№ XXXXXXXX

Date of business: August XX, 2024

SELLER:

BUYER:

DESCRIPTION AND SPECIFICATION OF GOODS (CARGO):

Russian milling wheat in bulk crop 2023.
Sound, loyal, merchantable and satisfactory quality.
with the following quality specifications:
Test weight: min. 78 Hg/hl (ISO 7971/3)
Moisture: max. 14,0 %(ISO 712)
Foreign matter: max. 2,0 %(ISO 7970)
Protein: min. 12,5 % (dry matter basis Nx5,7) ISO 20483
Wet gluten: min. 25,0 % ISO 1(ISO 21415-1)
Falling number: min. 250 sec. (Hagberg) ISO 3093
Bug damaged: max. 1.5 % (ISO 7970)
W: min. 180 (ISO 27971-2008)
Free from live weevils (after fumigation) and foreign smell.

Sound loyal, satisfactory quality, free from harmful radiation, free from any live insects after fumigation, free
from foreign smell.
All specifications to be calculated as per relevant ISO, ICC and EU or GAFTA standards.
Other than that, specifically provided in the Contract, the Seller does not make any other representation or
give any other warranty to the Buyer as to the quality specifications stated here above.

ORIGIN: RUSSIA.

PACKING: In bulk.

QUANTITY: 3000 MT (three thousand metric tons) 10% more or less at Sellers’ option and at contract price.
Full cargo. Part cargo, partial shipment and transshipment are not allowed. Loading will be from Russian ports.
Transit loading from different country ports is not allowed.

QUALITY & CONDITION: Final and binding at loading (basis on composite sample) as per certificate(s)
issued by a GAFTA approved surveyor nominated at Sellers’ choice and costs.
GAFTA No.124 shall be applied.

Buyers have the right to appoint a GAFTA approved surveyor to attend loading operations and to seal samples
jointly with Sellers’ representative(s). Buyers/their representatives cannot interfere loading operations.
Appointment of Buyer’s GAFTA approved surveyor shall be without prejudice to the first sentence of this
clause.
Sellers are not obliged to stop/interrupt loading due to absence of Buyers' surveyor.
In case of any dispute rise from the findings of the respective surveyors appointed by buyer and seller, jointly
taken & sealed sample will be sent to independent accredited GAFTA approved testing laboratory agreed both
by the Seller and the Buyer and the results shall be binding for sellers and buyers. Cost of this analysis to be
for the party at fault.

WEIGHT: Final and binding at loading as per certificates issued by a GAFTA approved surveyor nominated at
Sellers’ choice and costs.
Method of weight determination – port scale (customs weighbridge).
GAFTA No. 123 shall be applied.

Sellers have a right to nominate GAFTA approved superintendents for supervision and weight determination at
discharge port at their own choice and cost.

Difference in weight (weight shortage) occurred at discharge is covered under the Insurance Policy subject to
a deductible of 0.50% (worked out on the whole insured value (BL tonnage)). Sellers / Insurers are not
responsible for any shortage below 0.5%.

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For claiming shortage weight compensation, the required list of documents that will be presented to Seller is
as follows:

• -copy of the letter of protest

• -copy of the Bs/L both sides
• -copy of the debit note
• -copy of the certificate of weight from POD issued by the GAFTA approved surveyor at Buyer’s choice
and expense
• -copy of the unsealing hatch in the pod issued by pod agent
• -copy of the complete discharge survey report
• - SOF at POD;
• - NOR at POD.
• - copy of shore scale calibration certificate

Documents shall be issued in English and/or both English and Russian languages. All claims should be
reported/claimed by the Buyer directly to Sellers.
Vessel’s holds shall be sealed by Sellers’ surveyor at the port of loading and if the seals found intact at the
port of discharge then Buyers have no right to detain a vessel due to quantity controversies after discharging.
In such case disputes on tonnage/shortage shall be settled directly between Buyers and Master/Ship-owners.

Seller shall pay the shortage if any within 30 (Thirty) banking days upon emailed supporting documents.

