MEMORANDUM OF UNDERSTANDING

HOMES INTEGRATED SERVICES

This Memorandum of Understanding is made between (Seller)....HOMES INTEGRETED SERVICES LTD.......

.......,.
a company duly organized and existing under the laws of Nigeria, having its registered office at ..........
Nigeria. And
“BUYER”

WHEREAS,
Buyer and Seller have entered into an Agreement dated 04, November, 2019. For the supplying and
buying of (40K MT) Of AGO product

NOW, THEREFORE, IT IS MUTUALLY UNDERSTOOD THE FOLLOWING:

1. The Parties wish to engage in good faith negotiations concerning the Supply Agreement, with the
mutual aim of reaching an agreement on the contractual text to be executed.
2. The expected date of execution of the Supply Agreement of Oil product is within One to Two
weeks after NOV 2019. The Parties commit to make their best efforts in order to meet such expectation.
In any event, the expiry date of the Supply Agreement will be within a day ….November, 2019; thereafter
the Supply Agreement shall automatically be renewed for subsequent periods of one (1) year, unless
either Party gives the other not less than ninety (90) days’ notice of termination.

• CLAUSE 1: SCOPE OF THE CONTRACT

• The Seller and the Buyer, under full corporate authority and responsibility respectively represent that the Seller is a
lawful owner of the commodity, in quantity and quality as hereunder specified, and the Buyer has the full capability
to purchase the said commodity.
• The Buyer desires to purchase (AGO “Product”) of Nigerian or imported Origin.
 The Seller has the independent capacity and ability to purchase the product from the Nigerian National Petroleum
Corporation (NNPC) or its official lifters and re-sell same to the Buyer.
• The Seller has accepted to procure the AGO from the appropriate authorities and re-sell same to the Buyer and the
Buyer has accepted to take delivery of products from and make payments to the seller for (AGO) received, in
pursuance of the realizations of the objectives of this Agreement.
 
• CLAUSE 2: QUANTITY

• The total contractual quantity of the commodity sold and purchased under this Agreement is at least 40K MT, with a
variation of +/-10% (plus/minus ten percent). Without prejudice to the foregoing, the Buyer shall accept any
additional shipment/delivery of product should availability of products sustain such additional consignment.

• CLAUSE 3: DELIVERY TERMS

• The contracted quantity of at least 40K MT, +/-10% (plus/minus ten percent) per Supply at sellers’ option.
• The delivery scheduled, commencing as quickly as possible upon mutual agreement Between the Buyer and the
Seller on Signing MOU
 
• CLAUSE 4: TIME PERIOD
 
• The duration of this contract is for 14DAYS (or less ) for shipments of 40K MT/-10%, unless extended or by an
agreement by both parties.
• Lifting shall commence within at least 1(one) calendar day of execution of this contract and placement of banking
instruments (Bank guarantee) in favour of the Seller.
 
• CLAUSE 5: QUALITY

The Seller guarantees that the quality of the product sold will conform to the guaranteed specifications of ........., as
noted in Appendix “A” of this agreement.
 
• CLAUSE 6: PRICE
 
• The price of each Tons of (AGO) loaded shall be Gross$500/10 per MT
$470 to seller, $5.00 to seller agent ,$5.00 to buyers agent, and $10.00 to Consultant.

I
• The price referred to throughout this Agreement to be paid in Naira and is fixed for the duration 7-10 Days of
Supply as to this Agreement.

• CLAUSE 7: PAYMENT:

Payment in USD to be made AFTER QNQ.

PROCEDURES FOR MARINEAGO:

1. Seller forwards Seller-signed SPA to Buyer to sign and seal Sales Purchase Agreement
(SPA) with full Buyer’s Banking Co-ordinates. The electronic copy of the signed SPA is
deemed legally binding and enforceable and parties deposit copy of electronic signed SPA
with their respective Banks.

2. Buyer returns the signed SPA with Buyer’s NOR/ATB Format; Harbor Master’s
Information, scanned copy of Supercargo’s and Inspector’s ID/PP.

