Sale and Purchase Agreement Contract Code: 11012022
Sale and Purchase Agreement Contract Code: 11012022
Sale and Purchase Agreement Contract Code: 11012022
Both parties, companies, and their authorized representatives, whose signatures appear herein,
were all duly given full corporate authority by their respective company to enter into the present
sale and purchase agreement (hereinafter "SPA"), and have duly complied with all the legal
formalities and requirements of laws of their respective countries for this type of SPA, and further
agree to be bound by the International Chamber of Commerce (ICC), Paris, and other
internationally applicable commercial laws on matters related to contract dispute and resolution.
WHEREAS Above named parties through their respective signatories hereby desire to enter into
and to execute the present SPA, for Sale and Purchase of GOLD DORE BARS – 4kg
Purity : 97.% Minimum, Fineness: 23 Carats Minimum (hereinafter "COMMODITY") based on
specific description, terms and conditions as set forth below.
WHEREAS Seller, under full authority and responsibility, declares that he has the clear and
qualified right to sell the COMMODITY at his free disposal in the form of GOLD DORE BARS which
it has legally acquired with funds not connected with illicit trading or other illicit activities and that he
guarantees that he has the means to legally export the AU Dore Bars, from West Africa including:
Ivory Coast.
WHEREAS Buyer wishes to purchase Seller's commodity under the following terms and
conditions.
NOW THEREFORE in mutual consideration of the covenants of the parties and the terms and
conditions herein contained, the parties agree as follows:
1. COMMODITY SPECIFICATIONS & QUANTITY
The Seller, under full authority and responsibility, represents that he has the clear and
qualified right to sell the GOLD DORE BARS – 4 kg
Purity: 97% Minimum, Fineness: 23 Carats Minimum (hereinafter "COMMODITY")
The selling price of the commodity is an agreed price fixed 43,000usd per kg
Price calculated on the final quantity, after refining into 999.5/1000 purity and refinery’s
final assay report.
2. DELIVERY TERMS
The delivery of goods under this Agreement Shall we be CIF Basis to Buyer's Nominated
international airport.
3. SHIPMENT
The specified commodity is packed in boxes (smelter / assayer's standard) each containing 4
kilograms (or more if accepted by Buyer or Buyer's Designated Entity) of the commodity described
in this SPA.
The Seller will ensure that the product is securely loaded onto a bonded courier with all
insurance in place to buyer’s nominated destination and at the cost of the Buyer.
Seller will provide the Buyer with copies of the following, by facsimile transmission,
forty-eight (48) hours prior to each collection:
Shipment Reference;
Number of Boxes;
Gross Weight;
Net Weight;
Estimated Fine Gold Content.
Estimated Fine Silver Content;
Detailed Packing List;
Airway Bill Number;
Air Line Name and Flight Number;
Estimated Date of Arrival;
Original Assay Report;
CERTIFICATE OF ORIGIN – IN TERMS OF FRANK DODDS RULE
CERTIFICATE OF OWNERSHIP
The Seller will stick the following label on the box, containing the commodity and duly
sealed, before the arrival in the location of the customs of DUBAI. Information on the box
will be securely glued on the boxes in a very visible way. The property of gold is still to the
seller until final payment.
The Air Way Bill has to contain the boxed handling information above.
Consignee details:
4. DELIVERY DOCUMENTS
Each delivery shall be identified with all appropriate contract reference codes and numbers
and a label has to be put on the boxes of the commodity. The Seller will provide the
following documents to the Buyer, prior to the transport;
5. PAYMENT TERMS
Payment to be perfected by the Buyer, within forty-eight (48) hours after final assay or
mutually agreed manifest is drawn up and signed as accepted from the Buyer's nominated
Refinery or Bank payment in cash.
Reference Payment for Agreement: Buyer will lodge with their Bank instructions to have
funds in their Bank Account, allocated in an amount equal to LME less 15%, for 4kg
revolving renewable to upper edge of 4 Kg per month in his bank account with rolls &
Extensions Payment cash
6. BANKING COORDINATES
BANK NAME:
ACCOUNT NAME:
ACCOUNT NUMBER:
IBAN SWIFT CODE:
BANKING OFFICER:
BANK TEL NUMBER: Tel:
Mob:
BANK ADDRESS:
CORRESPONDING BANK:
BANK NAME:
ACCOUNT NAME:
ACCOUNT NUMBER:
SWIFT CODE:
IBAN
BANK TEL NUMBER: tel:
7. PROCEDURES
The Seller Issues Contract (this document) with full Seller's data on
contract, including the shipment time table.
