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SALES AND PURCHASE AGREEMENT

CONTRACT: BUYING AND SELLING OF ALUMINUM UBC SCRAP CANS PURITY: 99%-96%

We BG SCRAP METALS SP Z O O as Seller with full legal and corporate responsibility, and with full knowledge of the act of fraud,
declare with full corporate Authority, that we are ready, willing, and able to provide the following product as stated below to the Buyer
An THANH PHAT INVEST AND DEVELOPMENT OF IMPORT EXPORT JSC CO,. LTD This contract is for the purchase of Aluminum UBC
scrap Cans Purity: 99%-96%. This contract is to be circulated and is only for the purpose of this deal. This contract is made and entered
into the record on this day 07/10/2022 under the observation of the International Chamber of Commerce by and between:

The Seller
BG SCRAP METALS SP Z O O
Regon: 242748981
Registration: 6342796933
KSR: 0000397973
Address: Wilhelm-Weber-Straße 3, 21079 Hamburg,
WhatsApp : +49 1523 7176778 /
Email: bgscrapmetalsp@gmail.com Contact Mr. Ashok Vaswani

THE BUYER
An thanh phat invest and Development
of import Export jsc Co,Ltd
-Address : No 26,Coral Street, Hung thang Ward, Ha long city
-Quang Ninh pro, Viet Nam.
-Email : anthanhphatiejsc@gmail.com
-Contact number +84.966.61.1981

Whereas the buyer hereby makes and confirms that they are ready, willing, and able to buy under the terms and conditions
mentioned subject to execution of the contract for the purchase of the said commodity upon consideration of the mutual agreement,
promise, benefit, and terms of this commercial agreement and valuable consideration of the benefit which is hereby acknowledged.

Whereas the Seller with full corporate authority and responsibility hereby certifies, to represent and warrants that they will fulfill
the requirements of this agreement and provide the products.

Both parties hereby agree and covenant as to honoring the following terms and conditions of this agreement as per the International
Chamber of Commerce ICC 500 - 2000 revision.

CLAUSE 1: DEFINITIONS

Unless otherwise expressly provided, wherever used in this Contract the following words and expressions shall have the following meanings:

1. Bill of Lading or B/L:

This means the official document, issued at the port of loading after the Completion of each partial loading operation, stating,
among other things, The Product's Loaded Quantity, this document has to be signed in original by the ship's Master or Transport
agent.

2. Buyers:

Is understood as An thanh phat invest and Development of import Export jsc


Co,Ltd 3. CIF:
Is understood as Cost, Insurance, and Freight.

4. Contract date: 10/10/2022

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SALES AND PURCHASE AGREEMENT
Is the date when the Contract is signed by the authorized representatives of both Contract parties?

5. Contract parties:

Means collectively "Buyer" and "Seller" under the contract.

6. Delivery date:

Within 25 -27 days

7. ETA:

Estimated Time of Arrival.


25 -27 days max.

10. Independent Inspectors:

-Means the independent qualified internationally recognized Inspecting entity, agreed upon by Contract Parties, namely SGS and
Bureau VERITAS.
CONTRACT: ALUMINUM UBC SCRAP CANS PURITY: 99%-96%
11. T/T:

Means Telegraphic Transfer

12. MOQ:

Means Minimum Order Quantity of the Product delivered under the Sales and Purchase Contract.

CLAUSE 2: PRODUCT NAME, QUALITY, QUANTITY, AND SPECIFICATION


Product Name: ALUMINUM UBC SCRAP CANS PURITY: 99%-96%

Order Quantity: 1000 MT

Total Contract Quantity: 1000 MT per month

CONTRACT PERIOD: 10 months with Roll & Extension

Quality Composition:
In bales with purity of
99%
Hot water washed
Fe: 0.35%, Cu: 0.1%
Si: 0.2% - 0.6%
No liquid

Inspection: SGS/Bureau VERITAS.

Port of loading: Hamburg Port


Destination Port: CIF Hai Phong Port of Vietnam

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SALES AND PURCHASE AGREEMENT
CLAUSE 3: ORIGIN
The origin of the goods shall be Germany.

CLAUSE 4: QUALITY TESTING

a. Buy will visit and check the quality of goods before loading
b. Prior to the shipment the quality test shall be conducted by the SGS/Bureau VERITAS at the point of origin and loading of the products
c. All products must be qualified and meet import and export rules & regulations.

CLAUSE 5: CONTRACTED QUANTITIES

The total quantity sold by the Seller and purchased by the Buyer shall be 1000 MT as in Clause 2 above, the Certificate of weight issued by
the SGS/Bureau VERITAS for the shipment at the port of loading shall determine the total quantity of the shipment. The Bill of Lading for
each shipment delivered to the Buyer must be in conformity with the SGS/Bureau VERITAS Certificate of Quantity.

