1 Ncnda+imfpa+annex A Eng
1 Ncnda+imfpa+annex A Eng
SELLER NAME:
BUYER NAME:
CONTRACT NUMBER:
Date:
This document applies to this, and any future spot or contract purchases that may take place between the respective
Buyer and Seller named. The associated Mandates, Buyers, Agents, Intermediaries, others referred to herein are to be
compensated for those current and future transactions in accordance with the principles set forth in this agreement.
WHEREAS the undersigned wish to enter into this Agreement to define certain parameters of the future legal obligations, are
bound by a duty of Confidentiality with respect to their sources and contacts. This duty is in accordance with the International
Chamber of Commerce.
WHEREAS the undersigned desire to enter a working business relationship to the mutual and common benefit of the parties
hereto, including their affiliates, subsidiaries, stockholders, partners, co-ventures, trading partners, and other associated
organizations (hereinafter referred to as “Affiliates”).
NOW THEREFORE in consideration of the mutual promises, assertions and covenants herein and other good and valuable
considerations, the receipts of which is acknowledged hereby, the parties hereby agree as follows:
2.AGREEMENT TO TERMS
A.Signatures on this Agreement received by the way of Facsimile, Mail and/or E-mail shall be an executed contract. Agreement
enforceable and admissible for all purposes as may be necessary under the terms of the Agreement.
B.All signatories hereto acknowledge that they have read the foregoing Agreement and by their initials and signature that they
have full and complete authority to execute the document for and in the name of the party for which they have given their signature.
C.The present agreement is valid only if the Deal is successfully.
D.The sale of the product is under the sole responsibility of the end seller.
E.The payment of the product is under the sole responsibility of the end buyer from a clean source of money.
F.The due diligence of the POP documents and Documents for the Title Ownership Transfer is under the sole responsibility of the
end buyer.
1 of 14 BUYER`S SIGNATURE
NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT
SELLER NAME:
BUYER NAME:
CONTRACT NUMBER:
Date:
Name : Name :
Signed on: Signed on:
Company Name: Company Name:
Address: Address:
Signatory’s Full Name: Signatory’s Full Name:
Signatory’s Position: Signatory’s Position:
Passport Number: Passport Number:
Citizenship: Citizenship:
Telephone No.: Telephone No.:
Phone Fax No.: Phone Fax No.:
Mobile No.: Mobile No.:
E-Mail: E-Mail:
Nationality: Nationality:
Sign/Seal: Sign/Seal:
INTERMEDIARY INTERMEDIARY
Name : Name :
Signed on: Signed on:
Company Name: Company Name:
Address: Address:
Signatory’s Full Name: Signatory’s Full Name:
Signatory’s Position: Signatory’s Position:
Passport Number: Passport Number:
Citizenship: Citizenship:
Telephone No.: Telephone No.:
Phone Fax No.: Phone Fax No.:
Mobile No.: Mobile No.:
E-Mail: E-Mail:
Nationality: Nationality:
Sign/Seal: Sign/Seal:
2 of 14 BUYER`S SIGNATURE
NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT
SELLER NAME:
BUYER NAME:
CONTRACT NUMBER:
Date:
Name : Name :
Signed on: Signed on:
Company Name: Company Name:
Address: Address:
Signatory’s Full Name: Signatory’s Full Name:
Signatory’s Position: Signatory’s Position:
Passport No: Passport No:
Citizenship: Citizenship:
Telephone No: Telephone No:
Phone/Fax No: Phone/Fax No:
Mobile No: Mobile No:
E-Mail: E-Mail:
Nationality: Nationality:
Sign/Seal/Date: Sign/Seal/Date:
Name : Name :
Signed on: Signed on:
Company Name: Company Name:
Address: Address:
Signatory’s Full Name: Signatory’s Full Name:
Signatory’s Position: Signatory’s Position:
Passport Number: Passport Number:
Citizenship: Citizenship:
Telephone No: Telephone No:
Phone/Fax No: Phone/Fax No:
Mobile No: Mobile No:
E-Mail: E-Mail:
Nationality: Nationality:
Sign/Seal: Sign/Seal:
3 of 14 BUYER`S SIGNATURE
NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT
SELLER NAME:
BUYER NAME:
CONTRACT NUMBER:
Date:
SELLER’S NAME:
REPRESENTED BY:
BUYER’S NAME:
REPRESENTED BY:
CONTRACT Nº:
ALLOCATION Nº: After swift Guarantee MT799
COMMODITY:
1. Buyer swift Bank Guarantee (BG)/Standby Letter of Credit (SBLC or SLC) /Letter Payment Guarantee
PROCEDURE: (LPG)/Bank Letter Guarantee (BLG) for one month with validity of one year
2. Seller provides partial POP with 2% PB
3. Buyer provides MT 760
4. Full POP
5. Shipment
6. Payment through Revolving Documentary Letter of Credit(RDLC) ICC 600 swift MT720/ Documentary
Letter of Credit(DLC) ICC 600 swift MT700 or Telegraphic Transfer (TT) via MT103/23
7. Buyer’s payment will be done after each shipment
Shipment with BG/SBLC [Swift] & payment for product with TT/ RDLC/ DLC [Swift]
4 of 14 BUYER`S SIGNATURE
NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT
SELLER NAME:
BUYER NAME:
CONTRACT NUMBER:
Date:
We the undersigned herewith referred as the BUYER, under penalty of perjury do hereby irrevocably confirm and
irrevocably accept to pay all intermediaries and fee holders at the same time and in a manner as the seller is being paid
for 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 contract.
