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SECAM LOCAL MINERS CO. LTD. LETTERHEAD SECAM LOCAL MINERS CO. LTD. C/o Cam Gold And Diamonds Address :23 Rue De La Garre Ayos Bertoua, Cameroon Company Reg No:CR556E542011 Tax Id No (Tin) : CMR/013301/17 Business License No: 01578MINDIC/DPCS/SDCE/CMR Tel :+237 671 265 107, +237 680 527 726 Fax,+237 671 41 48 23 Fax : +237 *******0 Email: *******@*****.com FULL OFFER (Full Corporate Offer - FCO- Will Follow) Date : SELLER’S REF: BUYER’S REF: With Regards to your Request for the Purchase of our Gold Dore Bars, we the above mention Local Mining Corporation group (Secam Metal Co. Ltd) being in service under the c/o Mr Banyambe Bobe Bokwe designated as CEO of the above Mention Corporation hereby confirms with full legal and corporate responsibility under penalty of perjury, that our corporation is ready, willing and able to enter into a contract to sell Gold (Au) Dore Bars under the following terms and conditions: COMMODITY: AU GOLD DORE BARS QUANTITY FIRST TRIAL QUANTITY : 25 Kg. SECOND TRIAL QUANTITY: 25 Kg (subject to mutual agreement between Buyer and Seller - second SPA) CONTRACTUAL QUANTITY: 100 Kg. Per Month for 12 months with rolls and extentions for future and renewed contracts. QUALITY / FINENESS : 22+ CARATS and BETTER PURITY 96.7% + and BETTER ORIGIN : Cameroon, PRICE : US$ xx,000 / Per Kg. PAYMENT : Bank to Bank Swift Wire Transfer PACKAGING : Packed in Coated metalic box suitable for export. SHIPMENT : Air Freight by Government approved Freight and Export Agency. EXPORT TAXES and RELATED COSTS : To be fully paid (100%) by Seller’s end, upon approval of the Contract y the Government, Ministiries, and Trust Parties in compliance with the local laws and regulations. DELIVERY TERM : CIF-Buyer’s designated Airport and Refinery. This said SPA is design to be used only by SECAM LOCAL MINERS COMPANY LTD and their International Partner for sale and purchase of their Gold (Au) and Precious Metals. Defaulters caught using this documents would be held responsible. DOCUMENTS ACCOMPANYING MERCHANDISE: This delivery shall be accompanied by documents as follows: Certificate of Origin Certificate Of Ownership 4 copies of Commercial Invoice from the consigner Preliminary Assay Certificate IRGM Yaoundé Cameroon Certificate of Non Criminal Origin Certificate of Photosynatry Shippers Instruction for airway bill Issuing Shipment Packing List Safe Keeping Receipt (SKR). CIF PROCEDUES PRIOR SHIPMENT 1. Seller sends Formal FCO and Draft Contract to the buyer for signing. 2. Buyers Receives FCO and Draft Contract, sign and sealed, then Forwarded back to the Seller for verification before showing the signed documents to the Corporation Local Miners Store Keeper for the Release of the first tranche of Merchandise needed. 3. Sellers side goes over signed contract and immediately forward the Gold, to be pre-Assayer by the Ministry of Scientific Research with a copy of the pre-Assayer Results issued out to be forwarded to the Buyers end as a Reference copy to their Buyers Gold Refinery. (Buyers end should note here that, the pre assayer carried out from our Government is necessary even though we don’t have good technological Devises for such test. This is because we don’t even have a single refinery in our country to test out gold. So all this is done by our Ministry of Scientific Research) 4. Upon receiving the Pre Assayer Test Results, Seller side would immediately get dated pictures with news paper covers of the gold dore bars to be ship with Buyers names and address written and placed inside the boxes of Gold and would immediately Book a day to deposit the Gold at the Ministry of Mines prior to Obtain a CEMAC BUYERS PERMIT for the shipment of the said cargo. Note: (The Buyer side should get it clear here that, these are Cameroon Obligatory procedures for the sales of Precious Metals on International bases for the Cameroon Ministry of Mines would have to give us a date for us to bring printed hard copies of our signed SPA for approval alongside the goods and the pre assayer test result sheet from our Ministry of Scientific Research. During this period of time, the Ministry of Mines storage house upon receiving these documents and the goods at our appointed date would have to communicate with the Buyers end on an Interview Bases, a time schedule would be given for that due to time differences. The interview would be done either on a direct phone communication with the Buyers end or Skype communication. This would be done in order to find out if they are willing and able to get the consignment from us and while not get into a long term trade with our corporation that would bring about development in a long Run. Also to find out if the buyers end got any bad records out there in terms of International trade. All Results being negative, then the whole deal would be canceled out and we shall get back our Gold. We shall provide the buyers end with such guide of questions they shall ask your side for the Interview. 5. Upon Confirmation of a positive Test results from the Interview with the Buyers end, the Ministry of Mines storage house would at this moment registered down the amount of Gold they have receive for shipment, forward a copy of our SPA to their contract department for procession and approval and as well issue out their COMFIRMATION LETTER, SKR as well as their PROFORMA INVOICE for the payments of the said CEMAC BUYERS PERMIT. The cost of the said cemac buyers permit is paid directly to the Cameroon Ministry of Mines account to obtain the permit before they can approve contract and authorize the seller to ship the gold to buyers refinery for final assayer and payments for the goods as well. 6. Ministry approves contract within few days and forward copies to both parties for verification and Confirmation and would as well forward the goods to the Ministry of Transport for shipment with the Seller paying for the shipment allocation fee, Cost, insurances and freight charges for the gold to depart to buyer’s destination. 7. Ministry recognized Freight and Export agency get in contact with buyer with all shipping Documents forwarded to the Buyer as well as the Air Way Bill (AWB) and TRACKING NUMBER for Easy tracking of the package so as to get the Precise date of arrival at Buyer’s Airport. (These shipping documents would be Certified as well If needed hard copies by the buyer). 8. Gold shipped to buyer’s destination port will be accompanied by seller’s Agent (Representative) if needed. The seller’s Agent (Representative) will hold a copy of the Commercial Invoice to present to the Buyer’s end for the payments to be made after the Final Assayer Report. 9. Gold will be received by buyer in the presence of Seller’s Agent. 10. Buyers end upon receiving goods would made all payments to their government taxes, fees and shipment expenses from airport to Gold Refinery in the presence of Seller’s Representatives. 11. Assayer of Gold carried on in the presence of seller’s representatives. Upon the completion of the the assayer. The Buyers end will transfer their funds back to Seller’s account within 72 hours. 12. Upon final confirmation of the First Trial tranch. The seller’s side would prepare the Second Trial Tranch immediately. (The Seller’s end will advice their Marketing Agent to present to the Buyer’s end a Joint Venture Document (JV) for their JV project if agreed on). The validity of this offer is 30 days from dated herein and will be terminated sooner if non-compliance from the buyer). The FCO shall become expired, null and void. No changes, alterations, or substitutions shall be permitted unless the same shall be notified in writing and signed by both. OFFERED BY, SELLER: COMPANY: SECAM L.M C/o Cam Gold And Diamonds Address :23 Rue De La Garre Ayos Bertoua, Cameroon X………………………………….. Name : Mr Banyembe Bobe Bokwe , Title : MD / CEO, Authorized Signatory Passport Number: *******8 Signature and Copany Seal ACCEPTED BY BUYER : COMPANY : x…………………………………………. Name : Mr. , Title : ……….., Authorized Signatory Passport Number: Signature and Copany Seal Origin: Cameroon; Buyer must obtain IMPORT LICENCE from AMEROON Minenin Ministry