The Buyer receives the Contract from the Seller and within twenty-four hours (24)
hours from the receipt, signs it and exchange PDF copy of contract via email with
the Seller; this is needed to perfect the shipment
Seller advises Buyer of expected shipping date, time of gold Shipment arrival and
provides the Buyer with copy of the AWB, including ETD and ETA of aircraft.
Buyer arranges for the logistics to receive the commodity and process the tranche
through customs and delivery to refinery.
The expenses of clearance and the transport, from the destination airport, to the
Buyer's destination will be paid by Buyer.
Payment within 48 hours after assay report of refinery. The Buyer and Seller
enter into agreement.
8. TITLE OF GOODS
The Title of the Commodity shall pass from the Seller to the Buyer or
Buyer's Designated Entity once the Payment is made in accordance with
this SPA.
Seller confirms and warrants that the title of the commodity to be sold herein
will be free and clear of any and all liens and/or encumbrances and of legal
origin.
The parties hereto individually and separately accept that all liabilities for
taxes, levies, duties, charges and any institutional costs applicable in the
execution their respective rules and regulations will be covered by respective
parties. In the event it occurs, the parties hereto shall only be responsible for
those commissions and fees that they in writing have agreed to pay. Each
party shall indemnify and hold the other party harmless against any third party
claims or other forms of payment demands of above-mentioned nature.
Additional charges due the excessive impurity content will be deducted from
the amount payable to the Seller.
The parties hereto agree to respect each other's proprietary interests and
not to reveal details and/or information to parties and/or individuals other
than those who are the officers involved in handling this transaction. Except
without the written consent of the other party, no communication is to be
made by one party to other party's bank, its handling officer(s) and/or
manager(s).
In the event that this transaction will not materialize, concluded or will just
reach the stage where the Seller was able to know the particulars and
material information or coordinates of the Buyer, the latter is prohibited to use
and utilize this information or coordinates for purposes of contacting directly
the Buyer herein to continue the failed transaction or similar arrangements
involving the same commodity or dealings. Prohibition will be in force and
effect for a period of Five (5) years from the date of execution hereof.
The parties hereto shall not be liable for any failure to perform in the event
of force majeure clauses as stated in the Standards/Publications of the
International Chamber of Commerce (ICC), Paris.
12. ARBITRATION
In the event of dispute involving to or related to any portion of this SPA and
that same cannot be resolved in an amicable way, each party of this SPA
shall have the right to take the proper legal recourse and shall be bound by
the arbitration procedures of the International Chamber of Commerce in
accordance with its rules for a pre-arbitral referee procedure.
All disputes and settlement arising out of or in connection with the present
SPA shall be governed, settled by one or more arbitrators that will be
appointed or designated in accordance with the above-mentioned rules of
arbitration.
In any action or proceedings to enforce the arbitral award of the arbitration has
failed, the USA Law shall apply and venue of action shall be in the USA.
14. SPECIAL PROVISIONS
The Buyer agrees that the Seller can send one representative to
accompany the commodity at all times, until the ownership of the
commodity is transferred to the Buyer or Buyer's Designated
Entity. The
Seller will instruct his representative to authorize the opening of the crates, in
the presence of a customs official and a Buyer’s representative, at the
destination airport, for the verification purposes.
This SPA contains the full SPA and entire understanding of the parties
herein with respect to the subject matter hereof and supersedes all prior and
contemporaneous understandings of parties with respect to the same subject of
this SPA. No changes, alterations or substitutions shall be permitted unless
the same shall be notified in writing and signed by both parties.
This SPA shall be accepted to be legal and binding by both parties if executed and
sent by fax and/or E-Mail direct to the parties concerned at the numbers
contained within this SPA.
The terms of this SPA shall be confirmed and signed by the Buyer and the
Seller via facsimile or Email. Said executed facsimile or email shall be binding
and initiates and concludes the legal liabilities between Buyer and Seller of
this SPA.
The Seller and Buyer each declare unto one another that the Commodity
herein for sale, and the origin of the funds used for purchasing the
Commodity, do NOT contravene: The Drug Trafficking Offenses Act
1986, The Criminal Act 1988, The Prevention of Terrorism
(Temporary Provisions) Act 1989, The Criminal Justice (International Co-
operation) Act 1990, The Criminal Justice Act 1993, and The Money
Laundering Regulations 1993, Patriot Act 2001, or any other illegal or criminal
activity. And accordingly each party to this contract indemnifies each other
against any such allegations which, may or may not be made in the future.
Buyer : AAI
Name:
AHMED ABDELHAFEZ
Contact: +1-813-203-2933
Nationality: USA
Passport Number:
566666069
Country of Issue: USA
SIGNATURE:
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