4. Buyer’s Bank releases BLOCKED FUND OF $500,000(FIVE HUNDRED THOUSAND

DOLLARS) OR N100,000.00 (ONE HUNDRED MILLION NAIRA) inFavor of Seller’s
Nominated Account to move loaded vessel to GHANA INTERNATIONAL WATERS and
a Copy of the BLOCK FUND DETAILS is forwarded to Seller for follow-up action with
Terminal.

5.Upon confirmation of Buyer’s BLOCK FUND by Seller’s Fiduciary Account, Seller’s

Fiduciary Account Officer confirms to Seller who secures Logistics and SELLER/NNPC
instructs loaded vessel‘s Master to issue NOR/ETA according to buyer’s nor format and
move vessel to 12 NM to TEMA GHANA WATERS Vessel Master announces
arrival(NOA—NOTICE OF ARRIVAL) to Harbor Master and issues Marine Authority
To Board (MATB/CLEARANCE) to BUYER to board Buyer’s Details
(Supercargo/Inspector) for Q&Q Inspection and Analysis within 48 hrs.
 6.Buyer’s boarding team boards at Buyer’s expense and Supercargo confirms Product ,
Attestation Letter is issued from Vessel Captain’s e-mail domain, signed by Supercargo
with Supercargo’s scanned ID attached to all e-mails on the ATB Format, Inspector draws
samples for Q&Q Analysis and disembarks to completes his calibration while Supercargo
remains on board the loaded vessel until final payment. (THE $500,000.00)or #100,
000,000.00 IS RELEASED TO SELLER BY SWIFT BY BUYER’S BANK Upon successful
completion of Q&Q result . Buyer’s Inspector provides the Q&Q Report to Seller/Buyer
and their Banks. Within 72hours of Q&Q Report places MT103 TO SELLER FOR THE
total CARGO payment to Seller’s Nominated Account.

7. Seller facilitates the recharger of vessel by linking Buyer to the vessel handlers to
possess the cargo and Buyer pays the cost of chartering the said vessel. Copies of all
Original cargo documents are made in the name of Buyer or Buyer‘s Nominated name and
released to Buyer’s Bank together with Seller’s Commercial Invoice for payment..

8. Within 72 hours of Q&Q Report submitted to both Banks, Buyer’s Bank effects Final
payment via Swift Wire Transfer simultaneously to Seller’s Nominated Account for the full
cargo value and commissions to all Nominated Intermediaries Accounts in the SPA less
($500,000.00) OR #100,000,000:00 for Logistics fee as Part payment. Payment is based on
Out-Tonne Barrels of Q&Q Report.

9. Seller/Seller’s Bank confirms payment to all Accounts and Seller hands over all Non-
negotiable original cargo documents in Buyer’s name to Buyer together with the Warranty
of title.

10. Vessel sails to Port of discharge.

11. Extention:This Agreement may be extended by mutual agreement in writing to cover

additional supplies of the crude oil for quantity and duration acceptable to all parties. Any
additional supply is to be agreed between the parties prior to the termination of this
Agreemen.
• CLAUSE 9: DELIVERY
        
• The Seller warrants performing delivery of the transacted commodity, on Delivery. basis.
• In accordance with the set out conditions and provisions herein, the Seller and the Buyer hereby acknowledge
covenant that the delivery of the loaded trucks shall be at least 40,000Litres each.

• CLAUSE 10: INSPECTION – QUANTITY & QUALITY DETERMINATION

• The Parties mutually agree that an Independent Surveyor shall be appointed at the designated T.T. O. point to assess
the quality and quantity of the cargo according to the provisions herein stated. The Buyer will pay the inspection fee
as per the surveyor’s invoice.
• The quality of each Tanker of oil shall be assessed by the surveyor at the loading port on completion of the loading
operation on the basis of shore figures. This assessed quantity shall be used for computing the amount to be paid to
the seller, applying the price as per Annex” A” “Payment Terms” in the contract.

