LETTER OF INTENT

IRREVOCABLE CORPORATE PURCHASE ORDER

L.O.I – I.C.P.O

L.O.I No:______

To: ______

We, ______Company Name______represented by authorized signature, ______Name Of Signitor______acting on the irrevocable corporate purchase agreement hereby confirm that we are ready and represent that it is our intention and willing and ability to purchase the following commodity as per the specification and quantity and price is in the term’s under ______( digit withword )______conditions and only______( digital word ) ______page as stated below .

This representation is made with full corporate authority and responsibility of the above stated buyer.

  1. NAME OF THE PRODUCT / COMMODITY: ______
  2. ORIGIN: ______
  3. SPECIFICATION: ______
  4. QUANTITY: ______
  5. TOTAL QUANTITY: ______
  6. CONTRACT LENGTH: ______
  7. PACKING REQUIRE: ______
  8. DESTINATION COUNTRY: ______
  9. DESTINATION PORT: ______
  10. TERMS OF PAYMENT :
  11. TARGET PRICE: ______US$.SQM/US$ Metric Ton
  12. TOTAL VALOU: ______US$
  13. PERFORMANCE BANKGARANTY (PBG): maximum 2 % of the total price value by seller’s bank in favour of the buyer
  14. INSPECTION: quality & quantity & weight by SGS certificate agents or equivalent certificate agent at seller’s cost.
  15. PAYMENT INSTRUMENT: Irrevocable, Transferable Confirmed Letter of Credit (L/C) payable 100% at sight or Bank Guarantee.
  16. LOI VALID TIME : ______day’s at issue day
  17. PROCEDURE:

1). Buyer issues NCNDA/IMFPA and ICPO with banking details allowing for soft probe and an acceptance letter, and BCL.

2). Seller issues FCO Buyer accepts FCO, Buyer confirms and signs, returns full corporate offer (FCO) with appropriate authorized signature, seal with soft probe permission, including the following documents:

(1) BUYER’S CORPORATE LICENSE. (2) COMPANY PROFILE. (3) SCANNED COPY OF BUYER’S INTERNATIONAL PASSPORT.

3). Under SELLER acceptance of the signatory and initial on the returned FCO, Seller issue draft contract to buyer.

4). Buyer and seller execute the contract, buyer’s bank issues by swift advance guaranty payment instrument MT103/23 or Standby Letter of Credit ( SBLC) to seller’s bank in an amount equal to first-month’s shipment of D2 Gas Oil and readiness to provide an irrevocable, auto-revolving, Letter of Credit/Bank Guarantee BG payable 100% at sight against shipping documents to pay for each monthly shipment for the term of the agreement, Seller secure storage tank farm facility and pay the legal fees, Seller’s bank issues the following as partial POP documents: SGS Report, Tank Receipt, and Dip Test Authorsation for liftable quantity and operative 2% PB to buyer’s bank.

5). Seller and buyer sign hard copy contract TTM, and parties exchange the final contract lodge to their respective banks. The buyer issues a non operative SBLC to the seller’s bank, value of 2.000.000 MT of D2 Gas Oil at the contract price.

6). Seller, within 48 hours of receiving non-operative SBLC, delivers full POP documents (Proof of Product) to buyer’s bank of the monthly shipment value of 2.000.000 MT of D2 Gas Oil at the contract price, to buyer’s bank.

7). Buyer’s bank issues an IRREVOCABLE, OPERATIVE CONFIRMED SBLC/BG (ICC458) for monthly payments, buyer issues revolving TT by SWIFT Wire MT103/23 after sighting of documents, except for the last month of shipment

8). Contract comes into force.

9). The Seller shall issue the first cargo delivery confirmation and date.

10). Shipment will start according to conditions of the contract and according to agreed schedule. Payment for each monthly shipment shall be by irrevocable, auto-revolving, confirmed SBLC Letter of Credit payable 100% at sight against shipping documents.

11). Each party hereto will bear its respective banking costs / charges.

12). The Verbiage of Bank Instrument (DLC)/BG, and Performance Bond will be mutually agreed by both parties panel Bank, Any reasonable variations being acceptable.

Pop documents shall include the documents as stated below:

a. Copy of license to export, issued by the ministry of Energy.

b. Copy of approval to export, issued by the ministry of justice.

c. Copy of statement of availability of the product.

d. Copy of the refinery commitment to produce the product.

e. Copy of Transnet contract to transport the Product to the Port.

f. Copy of the Port Storage agreement.

NB: If the product quantity and quality of loading port SGS inspection do not agree with the SGS or CIQ inspection taken at discharge port, and the said differences are unacceptable to buyer, then BUYER and SELLER should jointly appoint the 3rd and internationally recognized surveyor to perform a 2nd discharge-port-test, the result of the 2nd discharge-port-test is final and binding.

If there is discrepancy between the result of the said re inspection and the quality of goods as stipulated in the contract; particularly, if density, colour, sulphur content, certain index, distillation proportions, and temperatures are higher or lower to a great extent than the ranges provided in the contract, the Buyer shall have the right on the authority of the certificate issued by the SGS/CIQ organization to demand that the two sides renegotiate the price or to lodge a claim for indemnity against the Seller.

The Seller should give commensurate compensation to the Buyer according to the nature and gravity of the breach. The re-inspection fee shall be borne by the side causing the breach.

  1. BUYER INFORMATION

BUYER COMPANY NAME / :
BUYER ADDRESS / :
BUYER TELEPHONE NUMBER / :
BUYER FAX NUMBER / :
BUYER E-MAIL / :
BUYER Website / :
  1. BUYER PRIME BANK INFORMATION

BUYER BANK NAME / :
BUYER BANK ADDRESS / :
BUYER BANK TELEPHONE / :
BUYER BANK FAX / :
BUYER BANK TELEX / :
BUYER BANK OFFICER NAME / :
BUYER BANK SWIFT NUMBER / :
BUYER BANK ACCOUNT NUMBER / :
BUYER BANK EMAIL / :

We also represent our sanction to Bank of the Supplier (Seller) to make inquiry of our solvency concerning the given transaction (« Soft Probe ».), to that we authorize ours bank during since th , 2009, on th, 2009 to give the necessary information (« Soft Probe»). The given document provides the legal basis for the Seller's transfer of these terms and parameters for preparing of the draft contract and shall become an integral part of the future contract and valid for up to 20 days from the date presented to the Seller.

PRINT NAME:______

POSITION:______

DIRECT TELL: ______

DATE:______

SIGN / SEAL

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