We, the BUYER, irrevocably confirm that we will order and direct our bank to endorse automatic payment orders to
the beneficiaries named below; furthermore, we, the BUYER, confirms that all pay orders shall automatically transfer
funds as directed into each beneficiaries designated bank account within 1 (one) day after the date of closing and
completion of each and every shipment of the product during the contract term plus any/or extensions and rollover of
the specified contract. For the purpose of clarity, we confirm that the closing and completion 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 the
counters of the issuing bank.
We, the BUYER, agrees to provide all beneficiaries with written evidence of the pay orders lodged with our bank
together with acknowledgements of their acceptance. Furthermore, our bank shall be instructed to provide duly signed
and stamped acknowledgement of this instruction as set out in the agreement. Forming part of this agreement, it is
understood that for the purposes of this Master Fee Protection Agreement, our bank shall be the same bank and this
MFPA acts as an integral part of it.
We, the BUYER, agrees that the terms of Purchase and Sale of the Commodity shall be as per Contract between
____________ (As Seller) and BUYER NAME (As Buyer). Beneficiary named below under The Buyer side
beneficiary are acting strictly as our Agents and or Mandates shall have no liability whatsoever towards the Seller
and/or Buyer (and their respective Agents or intermediaries) on account of default under the contract by Seller and/or
Buyer. Agents/ Mandates and or Intermediaries shall have no liability towards the Seller and/or Buyer (and their
respective Agents or intermediaries) on account of default under the contract by Seller and/or Buyer. M/s.
Agents/Mandates and or Intermediaries or their officers, partners, directors and employees shall not be liable under
any theory of contract, strict liability, misrepresentation or other legal equitable theory for any loss of damage of any
nature incurred by Buyer and/or Seller and their respective Mandate/Agents or intermediaries in the performance of
the contract(s) between Buyer and Seller. Agents / Mandates and or Intermediaries shall not be liable to Buyer and/or
Seller and their respective Mandate/Agents or intermediaries for any special, incidental or consequential (indirect) or
contingent damages such as but not limited to loss of profit, loss of opportunity, loss of business, etc.
We the undersigned being the Buyer, named legally authorized representative as stated within the signed and legally
binding main transaction, contract unconditionally agree and undertake to approve and originate all payments in USD
currency to all beneficiaries named below as their rightful and payable commissions. This agreement also acts as a
record confirming the commission amounts for each named beneficiary as set out below:
The amount of USD $ .00 per Metric Ton / Shipment / Month delivered should be settled as herein stated to be
transferred into the account as the Beneficiaries described and named below
5 of 14 BUYER`S SIGNATURE
NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT
SELLER NAME:
BUYER NAME:
CONTRACT NUMBER:
Date:
this agreement. This document may be signed and in any number of counterparts all of which shall be taken together
and shall constitute as being one and the same instrument.
Any party may enter into this document and the agreement constituted thereby by signing any counterpart any time,
date or period mentioned in any provision of this document shall only be amended by agreement in writing and signed
off by all parties concerned.
Furthermore, we agree that any and all commissions due shall be paid to the beneficiary as a result of any extension
or rolls of the contract and that we shall effect all necessary documentation with our bank without any undue delays
to ensure such commissions and paid within the terms of the agreement.
PARTIAL INVALIDITY:
The illegality, invalidity and non-enforceable provision of this document under the laws of any jurisdiction shall not
affect its illegality, validity or enforceability under the law of any other jurisdiction or provision.
