This AGREEMENT made and entered into this 12 th day of October 2019, RISHABH AGARWAL of JVB

Enterprises, having its registered office at 57, Saket Colony Agra (Hereinafter referred to as “The Buyer”)
AND
DIPENDU SARKAR of M/S Dipendu Sarkar, having it’s Registered office at Assammore (Mundabasty),
Post – Mohitnagar, Jalpaiguri 735102, West Bengal, India. (Hereinafter referred to as “The Seller”)

Whereas the Seller warrants with full responsibility and under penalty of perjury or fraud, that he has
the authority to sell said of “Human consumption grade Black Pepper” enter into this Sale and Purchase
Contract;

Whereas the Buyer warrants with full responsibility and under penalty of perjury or fraud, that he is
ready, willing and able to purchase said commodity with legitimate, good clean fund of noncriminal
origin.

Now therefore, for and in consideration of the above premises, both parties hereby agree to enter into
this Sale and Purchase Agreement in their respective capacity to contract, under the terms and
conditions here under.

SELLER SIGNATURE BUYER SIGNATURE

1|Page
ARTICLE 1 - ATTESTATION:
The Seller confirms with full authority and legal responsibility, under penalty of perjury, that he is ready,
willing and able to sell the “Human consumption grade wheat”. The Principal Seller hereby agrees to
offer minimum 40,000 MT contract deal, exclusively to the buyer as presented in this preliminary sales
offer.

Commodity: Human consumption grade wheat

Origin : Ukraine
Quantity : 40,000,000 kgs. (40,500 metric ton)
Total Contract Quantity : 40,000 MT(Metric ton) X $**** = $***********
Specification : Human consumption grade wheat
 Protein – 12%
 Moisture – 12%
 Foreign Matter – 2.0% max.
 Bug Damage – 2.0% max.
 Test weight – 77.00 k.g/HL
 Min. wet gluten – 18% min.
 Falling number – 230 sec. min.
Delivery Terms : CIF _________Port
Payment Via the following : Amount will be bank into seller provided Bank account through LC
payment system (details will be provided by the seller)

Inspection : S.G.S

ARTICLE 2- TRANSACTION PROCEDURES

GENERAL OUTLINE PROCEDURES AND PROCESS FOR THE PURCHASE AND DELIVERY OF HUMAN
CONSUMPTION GRADE WHEAT

1) Minimum order 40,000 metric tons. F.O.B _____ Port , _____.

2) On Monthly basis for the next 12 months.
3) Letter of Intent confirming quantity, buyer’s bank issuing deposit advance and port of delivery.
4) Buyer will issue draft contract in favor of Seller to be signed by both parties.
5) Seller will send hardcopy and electronic copy of the following to the buyer: SGS Loading
Inspection Report, Bill of Lading and all relevant documents.

Documentation presented for payment:

 Ocean Bill of Lading marked “Freight Prepaid” and Clean on Board Issued to the order of
“(BUYER INFO WILL PROVIDE YOU LATER)”.
 Commercial Invoice
 Inspection Certificate of (SGS) at port of loading

SELLER SIGNATURE BUYER SIGNATURE

2|Page
  Certificate of Origin endorsed
 Packing list showing gross/net weight
 Partial Shipment Allowed.

ARTICLE 3 – PAYMENT
Partial Shipment Allowed, upon loading at Loading Port against documents for Letter of Credit clearance.

ARTICLE 4 - PACKING
50 k.g jute bag / PP bag or as per buyer’s request. Should be stored in dry moisture free area.

ARTICLE 5 – PRODUCT SPECIFICATION

SPECIFICATION:
 Protein – 12%
 Moisture – 12%
 Foreign Matter – 2.0% max.
 Bug Damage – 2.0% max.
 Test weight – 77.00 k.g/HL
 Min. wet gluten – 18% min.
 Falling number – 230 sec. min.

ARTICLE 6 – LOADING PORT

___________ Port, Ukraine.

ARTICLE 7 – DISCHARGE PORT

Not Applicable

ARTICLE 8 - PRODUCT QUALITY AND SPECIFICATIONS

Weight & Quality shall be carried by SGS. or any other comparable inspection organization at port of
loading to be tested and confirmed that the commodity meets the Specification as Article 5 as final.

