Buyer will take 500MT week 1 then 1,000 MT (or more) each subsequent 4 weeks .
 Note: End (Ultimate) Buyer is an International Bank and seller will be dealing directly with end 
 buyer at POF/POP Stage.

SAMPLE FULL CORPORATE OFFER FOR GLD SPECIFICATION AU METAL

 
Sellers Code:___________

TO:    PRINCIPAL BUYER 

C/O:   (to be advised)

I, ____________________________________, SELLER, HOLDER OF PASSPORT # _________________, HEREWITH IRREVOCABLY STATE, WITH PERSONAL, CORPORATE AND LEGAL REPONSIBILITY, THAT I AM READY, WILLING AND ABLE TO SELL REFINED AURUM UTALIUM (AU) METAL BULLION ACCORDING TO THE FOLLOWING TERMS, CONDITIONS AND PROCEDURES:

COMMODITY:         AURUM UTALIUM (AU) METAL

QUANTITY:             6,000 METRIC TONS

BAR SIZE:                12,5KG BULLION BARS

QUALITY:                 24 KARAT (999.5 / 1,000 OR BETTER)

HALLMARK:        INTERNATIONALLY ACCEPTED [“GOOD LONDON DELIVERY”: (GLD) SPECIFICATIONS AND STANDARDS]. LESS THAN 5 YEARS OLD

PRICE:                SECOND FIXING LONDON BULLION MARKET ASSOCIATION (LBMA), ON DAY OF DELIVERY OR DAY OF TRANSACTION

BANK CONDITION:   SOLD WITH FULL BANK RESPONSIBILITY

DISCOUNT & COMMISSIONS:    

9.0% GROSS; 6.0% NET, TO THE BUYER; (0r better)

1.5% to Seller’s Side

1.5% to Buyer’s Side                             

DELIVERY:          UBS BANK , SWITZERLAND .

PAYMENT:          ALL PAYMENTS WILL BE IN GOOD, CLEAN, CLEAR UNITED STATES DOLLARS OF NON-CRIMINAL ORIGIN.

TITLE:                 THE GOODS DESCRIBED HEREIN ARE OFFERED FOR SALE WITH GOOD, CLEAN TITLE, FREE FROM ANY LIEN, MORTGAGE OR BILL OF SALE OR ENCUMBRANCES OF ANY AND ALL NATURES.

DOCUMENTATION:

1.      ORIGINAL CERTIFICATE OF DEPOSIT

2.      FOUR (4) COPIES OF COMMERCIAL INVOICES IN FAVOR  
 OF THE BUYER

3.      CERTIFICATE OF ORIGIN (NOTARIZED)

4.      CERTIFICATE OF LEGAL OWNERSHIP (NOTARIZED)

5.      INTERNATIONALLY ACCEPTED ASSAY CERTIFICATE

6.      SELLER’S CERTIFICATE STATING THAT THE REFINED 
 BULLIONS ARE FREE AND CLEAR OF ALL LIENS AND 
 ENCUMBRANCES AND FREELY TRADABLE AND 
 EXPORTABLE AND IS OF NON-CRIMINAL ORIGIN 
 (NOTARIZED)

7.      BANK WARRANT OF DELIVERY

8.      CERTIFICATED WEIGHT LIST DESCRIBING EACH BAR A 
 FOLLOWS:

·        SERIAL NUMBER ON EACH BAR;

·        FINENESS AS STAMPED ON EACH BAR;

·        RAW WEIGHT AS STAMPED ON EACH BAR;

·        TOTAL WEIGHT AS STAMPED ON EACH BAR;

·        RECEIPT OF CUSTOM DUTIES AND TAXES;

·        STORAGE RECEIPT.