CLAUSE 6: PRODUCT PACKING

Bales
CONTRACT: BUYING AND SELLING OF ALUMINUM UBC SCRAP CANS PURITY: 99%-96%

CLAUSE 7: PAYMENT, DELIVERY TERMS, AND DOCUMENTATIONS

1.) 20 % Deposit By TT bank against PI, 60 % TT against Bill of Lading and


Balance 20% TT After the goods arrival to destination port of arrival of goods
and confirmation of quality Inspection – FIA, SGS or equivalent DOCUMENTS

SGS Certificate (2 Original copies / 2 duplicated copies)


Certificate of origin (2 original copies and 3 duplicated copies)
Commercial Invoice (3 original copies, 3 duplicated copies)
Bill of Lading
Packing List
Insurance Policy
Transfer or ownership

CLAUSE 8: WEIGHT, QUALITY, AND QUANTITY

The Seller guarantees that the shipment of ALUMINUM UBC SCRAP CANS PURITY: 99%-96% will be provided with a certificate of
inspection of weight, quality, and quantity at the time of loading by SGS/Bureau VERITAS which will be final and binding on both
parties. The product shall correspond to the technical specification provided to the Buyer as agreed in Clause 9 below of this contract.
The product must meet the appropriate international standard for the African, American, Asian, and European markets.

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SALES AND PURCHASE AGREEMENT

CLAUSE 9: PRICE, CURRENCY, AND TOTAL AMOUNT OF THE CONTRACT


PRODUCT DESCRIPTION PARKING CIF Price per Metric Ton

ALUMINUM UBC SCRAP CANS Type: ALUMINUM UBC SCRAP Bales of 1 Ton Price : 800 € / MT
PURITY: 99%-96% CANS PURITY: 99%-96%
Origin: Germany
Quality:
Composition:
In bales with purity of 99% Total Price: 800,000 €
Hot water washed
Fe: 0.35%, Cu: 0.1%
Si: 0.2% - 0.6%
No liquid

CLAUSE 10: MISCELLANEOUS

1- Upon signing this contract all previous negotiations and all previous Correspondence is to be considered null and void.
2- Changes to the terms and conditions of this contract must be in writing and agreed to in writing by both parties involved. 3-
Documents other than the English Language are not acceptable.
CONTRACT: BUYING AND SELLING OF ALUMINUM UBC SCRAP CANS PURITY: 99%-96%
CLAUSE 11: PRODUCT INSURANCE

In accordance with ICC Inco terms 2010 rules and terms and conditions of this Agreement, shall the Seller arrange and pay
for insurance of any first-class insurance policy for the product covering 110% of the value of the partial shipment.

CLAUSE 12: FORCE MAJEURE

Neither party of this Agreement shall be held responsible for breach of Agreement caused by an act of God, insurrection, civil war, military
operations, or local emergencies. The parties do hereby accept the international provision of Force Majeure as published by the
International Chamber of Commerce and as defined in the ICC rules.

CLAUSE 13: TRANSPORT

The Seller will advise the Buyer of the name of the vessel and the vessel’s position not later than 9 days prior to the vessel’s arrival
at the port of destination. The vessel must be classified as 100-A-1 in Lloyd’s register or be an Equivalent Classification and must not
be older than twenty (20) years.

Not later than seventy-two (72) hours from the completion of loading, the Seller’s Agent shall telex, fax, or email the Buyer and inform
him of the vessel’s sailing date and the expected time of arrival at the port of destination. Seller shall also inform the Buyer of the
vessel’s name, vessel’s capacity, number of hatches, number of cargo, and particulars of the vessel’s readiness to affect
operations through all hatches and at the completion of loading the quantity loaded per chamber and the quantity shipped.

CLAUSE 14: VESSEL DISCHARGE

The vessel’s master is to advise the Buyer’s agent at the port of discharge of the vessel’s name, date of arrival, vessel capacity,
amount of hatches/number of cargo chambers, quantity loaded per cargo chamber, and the particulars of the vessel’s readiness
to affect cargo operations through all hatches.

The vessel’s master shall give ten (10) days and three (3) days provisional notice and 72-, 63- and 21-hours final notice of the vessel’s
estimated time of arrival at the port of destination to the buyer’s agent at the port of discharge. Such notices shall be affected during
normal business hours and whether in berth or not. Lay time shall commence from 1.00 PM if vessel notices of readiness to discharge is
given prior to noon and from 8.00 AM of the next working day if notice is given afternoon. If the port is congested; this lay time is to
commence twenty-four (24) hours after notice of readiness is given. The buyer is responsible for the product

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SALES AND PURCHASE AGREEMENT
discharge. All taxes and levies and port dues 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 berth to another port of discharge, then
the time used for shifting shall be for the Buyer’s account. If lighter age is required at the port of discharge, said expenses are for
the Buyer’s account.