ARTICLE 9 – SHIPMENT/DELIVERY
1) Buyer Issue Irrevocable Corporate Purchase Order ICPO with soft probe.
2) Seller Issue Commercial Invoice for the Lift able Goods/Draft Contract 60 Months
3) Buyer Return Signed and Accepted Commercial Invoice to Seller/Draft Contract.
4) Buyer issues SBLC via MT700+MT103 OR MT760+MT103 to Seller Bank and Seller Bank Swift Full
set of POP after Confirmation of instrument.
5) Shipping of The Goods Will Commence within 7-10 Days from The Date of the Seller’s receipt of
the Acceptable Payment Instrument or Earlier.
6) Buyer Issue MT103 upon Delivery at Buyers Port
7)
ARTICLE 10 - INSURANCE:

SELLER SIGNATURE BUYER SIGNATURE

3|Page
Applicable as per the rule

ARTICLE 11 - SHIPMENT ADVISEMENT:

N/A

ARITCLE 12 -TERM OF DELIVERY

The basis of each delivery at loading shall be complete 40,000 metric tons in 15 days at Loading Port,
_______, Ukraine. The Shipment should be prepared and completed for loading within 7 working days
after receipt of 100% of LC Payment. Delivery of 40,000 Metric Ton should be commencing within LC
clearance of 7 days.

ARTICLE 13 -DISCHARGE RATE:

N/A

ARTICLE 14 - DEMURRAGE: - N/A

Demurrage Charges will be borne by Buyers, if exceed the free allocation time given by your shipper.

ARTICLE 15 - FORCE MAJEURE:

Should the shipment be delayed or prevented by reason including acts of government the exclusion of
any applied to export license, declared or undeclared war risks, riots, strikes, lockout, civil commotion,
earthquake, floods, fire, official declaration of plague infection, act of God, etc, etc, or

by the consequences of such occurrences, seller to send to buyer within two working days from the date
of occurrence of event a telex of notice of Force Majeure. Shipment period shall be extended by one
month. If at this expiration of that said period, shipment is still prevented by same causes, the contract
shall be void unless a further extension if mutually agreed to by both parties (seller and buyer). The
Seller should cancel and return the LC to Buyer’s Bank within 7 working days after contract voided
without any expenses.

ARTICLE 16 - CONTRACT ARBIRATION:

The parties hereby agree to settle all disputes amicably. If settlement is not reached, the dispute in
question shall be submitted for arbitration. The place of arbitration shall be in the United Kingdom and
in accordance with ICPC rule. The findings of the arbitration shall be considered as final, Irrevocable and
binding upon both parties.

ARTICLE 17 - TAXATION:

SELLER SIGNATURE BUYER SIGNATURE

4|Page
All Taxes or levies imposed by the country of destination, having any effect on this agreement are for the
buyer’s account and his sole responsibility. All Taxes or levies imposed by the country of origin, having
any effect on this agreement are for the Seller’s account and his sole responsibility. Should the vessel be
required to shift from one birth for another port of discharge, then the time used shifting shall be for the
buyer’s account. In the event lighter range is required at the port of discharge, the said expenses are for
Buyer’s account.

ARTICLE 18 - SPECIAL CLAUSE:

This facsimile or email contract shall be deemed as invalid until signed by both parties. This Facsimile or
email contract will remain in force after hard copies of the contract are exchanged. Any changes by
either party must be in writing and signed by both parties via Fax or Email. While signatures on this
contract certifies the intention of both parties to the contract, under terms and condition of this
contract shall become binding upon both parties only at such time as the following have been complied
with in writing.

ARTICLE 19 - CONFIDENTILITY:
The product on offer for sale is subject only to these contract terms and conditions irrespective of
previous transaction, if any, between The Buyer and The Seller or their parties. Acceptance of the
product by the buyer shall be conclusive evidence before any court of law or arbitration that these
terms and conditions apply. It is further agreed that any information of buyer and seller contained in this
contract is to be held in the strictest confidence, any violation of which will result in the immediate
cancellation of this contract. The buyer will sign a non- disclosure and non-circumvention agreement

with The Seller. The buyer shall not have any purchase contract with the seller’s source during currency
lifetime of this agreement, nor will seller have any sales contract or agreement with the buyer’s source
during the lifetime of this agreement.

