LAW ASSOCIATION OF ZAMBIA

CONTRACT AND CONDITIONS OF SALE

AN AGREEMENT made the day of Two Thousand and

Twenty-Two BETWEEN SYNERGY SEEDS ZAMBIA LIMITED a company
incorporated in Zambia and having its registered office at Lusaka in the Lusaka Province of
the Republic of Zambia (hereinafter called “the Vendor”) of the one part and GAMMA
FARMS LIMITED a company also incorporated in Zambia and having its registered office
at Lusaka in the Lusaka Province of the Republic of Zambia (hereinafter called “the
Purchaser”) of the other part.

WHEREAS IT IS AGREED that the Vendor will sell and the Purchaser will purchase the
property referred to in the accompanying particulars at the Price of United States Dollars
One Million One Hundred Only (USD$ 1,100,000.00) upon the accompanying terms and
conditions and the Vendors and the Purchaser do on their respective parts agree to complete
the said purchase on the said terms and conditions.

AS WITNESS the hands of the parties hereto or their duly authorized agents the day and
year first before written.

SIGNED for and on BEHALF of )

SYNERGY SEEDS ZAMBIA LIMITED )
in the presence of )
DIRECTOR:
SECRETARY:

SIGNED for and on BEHALF of )

SYNERGY SEEDS ZAMBIA LIMITED )
in the presence of )
DIRECTOR:
SECRETARY:
 PARTICULARS
(Description of the Property)

ALL THAT piece of land in extent 3 acres 12149 square meters more or less being stand No.
5255 situate in Lusaka in the Lusaka Province of Zambia which piece of land is more
particularly delineated and described on Diagram No. 234 of 1967 except and reserved all
minerals oils and precious stones whatsoever upon or under the said
land…………………………………..
 SPECIAL CONDITIONS

1. The property is sold subject to the Law Association of Zambia General Conditions of
Sale 2017 so far as the same are not inconsistent with or varied by these Special
Conditions.

2. The Vendor and Purchaser will represent themselves.

3. The period fixed for obtaining the State Consent and any other necessary licence to
Assign shall be within Three (3) weeks from the date of signing the contracts.

4. The date fixed for completion shall be within Seven (7) days of the Vendor paying
Property Transfer Tax and declaring a Tax Clearance Certificate.

5. The Vendor is selling as Beneficial Owner.

6. The title shall commence with Certificate of Title to be issued in respect of the said
piece of land.

7. It is hereby agreed by the Parties hereto that Vacant Possession of the Property hereby
contracted to be sold shall be granted to the Purchaser on execution of the contracts.

8. It is hereby agreed by the parties hereto that the Purchase Consideration is in the sum
of United States Dollars One Million One Hundred Only (USD$ 1,100,000.00)
and shall be paid as on exchange of the contracts.

9. It is hereby agreed by the Parties hereto that the Property is sold free of all
encumbrances and in the present state that it is in and if any the Vendors undertakes to
discharge same.

10. For avoidance of any doubt, the Purchaser shall pay for the Consent to Assign,
Ground Rent /Council Rates if any and the Registration fees in respect of this
transaction and the Vendor and the Purchaser shall share the Property Transfer Tax
cost equally.

11. It is hereby agreed by the Parties hereto that each Party shall bear its own legal costs.
 DATED THIS DAY OF 2022

SYNERGY SEEDS ZAMBIA LIMITED

TO

GAMMA FARMS LIMITED

__________________________________________________________________________

CONTRACT OF SALE

Relating to stand No. 5255 situate in Lusaka in the Lusaka Province of Zambia