agreement. parties concerned.
PARTIAL INVALIDITY:
B. All signatories hereto acknowledge that they The legality, invalidity and non-enforceable provision of this
have read the foregoing Agreement and by document under the laws of any jurisdiction shall not affect its
their initials and signature that they have full illegality, validity or enforceability under the law of any other
and complete authority to execute this jurisdiction or provision.
document for and in the name of the party for
which they have given their signature.

SELLER: Global Trading Mining Company Ltd.

Represented by: KATZ MICHAEL

____________________

Signature:
Date: 23rd October 2019
Buyer: Einstar Trade & Telecom

Represented by: SUNG SUB LEE

____________________

Signature:

Date: 23rd October 2019

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

WORKING AGREEMENT (NCNDA) AGREEMENT (IMFPA)

THE SELLER
NAME : KATZ MICHAEL ACCEPTED BY US WITH BELOW BANK DETAILS
 Beneficiary’s
Passport no # : EB647308 Name : As per IMFPA List attached
Company Global Trading Mining Company
Nationality : Swedish Citizen Name: Ltd.
Company Name : Global Trading Mining Company Ltd. BANK : SWED BANK
Designation : Mr. SWIFT: SWEDSESSXXX
Address : 6246 Douala-Cameroun Account Global TMC
Telephone # : (+237) 680499662 Name: N0:
Account 9247462832
Fax # :
Bank Frihamnen Stockholm 102 54
Address: Sweden.
Mobile # : +46 72 041 1411 Bank
Officer :
Bank
Email Address : [email protected]
Telephone:
www.globaltradingmining.com :
Web Address : Bank Fax # :

23rd October, 2019. Paymaster

Today’s Date :
for: As per IMFPA

SIGNATURE
&
SEAL

PREADVICE MUST BE SENT VIA SWIFT

Required Message: ALL TRANSFER INSTRUCTIONS SHALL STATE: "Immediate credit – same day value / instant
cash upon receipt; Required Message: Remitter PRIOR TO WIRE TRANSFER & EMAIL a notification
immediately upon each tranche transfer payment together with the transactions code/s to: e-mail
[email protected] known to us. This is done with full banking responsibility and we are satisfied as
to the source of the funds sent us." "Funds are clean and clear, of non-criminal origin and are payable in cash
immediately upon receipt by beneficiary bank

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

WORKING AGREEMENT (NCNDA) (IMFPA)

MANDATE & SELLER’S REPRESENTATIVE

 6

50% of LME -12% p/kg of gold minus $30,

000-00 PER KG of the quantity and duration
of contract, minus $500.00 p/kg to Buyer’s
side representatives from P M Pelser’s
mark-up On First Tranche 500 Kg with
1000kg from second month onwards for 5
years Contract, with possible rolls over and
extensions for 5 years for Contract
Durations and Conditions. (CLOSED) of
Alluvial of Gold Dore Bars to be Delivered
to Hong Kong/South Korea CIF Buyer’s

NAME : Pieter Machiel Pelser Commission : Designated Airport into the below account
of Dr Senyi Loum with bank AfrAsia Bank
Ltd, and remit to the Offshore or Local
Accounts of Pieter Machiel Pelser. This
account number may change in future The
Authorized Mandate &Seller’s
Representative Mr. Pieter Machiel Pelser
will have the right to change his Paymaster
Banking Details to his offshore account or
any Local Account but must notify the
buyer, Paymaster and Seller by writhing in
advance of payment.

521103 5056 082 Final Beneficiary’s

Passport / ID : Pieter Machiel Pelser
Name :
Beneficiary Account
Nationality : South African 072981000000025
No :
Company Name :N/A IBAN No: Mu98afbl2501072981000000025 EUR
Designation : MR Beneficiary Bank Name: AfrAsia Bank Ltd
Farm 436, Portion 68, Lephalale, Bowen Square 10, Dr Ferriere Street,
Address : Bank Address:
Limpopo, South Africa Port Louis, Mauritius
Telephone # : Nil Swift Code : AFBLMUMU
Fax # : Nil Correspondent Bank DEUTCHE BANK AG FRANKFURT
Mobile # : +27 83 460 2785 AfrAsia Bank Acc No 100 9550971 0000
Email Address : [email protected] Swift Code DEUTDEFF
Correspondent Bank CITIBANK, LONDON
SKYPE NAME: Nil AfrAsia Bank Acc No 0018473188
Swift Code CITIGBCZL
Global Trading Mining Company Ltd.
23rd October 2019
Today’s Date : Paymaster
SIGNATURE
&
SEAL
Pieter Machiel Pelser