ARTICLE 20 - NOMINATION:
For each shipped lot, seller will timely provide buyer with the expected date of Cargo readiness for
Buyers Vessel arrival at the port for Loading.

ARTICLE 21 - APPLICABLE LAW:

This contract shall be governed and done according to the rule of the International Chamber of
Commerce (ICC / Paris) and subject to the Interpretation of INCOTERMS 500 edition and amended to
apply. This contract shall be kept strictly private and confidential.

ARTICLE 22 – BASIS OF DELIVERY

The basis of each delivery at loading shall be on CIF – ________, Azerbaijan. The Shipment should be
prepared and completed for loading within every 7 working days after confirmation of payment
deposited into Seller’s Bank.
ARTICLE 23 – PRODUCT DOCUMENTATIONS:
Documentation presented for payment against documents:

SELLER SIGNATURE BUYER SIGNATURE

5|Page
 • Ocean Bill of Lading marked “Freight Prepaid” and Clean on Board Issued to the order
(actual buyer name).
• Commercial Invoice
• Inspection Certificate of (SGS) at port of loading
• Certificate of Origin
• Packing list showing gross/net weight

ARTICLE 24 SELLER TRANSACTION BANKING COORDINATE

SELLER’ S BANKING DETAILS (MANUFACTURER BANK DETAILS)
Bank Name :
Bank Address :
Account Name :
SWIFT Code :
Account Number :
Branch code :
Bank Officer Name :
Bank Officer Email :

SELLER’ S BANKING DETAILS (REELIEVO’S BANK DETAILS)

Bank Name :
Bank Address :
Account Name :
SWIFT Code :
Account Number :
Branch code :
Bank Officer Name :
Bank Officer Email :

ARTICLE 25 BUYER TRANSACTION BANKING COORDINATES

Bank Name :
Bank Address :
Account Name :
SWIFT Code :
Account Number :
Branch code :
Bank Officer Name :
Bank Officer Email :

ARTICLE 26 - ETHICS: (NON-CIRCUMVENTION AND NON-DISCLOSURE)

Both Buyer and Seller acknowledge that the harm to the other party would be substantial and therefore
the Seller and Buyer agree to abide by the customary international rules of noncircumvention and non-

SELLER SIGNATURE BUYER SIGNATURE

6|Page
disclosure as established by the International Chamber of Commerce in Paris, France for a period of five
(5) years from the date hereof. Said Noncircumvention and non-disclosure shall include, but not be
limited to communicating with each other's banks, Miller, Representatives of Buyer dealing with
customs, brokers or seller's mandate. The understanding and accord of this subparagraph will survive
the termination of this Agreement.

ARTICLE 27 BINDING AUTHORITY

This Agreement is binding upon the parties hereto, their assigns and successors and is signed with full
authority to act.

ARTICLE 28 TOTAL AGREEMENT

This Agreement supersedes any and all prior agreements and represents the entire Agreement between
the parties. No changes, alterations or substitutions shall be permitted unless the same shall be notified
in writing and signed by both parties.

ARTICLE 29 EXECUTION OF THIS AGREEMENT

The terms of this Agreement 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 contract. Except with prior written consent, there shall be no
unauthorized communication made to either party's respective bank and/ or bank officers. Such
unauthorized communication will result in immediate cancellation of the transaction and subject the
violating party to damages.

By signing below, both parties abide by their corporate and legal responsibility, and execute this
AS THE SELLER AS THE BUYER
Company Reelievo Consultancy Company
Pvt. Ltd.
Country India Country
TEL / Mobile +91 98000 09278 TEL / Mobile
Email info@reelievo.com Email
Authorized Signatory & Seal & Signature Authorized Signatory & Seal & Signature

Name Name
Designation Designation
Passport Number Passport Number
Date DD / MM / YYYY Date DD / MM / YYYY

SELLER SIGNATURE BUYER SIGNATURE

7|Page
 Appendix ‘A’
SELLER’S COLOR PASSPORT COPY

SELLER SIGNATURE BUYER SIGNATURE

8|Page
 Appendix ‘B’
BUYER’S COLOR PASSPORT COPY

SELLER SIGNATURE BUYER SIGNATURE

9|Page