ARBITRATION:
All parties agree to refer any disputes between the parties 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.
Signature
Date / Seal
Bank Name
Bank Address
Account No.
Account Name
SWIFT
ABA #
Bank Officer
Bank Telephone /Fax
6 of 14 BUYER`S SIGNATURE
NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT
SELLER NAME:
BUYER NAME:
CONTRACT NUMBER:
Date:
TOTAL COMMISSION FOR SELLER SIDE: $ .00 USD/MT
SELLER SIDE = TOTAL AMOUNT $ 0.00 USD per MT by (00k MT Monthly x 12 Months
Total Commission $00,000.00 per month x 12 months Plus Rolls & Extensions
Beneficiary Name/Address:
Represented by:
Title:
Passport No:
Nationality:
COMMISSION:
Signature/Seal/Date
Bank Name:
Bank Address:
Account No:
Account No:
IBAN CODE:
SWIFT CODE:
Bank Officer:
Bank Telephone/Fax:
All Wire transfers shall incorporate below Text Message and a copy of Bank Wire Transfer slip shall be
Special Instructions emailed to: [email protected] for legal verification and documentation pursuant to Patriot Act/Banking
regulations with One Original Contract copy to be filed with Bank.
Beneficiary Name/Address
Represented by
Title
Passport Number
Nationality
COMMISSION
7 of 14 BUYER`S SIGNATURE
NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT
SELLER NAME:
BUYER NAME:
CONTRACT NUMBER:
Date:
SELLER FACILITATOR = TOTAL AMOUNT $ 0.00 USD per MT by (00k MT Monthly x 12 Months
Total Commission $00,000.00 per month x 12 months Plus Rolls & Extensions
Beneficiaries
Represented by Paymaster
Passport No
Nationality
Bank Name
Bank Address
Account No.
Account Name
SWIFT / ABA No.
Bank Officer
Bank Tel / Cell / Fax
All Wire transfers shall incorporate below Text Message and a copy of Bank Wire Transfer slip shall be
Special Instructions emailed to: [email protected] for legal verification and documentation pursuant to Patriot
Act/Banking regulations with One Original Contract copy to be filed with Bank.
BUYER FACILITATOR = TOTAL AMOUNT $ 0.00 USD per MT by (00k MT Monthly x 12 Months
Total Commission $00,000.00 per month x 12 months Plus Rolls & Extensions
Special Instructions All Wire transfers shall incorporate below Text Message and a copy of Bank Wire Transfer slip shall be
emailed to: [email protected] for legal verification and documentation pursuant to Patriot
Act/Banking regulations with One Original Contract copy to be filed with Bank.
8 of 14 BUYER`S SIGNATURE
NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT
SELLER NAME:
BUYER NAME:
CONTRACT NUMBER:
Date:
NOTARY PUBLIC
BEFORE ME, THE UNDERSIGNED NOTARY PUBLIC, PERSONALLY APPEARED ____________________ HOLDING PASSPORT NUMBER
PRESIDENT DIRECTOR OF ______________________________________________________________, TO ME KNOWN TO BE THE
INDIVIDUAL DESCRIBED IN AND WHO EXECUTED THE FOREGOING INSTRUMENT, AND ACKNOWLEDGED THAT HE EXECUTED THE
SAME AS HIS FREE ACT AND DEED
MY COMMISSION EXPIRES:
_______________________
NOTARY PUBLIC
[SEAL]
9 of 14 BUYER`S SIGNATURE
NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT
SELLER NAME:
BUYER NAME:
CONTRACT NUMBER:
Date:
ANNEX "A"
IRREVOCABLE CONTRACT COORDINATION SERVICES
AGREEMENT No. ___________/TRU2023/ _______/08-03-2023/
PARTIES OF THIS IRREVOCABLE CONTRACT COORDINATION SERVICES AGREEMENT:
Buyer
Company Name: "ISCM Energy" LTD
Tel.: +44-7393949904
E-Mail: [email protected]/[email protected]
Legally Represented By: (CEO) Gao Ye
&
Beneficiary 1 - PYMASTER 1
Company Name: "Orbod Energy" LTD
Tel.: Mobile: +972-52-736-2475, Phone/Fax: +972-(4)880-4082
E-Mail: [email protected]/[email protected]
Legally Represented By: (CEO) Ziad Abo Shakra
&
Beneficiary 2 - PYMASTER 2
Company Name: "Rizoil Group General Trading" LTD
Tel.: +996-702-770769
E-Mail: [email protected]
Legally Represented By: (CEO) Dzhumagulov Talant Aalievich
This Agreement is an additional irrevocable pay order agreement and an integral part of the Contract referred in the
Transaction Code hereunder: ____________ /TRU2023/ ______ /00-00-2023/
Contract No.:
between _________________________ as the Buyer an ________________________ as the Seller.