PROCEDURE:

 THE BUYER AND THE SELLER HEREWITH AGREE TO ACCEPT THE FOLLOWING 
 PROCEDURES:

A.      SELLER ISSUES A FULL CORPORATE OFFER (THE “FCO”) TO BUYER.

B.     BUYER RESPONDS WITH A LETTER OF ACCEPTANCE.  BUYER FORWARDS THE SPA AGREEMENT TO SELLER, WITH A SIGNED AND STAMPED IRREVOCABLE MASTER FEE PROTECTION AGREEMENT (THE “IMFPA”) ATTACHED AS AN INTEGRAL PART THEREOF.  THESE DOCUMENTS COLLECTIVELY CONTAINED THE FULL BANKING COORDINATES OF THE PARTIES AND OF THE FINANCIAL BENEFICIARIES/CONSULTANTS TO THE TRANSACTION.

C.      DAY 1 (DAY, DATE, 2009):  THE BUYER AND THE SELLER HEREBY EXECUTE THIS SALES AND PURCHASE AGREEMENT [SPA], INCLUDING THE IRREVOCABLE MASTER FEE PROTECTION AGREEMENT [IMFPA] AND THE SELLER’S BULLION BANKER’S COMPLETE CONTACT COORDINATES) ELECTRONICALLY, WHICH ELECTRONIC EXECUTION SHALL BE LEGALLY BINDING ON THE PARTIES AS PER SECTION XIV BELOW.

D.      DAY 2 (DAY, DATE, 2009):  THE ULTIMATE BUYER’S BANK’S TRANSACTION OFFICER CONTACTS THE SELLER’S BANKER AND THE TWO BANKERS ORGANIZE THE RAPID EXCHANGE OF PROOF OF PRODUCT (“POP”) FOR PROOF OF FUNDS (“POF”).

E.      DAY 3 (DAY, DATE, 2009) (THE FIRST “TRANSACTION DATE”):  XXX ASSIGNS ITS ROLE IN THIS AGREEMENT TO THE ULTIMATE BUYER, AND A COPY OF THE ASSIGNMENT PAPERWORK IS FORWARDED ELECTRONICALLY TO THE SELLER.  THE SALE AND PURCHASE OF THE INITIAL LIFT OF FIVE HUNDRED METRIC TONS (500 MT) OF PRODUCT THEN IS CLOSED, ON A PAYMENT AGAINST DELIVERY BASIS, AS PER THE DELIVERY DATE GIVEN FOR SAID LIFT IN THE DELIVERY SCHEDULE (ANNEX 2) OF THIS AGREEMENT.  ALL CONSULTANCY FEES AS GIVEN IN THE IMFPA (ANNEX 3 HERETO) WILL BE PAID SIMULTANEOUSLY TO THE ULTIMATE BUYER’S PURCHASE OF EACH LIFT. 

  F.     NOTE:  ALL LIFTS OF THE PRODUCT SHALL BE TRANSFERRED INTO THE ULTIMATE BUYER’S FULL TITLE UPON A DIRECT BANK-TO-BANK CASH PAYMENT TO THE SELLER FOR THE QUANTITY OF GOLD PURCHASED WITHIN EACH LIFT, AS PER INSTRUCTIONS GIVEN BY THE ULTIMATE BUYER’S BANK’S BULLION DEPARTMENT.  FOR ANY ADDITIONAL LIFTS AGREED TO BY THE PARTIES VIA AN ADDENDUM TO THIS AGREEMENT, THE DELIVERY SCHEDULE HERETO SHALL BE AMENDED TO INCLUDE SAID ADDITIONAL LIFTS, WHICH SHALL BE TRANSACTED DIRECTLY BETWEEN THE SELLER’S BANKER AND THE ULTIMATE BUYER’S BANK’S TRANSACTION OFFICER.  THE PAYMENT OF THE INITIAL LIFT AND ANY SUBSEQUENT LIFTS (VIA ROLLS AND EXTENSIONS, IF ANY) WILL BE MADE BY THE BUYER AGAINST DELIVERY IN CLEARED FUNDS VIA SWIFT TO THE SELLER'S BANK ACCOUNT AT (NAME OF SELLER’S BANK) IN (CITY).

Signed, this ___ day of _________, 2009.

______________________________

Signature

Name:  

Authorized Signatory/Holder

Passport No:

Country of Issue:

Witnessed by:

______________________________

Signature

Name:

Passport No:

Country of Issue: