CONTRACT OF PURCHASE No.

From a Party: The enterprise named Canadian Commercial Corporation (the “CCC”), domiciled at 350
Albert St. Suite 700, Ottawa, ON, K1A 0S6, assigned as the SELLER.

And the other Party: The enterprise named QUIMIMPORT, domiciled at Calle 23, No. 55, Vedado, La
Habana, Cuba.A.P.6088, assigned as the BUYER.

BUYER and SELLER are sometimes referred to herein individually as a “Party” and collectively as
“Parties.”

Both Parties having reciprocally accredited the capacity and personality, by which they appear, grant
the present contract, under the following terms and conditions:

FIRST: OBJECT, PRICE AND CONDITIONS OF PURCHASE AND DELIVERY

The SELLER agrees to sell to the BUYER and the BUYER agrees to buy from the SELLER the
following:

1.1 Quantity: 10,000 (ten thousand) metric tons in bulk.

1.2 Product: White Standard Muriate of Potash.

1.3 Specifications: As outlined in Annex 1 of this Contract of Purchase.

1.4 Pricing:

• Total Amount: The Canadian Dollar equivalent of US D $ 2,663,750

The Total Amount consists of the following:
(a) The Canadian Dollar equivalent of USD$250/Metric Ton FOB, Spout Trimmed;
(b) The Canadian Dollar equivalent of CCC’s fees of USD $125,000; and
(c) The Canadian Dollar equivalent of Standard banking charges and Letter of Credit
issuance fees charged by the National Bank of Canada of USD$38,750.

• The currency of payment of this Contract of Purchase shall be Canadian Dollars.

1.5 Delivery Terms: FOB lncoterms® 2010

1.6 Date of Delivery at Load Port:

A single date between April 22, 2020 and April 26, 2020, which shall be confirmed
in writing by the Seller.

Delivery date(s) shall be the same date as the issuance date of the "Clean on board Bill
of Lading." Any further change to the dates of delivery must be mutually agreed in
writing between BUYER and SELLER.

1.7 Port of Shipment: One safe berth, Vancouver, British Columbia, Canada.

April 3, 2020
 1.8 Transhipments: Prohibited.

1.9 Packing: In bulk

1.10 Title: Title to the Product shall pass to the Buyer upon payment in full of the Total Amount set
forth in Clause 1.4 and in accordance with the provisions set out in Clause Third: Payment, and in
accordance with Clause 13 of the General Terms and Conditions of Sale – Export (the “General
Terms and Conditions – Export”), a copy of which is attached as Annex 2.

1.11 The BUYER represents and warrants that it has, and that the Corporación Financiera Azucarera
S.A. (“ARCAZ”), has obtained all consents, authorizations, approvals, and permits necessary for
each of the BUYER and ARCAZ to fulfill their obligations under this Contract of Purchase and the
Credit Facility (as defined in Clause 3.1) as the case may be.

SECOND: QUALITY AND QUANTITY OF THE GOODS

The Specification and Quantity requirements of the Product shall have been considered to be
met by the Seller:

2.1 SPECIFICATION: According to the Specifications as stipulated in Clause

1.3.

2.2 QUANTITY : According to the Quantity outlined in Clause 1.1 and confirmed pursuant
to the Acceptance Certificate issued by the Buyer and/or its designated agents, in the form
attached as Annex 4. The measure method is by draught (shore scale), or draft survey.

THIRD: PAYMENT

3.1. The BUYER represents that ARCAZ has entered into a credit facility (the “Credit Facility”) with the
National Bank of Canada regarding the purchase of goods intended for the agroindustrial sector including,
without limitation, potash.

3.2 The BUYER represents that ARCAZ has requested, in connection with the Credit Facility and this
Contract of Purchase, the issuance of an unconditional and irrevocable letter of credit (the “Letter of
Credit”) in the form attached to as Annex 3 by National Bank of Canada in favour of CCC in respect of
the payment of the Total Amount set forth in Clause 1.4; all costs associated therewith shall be to the
account of the ARCAZ.

3.3. The BUYER represents that it has provided irrevocable instructions to the National Bank of Canada
to issue the Letter of Credit.

3.4 Payment of the Total Amount set forth in Clause 1.4 shall be made in Canadian Dollars pursuant to
the terms and conditions set forth in the Letter of Credit issued by the National Bank of Canada to CCC.
The exchange rate to determine the Canadian Dollar equivalent of the Total Amount shall be the daily
exchange rate published by the Bank of Canada on the date the invoice by the Subcontractor (as defined
in Clause
8.5) is issued. In the event that such rate is not displayed by the Bank of Canada, the exchange rate shall
be determined by reference to such other publicly available service for displaying exchange rates as may
be agreed upon by the Parties.
3.5 (a) Payment of the Total Amount set forth in Clause 1.4 and pursuant to the Letter of Credit will be
made by the National Bank of Canada upon submission by CCC of the following documents to the
National Bank of Canada:

(i) CCC invoice;

(ii) Acceptance Certificate issued by the Buyer and/or its designated agents, in the form attached
as Annex 4;
(iii) Confirmation of Origin of Goods to Cuba, in the form attached as Annex 5;
(iv) Schedule “B” Certificate - Declaration for Import and Export Compliance, in the form
attached as Annex 6;
(v) Certificate of Supplier, in the form attached as Annex 7;
(vi) Certificate of Origin;
(vii) Bill of Lading; and
(viii) B13A – Export Declaration

(b) Except for document(s) listed in Clause 3.5(a)(vii), all documents listed under Clause 3.5(a) above
must be received by CCC not later than [●] days to prior to the Date of Delivery at Load Port (as stated in
Clause
1.6); and the document(s) listed in Clause 3.5(a)(vii) shall be submitted by the Buyer or its agents to CCC
immediately upon loading of the Product onto the vessel at Port of Shipment (as stated in Clause 1.7).

FOURTH: INSPECTION

4.1 The BUYER or its designated agents shall inspect the quality of the Product, not less than [●]
calendar days in advance of loading of the shipment, and shall sign and issue an Acceptance Certificate.

4.2 Any and all costs and expenses associated with the inspection of the Product by the BUYER shall be
to the account of and be borne by the BUYER.

FIFTH: CIRCUMSTANCES EXEMPTING RESPONSIBILITY

5.1. Any event or circumstance, the prevention of which is beyond the control of the Parties (“Force
Majeure”), shall release the BUYER and SELLER, for the duration of the disruption and to the extent of
its impact, from its contractual obligations. Force Majeure shall include, but not be limited to, natural
disasters, war, pandemics, epidemics, industrial disputes, shortages of raw materials and energy,
unavoidable interruptions of transport and operations, fire and explosion damage, as well as decrees of
higher authority. Force Majeure shall also be deemed to apply if the events and circumstances make the
execution of the transaction in question uneconomical for the SELLER in the long term or if they relate to
the SELLER’s upstream suppliers. If the events and circumstances persist for more than three (3)
uninterrupted months, either the BUYER or SELLER shall be entitled to rescind the contract upon written
notification to the other Party.

5.2 The Party that invokes the Force Majeure shall notify the other Party within a period not exceeding
fifteen (15) calendar days from the date in which the Force Majeure was known to the Party.

5.3 Subject to Clause 5.1, in the cases in which the Force Majeure has been notified, the fulfillment of the
obligations shall be extended for a term equal to that of the duration of the Force Majeure.

5.4 In addition and not in lieu of the foregoing, the Parties agree that in the event the SELLER is
prevented or delayed in the performance of its contractual obligations due to or resulting from the
COVID-19
pandemic, including any events or circumstances arising from or resulting from the COVID-19 pandemic
(including and without limiting the generality of the foregoing shall include events and circumstances that
make the execution of the transaction in question uneconomical in the long term for the SELLER or if
they relate to the SELLER’s upstream suppliers), the SELLER shall not be liable and shall be released for
the duration of the COVID-19 pandemic event or circumstance. The Parties further acknowledge and
agree that the Seller shall be entitled to additional costs that result due to the COVID-19 pandemic,
including any events or circumstances arising from or resulting from the COVID-19 pandemic. In the
event the COVID-
19 pandemic or any related or resulting events or circumstances persist for more than three uninterrupted
months, the SELLER shall be entitled to rescind the contract upon written notification to the BUYER
without any liability whatsoever.

SIXTH: CLAIMS

6.1 Objections by the BUYER on account of defects shall be subject to the provisions of Clause 8 Defect
Claims of the General Terms and Conditions – Export.

SEVENTH: CONFLICT RESOLUTION

7.1 The contracting Parties agree to fulfill this contract in good faith. Any dispute arising as consequence
of the same or in relation to it shall be settled by amicable negotiations.

7.2 Any dispute that may arise regarding the implementation of this Contract of Purchase or of the
agreements that may stem from it shall be resolved through amicable negotiations. In the event that
the Parties fail to reach an agreement, the matter may be referred for Arbitration under the Rules of
Arbitration of the International Chamber of Commerce by three arbitrators appointed in accordance
with the said rules. The place of arbitration shall be London, UK. The ruling law shall be Canadian
law and the language of arbitration shall be English.

EIGHTH: OTHER CONDITIONS

8.1 The General Terms and Conditions – Export, except for Clause 16 (Place of Performance and Legal
Venue), shall form part of this Contract of Purchase. In the event of a conflict between the terms of this
Contract of Purchase and the General Terms and Conditions – Export, the terms of General Terms and
Conditions – Export shall prevail. For greater clarity and for the avoidance of any doubt, any and all
references in the General Terms and Conditions – Export to “We” shall be deemed to refer to the Seller.