Note: Sellers Bank will receive a total Some of N176liter and N3 will be paid to the mandate and agent of the seller
and mandate of the buyeras attached bellow.
BANKING CO-ORDINATES:

Seller Fiduciary Account To Receive Final Payment and Logistic.

BANK NAME: FCMB
BANK ADDRESS: ABAK ROAD. UYO AKWA IBOM
ACCOUNT NAME: HOMES INTEGRATED SERVICES LIMITED
ACCOUNT NUMBER: 1864100023 USD
BANK SORT CODE 214010080
ACC.OFFR E-MAIL glory.stephen@fcmb.com
BANK OFFICER: GLORYSTEPHEN08030464387

CONSULTANTBANKINGCO-ORDINATESTORECIEVE$5.00CENT/MT
BankName GTBBANK

BankAddress 69YAKUBUGAWONCRESCENTASOKOROABUJA

AccountName TRIPPLEA&TEESERVICEVENTURES

AccountNumber 0236768528

SORTCODE 058083956

SWIFTCODE GTBINGLA

CONSULTANTBANKINGCO-ORDINATESTORECIEVE$5.00CENT/MT
BANKNAME DIAMONDBANKPLC

ADDRESS ELEGANZERPLAZAAPAPA

ACCOUNTNAME KINGBELLAINTEGRATEDSERVICESLIMITED

ACCOUNT NUMBER DOLLAR 0088149294

ACCOUNTNUMBER NAIRA 0079788255

Required Message FUNDSARECLEANANDCLEAR,OFNON-

CRIMINALORIGINANDAREPAYABLEINCASHIMMEDIATELYUPONRECEI
PTBYBENEFICIARY'SBANK.THEBENEFICIARYISKNOWNBYTHEREMITT
ERANDTHISREMITTANCEISDELIVEREDWITHOUTRECOURSE
SELLER MANDATE/AGENT BANKING CO-ORDINATES TO RECEIVE
$5.00CENT/MT (MOU IN PLACE)
BANK NAME STANBIC IBTC BANK
ADDRESS: MAITAMA BRANCH FCT ABUJA
A/C NAME AN-NAEM NILE SKY SYNERGY VENTURES
A/C NUMBER: 0016605418 USD
SWIFT CODE: SBICNGLX
A/C OFFICER: BM

Currency Transaction
NOTE: NO ALTERATION OF ANY KIND ON THE ABOVE
ACCOUNT DETAILS OTHER WISE THERE WILL BE NO
DEAL.

BUYER'S BANKING CO-ORDINATE TO PAY $500/10 MT

BANK
ADDRESS
SWIFT CODE
SORT CODE
ROUTING NUMBER
DOLLAR ACC. NO.
NAIRA ACC. NO.
BENEFICIARY NAME
BENEFICIARY EMAIL
ACCOUNT OFFICER EMAIL

BUYER’S TRANSACTION HANDLER BANKING CO-ORDINATES TO

RECEIVE$4.00 CENT/MT ON MOU
BANK
BANK ADDRESS
ACCOUNT NAME
ACCOUNT NUMBER
ACCOUNT OFFICER
BUYER'S AGENTS/FACILITATORS BANKING CO-ORDINATES TO RECEIVE
$1.00 CENT/MT ON MOU
RECEIVING BANK NAME
BANK ADDRESS
ACCOUNT NAME
ACCOUNT NO
SORT CODE
ACCOUNT OFFICER’S NAME
BANK OFFICER’ E MAIL:
SWIFT CODE

Position:
Seller signature:
Represented by
Position:

This Agreement is made this,

O n b e h a l f o f
S E L L E R :

HOMES INTEGRETED
SERVICES LTD.,

Name: PRINCEWILL
ARCHIBONG
Title:
M/D
Date: 26/10/2019

O n b e h a l f o f
B U Y E R :
Name:

Title:

Date: 26/10/2019

END OF CONTRACT