SALES AND PURCHASE AGREEMENT

Art Collection

Contract Number: 220819/201

This Sale and Purchase Agreement (SPA) for Malikee collection old African Art as
described in the annex document (Annex 1) (“COLLECTION”) is a formal and legal binding
Agreement made and entered into on the Day of August 23, 2019 by and between the
undersigned (Parties):

SELLER INFORMATION
Company Name: ARABIAN INVESTMENT FUNDS
Company Address: Abdullah Bin Thani St, Doha, Qatar
Company Registration No: 00128893
Legally Represented By: MIRKO ALBERTAZZI
Representative: MATTEO TAGLIA
Passport No: YB1388351
Country: SPAIN
Mobile No: +39 347 852 3752
Email Address: contact@arabianinvestmentfund.com

With full authority to execute and perform this SPA, hereinafter collectively referred to as the
"Seller" and:

BUYER INFORMATION
Company Name: MALIKE VILLAGE PATRIMOINE
Company Registration No:
Company Address: 14 RUE NGAMBE
Legally Represented By: JEAN PRINCE NSANGOU
Title: PRINCE
Passport No: 0939798
Country: CAMEROON
Telephone No: +237 659038430
Email Address: charge.patrimoine@gmail.com

With full authority to execute and perform this SPA, hereinafter collectively referred to as the
"Seller" and “Seller's Representative ” and “Buyer” and “Buyer’s representative” hereinafter
referred to as the “Parties.”
WHEREAS:
The Parties hereto attest that the contents hereof are truly represented and that they are
entering into this contractual Agreement freely with full compliance regarding legal
competence assent and form for purposes of this present Agreement.

The Seller hereby confirms that they are ready, willing and able to sell and deliver the
Collection, subject to the terms and conditions herein after set forth, as well as the Seller has
absolute legal powers to commit, consign and/or transfer said Collection upon their sole
discretion.

The Buyer hereby confirms that they are ready, willing and able financially to purchase the
delivered Commodity subject to the terms and conditions herein after set forth upon their sole
discretion as indicated by signing this Agreement.

NOW THEREFORE:
This Agreement is binding upon the parties hereto, their assigns and successors.
In consideration of the mutual promises, agreements, terms & conditions of this agreement,
assertions and covenants herein and other good and valuable considerations, the receipt of
which is acknowledged hereby, the parties hereto mutually and voluntarily agree as follows:

TERMS AND CONDITIONS

1. COLLECTION

1.1 Form: STATUES

1.2 Pieces: 6

1.3 Assessment made: Yes

1.4 Weight: TBD

1.5 Size: TBD

1.6 Origin: CAMEROON

1.7 Material: WOOD

AS described in annex 1 with related pictures.

2. CONTRACTUAL PRICE
1.The Buyer shall pay to Seller the price fixed for Euro 3.000.000 (three millions/00), as
follows:
A. Simultaneously to the execution of this contract the Buyer will pay 30.000 € in cash
B. The Buyer will execute a bank transfer in total amount of 154.000 € in favour of the
Seller.
C. THE TOTAL SUM OF 184.000 € (30.000 € in cash + 154.000 € via bank transfer) HAS
TO BE USED TO PAY Taxe CAF, Prélèvement du Patrimoine, Redevance
Patrimoniale and any other fees associated with the sale of the collection
including fees for the official issuance of the necessary documents.
D. After the final verification, within 72 hours from the receipt of all the art collection
(“Grace period”), the Buyer will pay Euro 2.816.000 by wire transfer providing a
legitimate proof of the wire transfer as well.

3. TERMS OF PAYMENT
1.Within maximum 72 hours the Buyer will pay the overall price as specified in the previous
clause.
2.In any case, the Seller is obliged - during the Grace period - to provide for any additional
document in relation to the Collection upon request of the Buyer if needed.
3.Bank transfer in favour of the Seller shall be made to the following banking coordinates:

Name account - E.M.G PROJET-IMMO

Code SWIFT : UNAFGALIXXX
IBAN: GA21 4002 5058 0280 2016 0016 601
Name BANQUE: UBA BANK GABON

4. TRANSFER OF OWNERSHIP
1.The transfer of Collection passes from the Seller to the Buyer, or the entity designated by the
purchaser, immediately after the execution of this agreement, so that the Seller will
provide for the new certification of ownership in favour of the Buyer.

5. PROCEDURE
1.Seller deliver the Collection to Paris, France, street TBD, giving prompt notice to the Buyer
including all documentation (see clause 6 hereinafter) needed for the transfer of
ownership and for the verification of the origin and authenticity of the Collection
2.The Buyer verify the Collection, together with the documentation, with its experts/consultants
and retain Collection, certificate of authenticity and certificate of ownership while handing
over the amount of Euro 30.000 in cash
3.The Buyer will execute in best timely manner a bank transfer in favour of the Seller in total
amount of 154.000 €, providing a SWIFT to the Seller.
4.THE SELLER IS OBLIGED UPON RECEIPT OF TOTAL AMOUNT OF 184.000 € (30.000 in
cash + 154.000 € via bank transfer) to pay following:
1.Taxe CAF
2.Prélèvement du Patrimoine
3.Redevance Patrimoniale
 and any other necessary fees associated with the sale of the collection including fees for
the official issuance of the necessary documents.
.
5.Afterwards, the Seller has to issue a Certificate of Sale of the collection.
6.The Certificate of Sale, all the other documents and the fact that all taxes and necessary fees
have been paid will be verified and confirmed by the Ministry of Culture of Cameroon.
7.Within 72 hours of the confirmation from the Minister of Culture from Cameroon, the Buyer
will execute a bank transfer in favour of the Seller in total amount of 2.816.000 €
providing a SWIFT to the Seller.

6. DOCUMENTATION
Together with the collection the Seller shall deliver the following documentation (if
needed):
1.Commercial Invoices in the format to be supplied by Buyer
2.One original Certificate of Origin
3.Certificate of authenticity of Collection
4.One original Certificate of Ownership in name of Matteo Taglia

7. NOTICES
1.All communications required to be given by one Party to the others Parts to this Sale and
Purchase Agreement shall be delivered in writing by letter in envelope signed and sealed
and sent by registered mail and anticipated with a electronic file sent by e-mail directly to
the email address of all the Parts as referenced herein.
2.In the event of any change of address or any change of Agreement details, the Party subject to
the change shall notify the other Party not less than five (5) business days prior to such
change.
3.The Seller have the right to designate and change the bank details and Banking co-ordinates
of the bank where the Seller wishes to receive payment by MT103 Wire Transfer for the
Shipment.

8. AGREEMENT ADDENDUM AND ATTACHMENTS

1.Any changes alternation or substitutions shall not be permitted unless the same shall be
notified in writing and signed by both Parties Signatories and attached by addendum here
to this Sale and Purchase Agreement.
2.Addenda annexed and/or attachments collectively coupled with this Sale and Purchase
Agreement shall be read, taken, and/or construed as an integral part of this Sale and
Purchase Agreement.

9. NON-CIRCUMVENTION & NON-DISCLOSURE

9.1 The parties accept and agree to the provisions of the International Chamber of
Commerce, Geneva, (Switzerland) for non-circumvention and non-disclosure with regards
to all and every one of the parties involved in this transaction and contract, additions,
 renewals, and third party assignments, with full reciprocation for a period of (5) FIVE years
from the date of execution of this contract.
9.2 Buyer and Seller hereto agree not to circumvent any of the parties in any manner, whether
directly or indirectly, with reference to this transaction, or the selling and purchasing of the
stated Collection.
9.3 The property rights of introducing parties for this transaction to be possible shall be
honoured by the signatories to this agreement and the agreed profession al fees to
intermediaries and facilitators shall be paid to the beneficiaries, including rolls and
extensions to this Sales and Purchase Agreement.
9.4 Said non-circumvention and non-disclosure shall include, but not be limited to
communicating with each other’s bank, representative, custom brokers or mandate(s).

10. FORCE MAJEURE

10.1 The parties hereto shall not be liable for any failure to perform under the Force Majeure
clauses as defined in the standards/publications of the CEMAC, latest revision and
additions, which clause is deemed to be incorporated in this agreement.
2.Force Majeure applies to this Sales and Purchase Agreement to include government
Sanctions, Devaluation and/or other intervention, if any.

11. ARBITRATION AND APPLICABLE LAW

1.Where a notice of dissatisfaction has been issued by either Party, the Parties shall make best
effort to attempt to settle the dispute amicably before the commencement of arbitration.
2.Any dispute, controversy or claim arising out of or in relation to this Sale and Purchase
Agreement, including the validity, invalidity, breach and/or termination thereof, shall be
settled by arbitration in accordance with the Arbitration of the international Chamber of
Commerce (ICC) of CEMAC, with the rules and regulations are deemed to be
incorporated by reference into all of the within Articles.
3.The number of arbitrators shall be one.
4.The seat, or legal place, of arbitration is CEMAC.
5.The language to be used in the arbitral proceedings shall be English.

13. PACKING
Packing of Collection must conform to established standards and to ensure its long term
safety, including during transportation. Seller shall be responsible for the packaging and
the safety boxes as well as for the safety of product until its arrival at
__________(PARIS)___________.

BANKING DETAILS

THE SELLER:
THE SELLER’S PAYMENT RECEIVING BANK COORDINATES

SELLER’S BANK DETAILS

Bank Name: UBA BANK GABON
Bank Address:
Bank Tel/Fax:
Bank Email:
Account Holder's Name: E.M.G. PROJET - IMMO
Account Holder's Address:
Name of the Signatory:
Account No / IBAN Code: GA21 40025 05802 8020160016601
BIC/Swift Code: UNAFGALIXXX
Bank Officer:
Correspondent Bank:

16. JOINT DECLARATION:

The parties hereto declare that they have read, have fully understood, and have accepted
the terms and provisions of this Agreement and that the complete Agreement is fully legal
under the respective laws of each party’s jurisdiction, and confirm their Agreement
through their signatures which bear witness below:
By signing below, both parties abide by their corporate and legal responsibility, and
execute this SPA under full penalty of perjury.

IN WITNESS HEREOF, the parties have executed this Agreement this

Signed on 25.08.2019

SELLER’S SIGNATURE:_______________________
JEAN PRINCE NSANGOU, passport no.: 0939798

BUYER’S SIGNATURE:_______________________
MATTEO TAGLIA, passport no.: YB1388351
 ANNEX 1

COLLECTION DESCRIPTION AND PICTURES