AU BULLION GOLD 200MT

Dear Sirs,

I, Mr. XXXXX XX-XXXXX holder of Passport No. xxxxxxxx hereby confirm with full legal and corporate responsibility under penalty of perjury that I, as the appointed Power of Attorney for and on behalf of the Seller, am ready willing and able to sell AU METAL GOLD against good clean and cleared United States Dollars, Euro currency or G9 currencies subject to the following terms and conditions stipulated hereunder:

1. Product Description:	AU in form of 12.5 Kg Bars, Fineness – 999.5% or better. Hallmarks – Internationally recognized and accepted in GLD Standard Bar Form, Less than five (5) years.
2. Quantity:	200 MT up to 10,000 MT with possible rolls and extensions, quantity to be fixed upon SOFT TTM at Hong Kong, SAR.
3. Price:	The agreed selling/purchase price is the quoted price in US Dollars on the day of Transaction as set by the London Bullion Market Association (LBMA) – Second fixing (PM) for AU METAL (GOLD BARS) the day before.
4. Discount:	Twelve  (12%) percent Gross and Nine  (9%) percent Net to Buyer.
5. Professional Charge:	One point Five Zero (1.50%) percent to Buyer Side and paid by Seller One point Five Zero (1.50%) percent to Seller side (CLOSED) and paid by Seller.
6. Payment:	Bank to Bank basis (Ledger to Ledger) All payments by clear, clean money of non-criminal origin.
7. Origin:	As per POP Documentation.
8. Location of Storage:	Private Security Warehouse, Hong Kong.
9. Transaction:	On Bank to Bank (Ledger to Ledger) basis.
10. Delivery:	Ex. Private Security Warehouse Hong Kong basic.
11. Tranches:	First Tranche: 200 Metric Tons and Second lift to be mutual agreed.
12. Shipment:	If Buyer wishes to ship it out of Hong Kong, after title changed buyer should order his Security Logistic company (such as BRINKS) for further arrangement, with the assistant from Seller.
13. Documents:	The Seller will provide the following Documents:     • 1) Certificate of Purity,     • 2) Packing List.     • 3) Certificate of Ownership     • 4) Warehouse Safekeeping Receipt (S.K.R.)     • 5) Certificate of Origin     • 6) Commercial Invoice     • 7) All Export documents     • 8) Tax Clearance including Declaration that the Product is free from liens and encumbrances.
14. Direct Meeting:	Direct meeting between Buyer and Seller to take place in Hong Kong to finalize transaction, after all terms & conditions and procedures are agreed.  The NCNDA/IMFPA is an APPENDIX to the SPA.

(AA) PROCEDURES:

1.       Seller and Buyer sign the Agreement and NCND-IMFPA by face to face or electronically, the electronic signatures are deemed acceptable to both parties, and exchange Color copy of passports of Seller and Buyer’s witness/Corporate Resolution/Color copy of passport of the authorizer.

2.       Buyer and Seller lodge the signed agreements along with NCND-IMFPA to their respective banks; Buyer issues the confirmation letter to the Seller for setting up the “WINDOW TIME” to commence the transaction

3.       On the appointment day during the “WINDOW TIME”, Seller’s Bank Officer shall contact directly to Buyer’s Bank Officer to acknowledge of having received the agreement and be ready to perform the agreement as per transaction Code …… then Buyer’s Bank Officer will confirm availability of cash on deposit of funds to purchase 200MT of AU Metal and Seller’s Bank Officer will confirm availability of product.  Thereafter Buyer’s Bank Officer shall confirm Buyer’s POF (Proof of Fund) by sending Bank Confirmation Letter (BCL) via HSBC internal equivalent SWIFT MT799 as per APPENDIX C to Seller’s Bank Officer within two (2) banking days on bank to bank basis.

4.       After receiving Bank Confirmation Letter (BCL) from Buyer’s Bank Officer and accepted by Seller’s Bank Officer, then within the same banking day, Seller’s Bank Officer shall send via HSBC internal equivalent SWIFT MT600 with banking responsibility for the confirmation of product (POP) in the amount of 200 MT. of AU METAL to the Buyer’s Bank Officer for verification.