8.2 In addition to all amounts outlined in Clause 1.4, all other expenses including taxes, customs duties,
and collections in the SELLER's country in connection with this Contract of Purchase, shall also be borne
by the BUYER, and those of the same nature in the BUYER's country in connection with this Contract of
Purchase shall be borne and be paid by the BUYER.

8.3 This Contract of Purchase is composed of its own text, its annexes and supplements, and will be valid
as long as they are in writing and signed by the duly authorized representatives of each of the Parties.
Likewise, they may only be modified by express agreement and signed by both Parties.

8.4 Without prejudice to the foregoing, this contract may be terminated for the following reasons:
• By voluntary agreement of the Parties.
• For any of the causes legally established and applicable to this Contract of Purchase.
 • This Contract of Purchase is fully performed and CCC is released from its contractual
obligations.

8.5 The SELLER shall have the right to subcontract the performance of any and all of its contractual
obligations to a subcontractor (the “Subcontractor”) without the prior written consent of the BUYER,
including, without limitation, to K+S Minerals and Agriculture Gmbh; provided that the Seller shall
remain responsible for the performance of such Subcontractors in fulfilling its obligations under this
Contract of Purchase.

8.6 Neither Party may partially or totally assign to a third party, any of the obligations or rights recognized
in this Contract of Purchase or in any other document linked to it, without prior knowledge and written
consent of the other Party.

8.7 This Contract of Purchase is considered private and confidential. Any disclosure or publication to third
parties of any of the details of this Contract of Purchase, or any correspondence regarding this Contract of
Purchase, either in whole or in part, shall be subject to the prior written consent of the non-disclosing
Party, save and except in the following cases: (a) as required by law, regulation, or court order; (b) to any
and all Subcontractor(s) or potential subcontractors; (c) to National Bank of Canada; and (d) to Export
Development Canada.

8.8 All notification, notice, or communication must be sent to the address declared by the parties in this
Contract of Purchase. The Parties must inform each other by written notice about the changes of address.
The communications sent to the address set forth in Clause Ninth below will be valid for all legal
purposes, until the change in the address has been notified in accordance with this Clause 8.8.

NINTH: NOTICES

9.1 Any notice from one Party to the other shall be in writing and shall be delivered to their
representatives at the following addresses:

Seller: CANADIAN COMMERCIAL CORPORATION

350 Albert Street, Suite 700
Ottawa, Ontario K1A 0S6

Attention: Jason Hann, Vice-President, Contract Operations

Tel: (613) 943-5659
E-Mail: jhann@ccc.ca

Buyer: QUIMIMPORT
Calle 23, No. 55, Vedado, La Habana, Cuba.A.P.6088

Attention: Jorge Yong Cuervo

Tel: (537) 836 2614
E-Mail: jorge.yong@quimimport.cu

TENTH: VALIDITY

10.1 This Contract of Purchase shall become valid and effective upon the following:

(a) Signature of this Contract of Purchase by the Parties;

 (b) Receipt by the SELLER of the Letter of Credit, duly issued by National Bank of Canada; and
(c) Signature of the Domestic Contract regarding this Contract of Purchase by CCC and its
Subcontractor.

ELEVENTH: COUNTERPARTS

11.1 This Contract of Purchase may be executed in any number of separate counterparts (including by
electronic transmission), and all of said counterparts taken together shall be deemed to constitute an
original and one and the same instrument.

TWELFTH: ENTIRE AGREEMENT

12.1 This Contract of Purchase, including the annexes hereto, constitutes the entire understanding
between the Parties pertaining to the subject matter hereof and supersedes all prior agreements,
understandings, negotiations and discussions, whether oral or written, pertaining to such subject matter.
IN WITNESS WHEREOF, the Parties hereto have executed this Contract of Purchase on [●][●], 2020.

QUIMIMPORT

SIGNATURE:

NAME:

TITLE:

DATE:
IN WITNESS WHEREOF, the Parties hereto have executed this Contract of Purchase on [●][●], 2020.

CANADIAN COMMERCIAL CORPORATION

SIGNATURE:

NAME:

TITLE:

DATE:
ANNEX 1: SPECIFICATIONS

[SPECIFICATIONS]
ANNEX 2: GENERAL TERMS AND CONDITIONS OF SALE – EXPORT

[GENERAL TERMS AND CONDITIONS OF SALE – EXPORT]

ANNEX 3: LETTER OF CREDIT

[To be Confirmed]
ANNEX 4: ACCEPTANCE CERTIFICATE

[To be Confirmed]
ANNEX 5: CONFIRMATION OF ORIGIN OF GOODS TO CUBA

[CONFIRMATION OF ORIGIN OF GOODS TO CUBA]

ANNEX 6: SCHEDULE “B” CERTIFICATE - DECLARATION FOR IMPORT AND EXPORT
COMPLIANCE

[SCHEDULE “B” CERTIFICATE - DECLARATION FOR IMPORT AND EXPORT

COMPLIANCE]
ANNEX 7: CERTIFICATE OF SUPPLIER

[CERTIFICATE OF SUPPLIER]