10 of 14 BUYER`S SIGNATURE
NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT
SELLER NAME:
BUYER NAME:
CONTRACT NUMBER:
Date:
To compensate "Orbod Energy" LTD (hereinafter called "BENEFICIARY 1 – PYMASTER 1"), and "Rizoil Group
General Trading" LTD, (hereinafter called "BENEFICIARY 2 – PYMASTER 2") for the contract coordination
services that resulted in execution of the Sales and Purchase Agreement (hereinafter – "Contract"),
"ISCM Energy" LTD (Buyer’s Company) and "Kupy Muky" LLC (Seller’s Company).
I, Mr. Gao Ye the undersigned, in my capacity as Director (CEO), having my head office at Rm.1801, Easey Comm.
Bldg., 253–261 Hennessy Road, Wan chai, Hong Kong, (hereinafter referred to as the "Buyer"), under penalty of
perjury, hereby irrevocably acknowledge and irrevocably accept for payment the Beneficiary 1 - PYMASTER 1
"Orbod Energy" LTD and Beneficiary 2 - PYMASTER 2 "Rizoil Group General Trading" LTD, at the same time
and in the manner that the Seller receives payment for each transaction until the completion of the Contract plus
renewal and renewal, and in accordance with the bank details to be specified in the paper copies of this Agreement.
We, the Buyer irrevocably confirm that we will order and direct our Bank to endorse automatic payment orders to the
Beneficiary; furthermore, we, confirm that all Pay Orders shall automatically transfer funds as directed into
Beneficiary Designated Bank Account designated below within 1 (one) day after the date of closing and completion
of each and every shipment of the product during the Contract term plus any/or extensions and rollovers of the
specified Contract.
For the purpose of clarity, we confirm that the completion of each batch shall be deemed to take place when the cash
funds are released in favor of the Seller or when the financial instrument issued by the Buyer has been drawn down
at the counters of the issuing bank.
We, the Buyer, agree to provide Beneficiary 1 – PYMASTER 1 "Orbod Energy" LTD and Beneficiary 2 –
- PYMASTER 2 "Rizoil Group General Trading" LTD with written evidence of the Pay Orders lodged with our Bank
together with acknowledgements of their acceptance. Furthermore, our bank shall be instructed to provide duly signed
and stamped acknowledgement of this instruction as set out in the annex forming part of this Agreement. It is
understood that for the purposes of this Irrevocable Contract Coordination Services Agreement our Bank shall be
the same bank and branch that issued the payment instrument as payment for the product and as nominated in the
aforementioned Contract, which this Agreement acts as an integral part of.
We, the undersigned being Buyer or the Buyer’s named legally authorized representative as stated in the signed and
legally binding Sales Purchase Contract, unconditionally agree and undertake to approve and originate all payments
in United States Dollar currency to Beneficiaries as their rightful and payable fee.
Contract Coordination Fee of $20 (twenty) USD (United States Dollars — Only) per each 1 (one) Metric Ton
purchased DIESEL EN590-10PPM fuel purchased will be allocated by Buyer as follows:
The Participants have agreed not to keep common accounting records of joint activities. Each Participant shall
independently account for and pay taxes on income from joint activities in accordance with applicable law at the
Company's location.
The allocation of the above income among the Participants will be for the duration of the underlying Supply Contract
DIESEL EN590-10PPM, including all possible extensions, renewals, additions to the Contract and increases in the
supply of DIESEL EN590-10PPM.
11 of 14 BUYER`S SIGNATURE
NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT
SELLER NAME:
BUYER NAME:
CONTRACT NUMBER:
Date:
*This Agreement will be supplemented by data from the Seller's side, after the conclusion of the Contract for the supply
of DIESEL EN590-10PPM. Between the Buyer and the Seller.
This Irrevocable Contract Coordination Services Agreement & Pay Order covers the initial contract and shall
include any renewals, extensions, rollovers, additions or any new or transfer Contract anyhow originated from this
transaction because of the above intermediaries (the Beneficiary) or changing codes of the initial contract entered
into between the Seller and Buyer.
This Fee Protection Agreement and any subsequently issued Pay Orders shall be assignable, transferable and
divisible and shall not be amended without the express written and notarized consent of the receiving Beneficiary.