5.       After positive verification of the POF and POP have been confirmed and accepted by both parties’ Bank officer, then Buyer’s and Seller’s Bullion Bank Officer shall jointly calculate and fix the final purchase price for 200MT of AU Metal based on the second fixing of the LBMA price on the previous day.

6.       After final purchase price has been calculated and confirmed by Bullion Bank Officers, then Seller’s Bank officer shall issue an Invitation Letter as Appendix B stated with banking responsibility for the confirmation of product in the amount of 200MT of AU Metal, to invite Buyer into the HSBC, Hong Kong Main Office for verification the copy of SKR, after successful verification, then Buyer shall block his fund for guarantee the payment of 200MT of AU Metal by the agreement as per Transaction Code………… Upon receiving the said Invitation Letter, Buyer shall sign for the acknowledgement.

7.       On the next banking day after the Buyer’s fund has been blocked, Seller shall invite Buyer for physical inspection of AU Metal at the Seller’s Security Warehouse in Hong Kong and Seller shall also provide the original SKR for 200MT of AU Metal with related Documentation to the Buyer. The Buyer then shall sign for acknowledgement of the said SKR and the documentation.

8.       On the next banking day, when the physical inspection of the AU Metal is completed, Seller shall issue an Invitation Letter to invite Buyer to the Seller’s Bank, HSBC Hong Kong, Main Office, for concluding the transaction. Upon receiving the said letter, Buyer shall sign for the acknowledgement.

9.       On the appointment day, which is the next banking day, Seller and Buyer have a meeting in the Seller’s Bank for concluding the transaction. Seller shall transfer the ownership of 200MT of AU Metal and all related documentation to the Buyer, and simultaneously Buyer shall instruct his Bank officer to release the full payment for 200MT of AU Metal, into Seller’s account in the HSBC, Hong Kong Main Office. The conclusion of the transaction shall take place under acknowledgement of Seller’s and Buyer’s bullion Bank Officer, who shall endorse the document of transferring the Ownership.

10.    On the same day, Seller and Buyer shall instruct their Bank Officer to immediately transfer consultancy fee to the designated accounts of consultants and intermediaries as per IMFPA by the Transaction Code:

11.    Upon transfer of title and Ownership by the Seller to the Buyer, Buyer will take delivery of the AU Metal Gold at Seller’s Public Security Warehouse in Hong Kong. 

12.    Further deliveries of size and frequency of lifts to be followed in accordance with the agreed schedule and pursuant to the procedures as set forth herein between Buyer and Seller until the commodity is fully exhausted.

13.  The complete contract quantity shall be completed within one (1) month from the date of the first lift, or to be arranged between Seller and Buyer.

(BB) WARRANTY

Each party represents and warrants under penalty of perjury that the respective parties are ready willing and able (RWA) to perform the respective obligations of each party to the contracted Agreement.

(CC) CONFIDENTIALITY/NON-CIRCUMVENTION

All parties including the BUYER / BUYER’S Mandate, SELLER / SELLER’S Mandate, all representatives, consultants and intermediaries involved in this transaction agree to act in complete confidentiality and shall not disclose the Contract Agreement to any other party except on a need to know basis and shall observe strictly the rules of the International Chamber of Commerce Paris, France latest edition related to Non-Circumvention and Non-Disclosure.  This will be valid for five (5) years.

This SCO is registered and valid for TEN (10) days from the date of issuance.

This SCO will be accepted ONLY when the Buyer or his Authorized Representative has signed and sent it back to the Seller or his representative.

SIGNATURE:

SELLER’S AUTHORIZED REP.	BUYER
Name: xxxxx xx-xxxx	Name:
Passport: xxxxxxxxxx	Passport:
Nationality: Thailand	Nationality:
Signature:	Signature:
	Email :
	Tel.No.

# Electronic signature is valid and accepted as hand signature #

Total : 4 Pages.