PREADVICE MUST BE SENT VIA SWIFT

Required Message: ALL TRANSFER INSTRUCTIONS SHALL STATE: "Immediate

credit – same day value / instant cash upon receipt; Required Message: Remitter PRIOR TO WIRE TRANSFER &
EMAIL a notification immediately upon each tranche transfer payment together with the transactions code/s
to sms: +27 83-460-2785 and e-mail: [email protected] and [email protected] mail
known to us. This is done with full banking responsibility and we are satisfied as to the source of the funds
sent us." "Funds are clean and Clear, of non-criminal origin and are payable in cash immediately upon receipt
by beneficiary bank

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

WORKING AGREEMENT (NCNDA) (IMFPA)

MANDATE & SELLER’S REPRESENTATIVE

50% of LME -12% p/kg of gold minus $30,
000-00 PER KG of the quantity and duration
of contract, minus $500.00 p/kg to Buyer’s
side representatives from A M Olike mark-up
On First Tranche 500 Kg with 1000kg from
second month onwards for 5 years Contract,
with possible rolls over and extensions for 5
years for Contract Durations and Conditions.
(CLOSED) of Alluvial of Gold Dore Bars to be
Delivered to Hong Kong/South Korea CIF
NAME : Olike Alex Maduabuchi Commission : Buyer’s Designated Airport into the below
account of Dr Senyi Loum with bank AfrAsia
Bank Ltd, and remit to the Offshore or Local
Accounts of Olike Alex Maduabuchi .This
account number may change in future. The
Authorized Mandate &Seller’s Representative
Mr. Olike Alex Maduabuchi will have the right
to change his Paymaster Banking Details to
his offshore account or any Local Account but
must notify the buyer, Paymaster and Seller
by writhing in advance of payment.
A03870126
Final Beneficiary’s
Passport # : Olike Alex Maduabuchi
Name :
Awaiting New Passport
Beneficiary Account
Nationality : Nigerian 072981000000025
No :
Company Name :N/A IBAN No: Mu98afbl2501072981000000025 EUR
Designation : MR Beneficiary Bank Name: AfrAsia Bank Ltd

206 Tanmour Court 48

Supper Road Beria. Bowen Square 10,Dr Ferriere Street, Port
Address : Bank Address:
Johannesburg - CODE:2198 Louis, Mauritius
SOUTH AFRICA
Telephone # : +27731000667 Swift Code : AFBLMUMU
Fax # : N/A Correspondent Bank DEUTCHE BANK AG FRANKFURT
 8

Mobile # : +27734444485/+27728888847 AfrAsia Bank Acc No 100 9550971 0000

Email Address : macdon80 [email protected] Swift Code DEUTDEFF
Correspondent Bank CITIBANK, LONDON
SKYPE NAME: Diamond King1 AfrAsia Bank Acc No 0018473188
Swift Code CITIGBCZL
Global Trading Mining Company Ltd.
23rd October 2019
Today’s Date : Paymaster:

SIGNATURE
&
SEAL

Special Instructions:

PREADVICE MUST BE SENT VIA SWIFT

Required Message: ALL TRANSFER INSTRUCTIONS SHALL STATE: "Immediate credit – same day value /
instant cash upon receipt; Required Message: Remitter PRIOR TO WIRE TRANSFER & EMAIL a
notification immediately upon each tranche transfer payment together with the transactions code/s
to: +27734444485 and +27731000667 e-mails:[email protected] and
[email protected] known to us. This is done with full banking responsibility and we are
satisfied as to the source of the funds sent us." "Funds are clean and clear, of non-criminal origin and
are payable in cash immediately upon receipt by beneficiary bank."
The Authorized Mandate &Seller’s Representative Mr. Olike Alex Maduabuchi will have the right to
change his Paymaster Banking Details to his offshore account or any Local Account but must notify
the buyer, Paymaster and Seller by writhing in advance of payment.

ALL BANK CHARGES SHOULD BE BORNE BY ACCOUNT BENEFICIARIES ABOVE

 NOTARY PUBLIC

ON THIS DATE 23rd October 2019

BEFORE ME, THE UNDERSIGNED NOTARY PUBLIC PERSONALLY 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.

________________________
NOTARY PUBLIC SIGNATURE

OFFICER NAME:
TITLE:
NOTARY PUBLIC NAME:

TEL: +
TODAY’S DATE: 23rd October 2019

[SEAL]

“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).

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 DOCUMENT