12 of 14 BUYER`S SIGNATURE
NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT
SELLER NAME:
BUYER NAME:
CONTRACT NUMBER:
Date:
Furthermore, we The Buyer agree that the same fee, shall be paid to the Beneficiary 1 – PYMASTER 1,
"Orbod Energy" LTD and Beneficiary 2 – PYMASTER 2, "Rizoil Group General Trading" LTD in case of any
extension or roll of the contract and that we shall effect all necessary documentation with our Bank without any undue
delays to ensure such fees are paid within the terms of this Agreement.
All parties agree neither to circumvent nor to attempt to circumvent either for the transaction of this current Contract
or in the future for a period of five (5) years from the date of the execution of this Agreement. This document binds all
parties, their employees, associates, transferees, and assignees or designates.
Non-Circumvention and Non-Disclosure applies to all Parties of the Agreement and said rules and regulations
shall remain in full force for a period of five (5) years from the date of this Agreement with extension by agreement of
the Parties.
Any times, dates or period mentioned in any provision of this document shall only be amended by agreement in
writing and signed off by all the parties concerned. All parties involved in this transaction herewith irrevocably agree
that the above-named intermediaries (the Beneficiary 1 – PYMASTER 1 "Orbod Energy" LTD and Beneficiary 2 –
PYMASTER 2 "Rizoil Group General Trading" LTD) do not assume any responsibility for the above-named
transaction and they cannot be held liable for any reason associated with the above transaction.
This agreement is an irrevocable commitment by the undersigned to remit to the Beneficiaries listed above to the
Bank coordinates shown, the fees as described herein.
All rules and regulations of regarding confidentiality, Non-Circumvention and Non-Disclosure applies to all parties of
the agreement and shall remain in full force for a period of five (5) years from the date of this agreement with
extension by agreement of the Parties.
This Agreement shall be governed by and construed in accordance with the laws of Plaintiff's location or other law at
Plaintiff's option. The illegality, invalidity or non-enforceability provision of this document under the laws of any
jurisdiction shall not affect its legality, validity or enforceability under the law of any other jurisdiction or provision.
This Agreement is issued, agreed and accepted by the Buyer representative as the Irrevocable Contract
Coordination Agreement, hereby recording names and amounts of each and every Company, individual alike, who
have contributed to the successful conclusion of the described transaction and in doing so are entitled to an
apportionment of coordination fee set aside within this transaction.
The Parties have agreed that the Beneficiary reserves the right to change his banking requisites during the term of
transaction by providing Payer Bank with specific written instruction to effect such change.
Non- fulfillment of the present Agreement by the Buyer nullifies the No. mentioned above.
All disputes, differences or claims, which may arise out of the present Agreement or in connection with it, including
fulfillment, infringement, ceasing or invalidity, will be settled in amicable negotiations.
Any dispute between the parties arising out of or in connection with this Agreement, including any question regarding
its existence, validity or termination, shall be finally resolved by arbitration in accordance with the Arbitration Rules of
the country where the proceedings are conducted. The arbitration will be conducted at the Claimant's location.
Arbitration decisions shall be final and binding on all Parties. The Buyer shall pay all costs of the Beneficiaries.
13 of 14 BUYER`S SIGNATURE
NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT
SELLER NAME:
BUYER NAME:
CONTRACT NUMBER:
Date:
This document is signed and accepted by parties named below as to be included in the Main Contract and is fully
enforceable and valid as an Electronically Transmitted Document e.g., fax/email copy.
BUYER’S ACKNOWLEDGEMENT
This document constitutes a guaranteed, irrevocable, unconditional and not retractable payment order issued to the
Beneficiaries named herein, given with full corporate responsibility, by which I hereby instruct my bank as specified
herein, to simultaneously pay, without any protest and/or delay, upon the closing of each and every trenches, until
the transaction under the above entered codes is totally completed, the compensation to the beneficiaries' bank
accounts, as stipulated herein.
IN WITNESS WHEREOF, the undersigned has executed this agreement on this date Month of 00 of 2023.
ADDRESS:
BANK NAME:
BANK ADDRESS:
CITY:
COUNTRY:
TELEPHONE:
ACCOUNT NAME:
(USD ACOONT):
ACCOUNT NUMBER:
SWIFT:
BANK OFFICER:
TELEPHONE:
E-MAIL:
Name: Mr.
Post:
Passport Number:
Origin of the passport:
Passport:
Date: 00.00.2023
PRESENTET:
POST:
14 of 14 BUYER`S SIGNATURE