CLAUSE 15: CONTRACT ARBITRATION

The Parties hereby agree to settle all disputes amicably. If the settlement is not reached, the dispute in question shall be submitted
to arbitration. The place of arbitration shall be in the United Kingdom International Arbitration Center under the provisions of the
ICC. The losing party will pay the arbitration fee. It is understood that in the event of dispute or arbitration, the English language and
Law shall prevail. The award of ICC Arbitration shall be final and binding for both parties.

CLAUSE 16: EXECUTION OF CONTRACT

Each of the parties to this contract declares that it has the full legal authority to execute this contract and that each party is to be
bound by the terms and conditions as set forth herein. Each party agrees that the contract is executed simultaneously by and
between the parties via fax or facsimile transmission or via E-mails scanned copies, all shall be deemed as originals and after
having signed for both parts the Original of this contract represents the entire agreement between the parties and any change will
be made in writing, executed by both parties. Both parties must sign the contract.

CLAUSE 17: CONFIDENTIALITY, NON-DISCLOSURE, AND NON-CIRCUMVENTION

The product offered for sale is subject to this Agreement’s terms and conditions. Previous transactions, if any, between the Buyer and the
Seller or their parties shall at no time reflect on the terms and conditions of this Agreement. The acceptance of the product by the Buyer
shall be conclusive evidence before any court of law or arbitration that these terms and conditions apply. Seller and Buyer agree to do
this business together for one term transaction from this Agreement and can precede future business based on their decisions. This clause
is extended to all subsidiaries and or affiliated companies. It is further agreed that any information of The Buyer and The Seller contained
in this Agreement is to be held in the strictest confidence, and any violation of which will result in the immediate cancellation of this
Agreement and payment of the contract penalty amounting 500.000,00 EUR.

CLAUSE 18: GOVERNING LAW

The parties hereby agree to settle any dispute arising from or relating to this agreement amicably, failing which, the dispute
shall be submitted to the International Court of Arbitration, International Chamber of Commerce (ICC) and ICC
International Arbitration Center for arbitration by a single arbitrator and in accordance with its rules of arbitration. The
arbitration shall be in the English language and the findings of the arbitrator shall be considered final and binding upon
both parties. This Agreement and the provisions hereof shall in all respects be governed by the law.

CONTRACT: BUYING AND SELLING OF ALUMINUM UBC SCRAP

CANS PURITY: 99%-96%


CLAUSE 19: SPECIAL CLAUSE
This contract shall be valid original only when bearing the signatures of both parties.

CLAUSE 20: VALIDITY PERIOD

The parties begin to hold responsibility under the present Contract from the moment of signing and sealing the Contract by the authorized
representatives of both parties.

CLAUSE 21: OTHER CONDITIONS

1. Any amendments, attachments, appendixes, and supplements to the present Contract are valid only if they are made in the written
form and are signed by the authorized representative of both Contract parties.

2. In case if some of the separate attachments to the present Contract are expired, it does not cancel validity of the present Contract.

3. The Seller is not entitled to transfer their rights and obligations under the present Contract to any third party without the written
consent of the Buyer.

4. After the signing of the present Contract all previous negotiations and correspondence between the parties in connection with it shall
be considered void and null.

5. The language of the contract is English.

22: CLAUSE IMPLIMENTATION

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SALES AND PURCHASE AGREEMENT
Whilst the signature of this contract certifies the intention of both parties to contract the terms of this contract shall only become
binding upon both parties at such time as the following have complied in writing.

23: CLAUSE CONTRACT SIGNATORIES

In witness thereof, the parties have signed below and by doing so have accepted and approved all covenants, terms, and conditions of this
contract.

THE SELLER THE BUYER

SELLER’S BANK INFORMATION: BUYER’S BANK INFORMATION:

Bank Name : Viet Nam Technological anh


Bank Name: Wells Fargo Bank Commercial joint stock Bank
Quang Ninh branch
Account name : BG METAL SCRAP SP Z.O.O Bank Address : No 1,2 floor, Vincom centre, Bach
Dang ward, Ha Long city,
Account Number: 2209451919 Quang Ninh pro, Vietnam
Account Name : An Thanh Phat invest and
Routing Number: 121000248
Development of import joint stocks
Company
Swift: WFBIUS6S
Account Number : 19038677666011
Bank Address: 420 Montgomery Street, San Bank Swift Code: : VTCBVNVX
Bank office phone :+84904 895 209
Francisco, CA 94104 Bank office Email : tamntt32@techcombank.com.vn

Country : USA

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SALES AND PURCHASE AGREEMENT

CONTRACT: BUYING AND SELLING OF ALUMINUM UBC SCRAP CANS PURITY: 99%-95%

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SALES AND PURCHASE AGREEMENT
PASSPORT COPY SELLER PASSPORT COPY BUYER
Date: 06/ 10 / 2022
Date: 06/ 10 / 2022

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SALES AND PURCHASE AGREEMENT

THE SELLER : THE BUYER:

BUYER COMPANY LICENSE

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SALES AND PURCHASE AGREEMENT

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Date:

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