SHIPMENT PERIOD: XX August – XX August, 2024, at Sellers’ option. Both dates inclusive.
Without GAFTA extension.

PRICE:
XXX.00 USD/MT (Two hundred and forty US dollars per metric ton) CIF FO 1 safe port/1 safe berth at
Marmara Sea, Turkey, OR
XXX.00 USD/MT (Two hundred and thirty-nine US dollars per metric ton) CIF FO 1 safe port/1 safe berth at
Karasu, Turkey, OR
XXX.00 USD/MT (Two hundred and thirty-eight US dollars per metric ton) CIF FO 1 safe port/1 safe berth at
Samsun, Turkey, at Buyers’ option.

PARITY: CIF FO (Cost, Insurance and Freight Free Out) one safe port, one safe berth always accessible
always afloat at Marmara Sea or Karasu port or Samsun port, Turkey at Buyers’ option.
Note: Final discharge port to be nominated upon loading completion.

PAYMENT: Buyers effect 100% payment for the delivered goods in US Dollars net cash by cable transfer
against presentation by the Sellers to the Buyers by e-mail the copies of the original shipping documents
stipulated in clause “DOCUMENTS” of present contract within 1 (one) banking day upon passage of Kerch
strait by Vessel.
Payment to be received before breaking bulk.
Payment shall not be deemed to have been effected before receipt of 100 % funds onto the Sellers’ bank
account.
Payment is essential condition to the contract.
All bank fees and commissions levied by the banks of the Buyer (including intermediary bank) shall be paid by
the Buyer. All bank fees and commissions levied by the banks of the Seller (including intermediary bank) shall
be paid by the Seller.
In case Buyer performs payment by several transfers and/or from more than one bank then all such transfers
have to be made with graph 71A ‘details of charges’ as OUR understanding that all bank commissions and
fees in both Buyer’s and Seller’s banks and intermediary banks are at Buyer’s account only.
Any delays at discharge port due to late payment to be for Buyers’ account.

SELLERS TO PROVIDE THE FOLLOWING SHIPPING DOCUMENTS, WHICH TO BE ISSUED AS PER

BUYERS’ DOCUMENTARY INSTRUCTION:
- 3 original commercial invoices, indicating CIF value of the goods, description, quantity, unit price and country
of origin;
- 3/3 "Clean on board" Congenbill Bill/s of Lading (B/L) original, marked "Freight prepaid" + 3 non-negotiable
copies BL’s back page/s to be duly endorsed by the Shipper in case issued “TO ORDER”
- Certificate of Origin issued by the local Chamber of Commerce and Industry at country of origin in 1 original +
2 copies;
- Phytosanitary certificate, issued by competent state authorities at country of origin. Phytosanitary certificate

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should not contain any information which is not allowed by official phytosanitary authorities in 1 original + 2
copies Original to be on board, or to be couriered directly to Buyers. All time lost due to late receipt of original
Phytosanitary certificate by Buyers will be for Sellers’ account. If original phytosanitary certificate is not at
disport when the vessel arrives, then laytime will start to count next working day at 08:00 a.m. after this
document is delivered to disport);
- Crop Year Certificate, issued by a GAFTA member surveyor at Seller’s option and expense in 1 original + 2
copies, if needed;
- Certificate of Quality issued by a GAFTA member surveyor at Seller’s option and expense in 1 original + 2
copies. (indicating results of contractual specifications of the commodity);
- Certificate of weight, issued by a GAFTA member surveyor at Seller’s option and expense in 1 original + 2
copies;
- Holds cleanliness certificate, issued by a GAFTA member surveyor at Seller’s option and expense in 1
original +2 copies;
- Holds sealing certificate, issued by a GAFTA member surveyor at Seller’s option and expense in 1 original +2
copies;
- Fumigation certificate, issued by a GAFTA registered fumigation company at loading at Sellers’ expense in 1
original +2 copies;
- Non-radioactivity certificate, issued by a competent authority or GAFTA member surveyor at Seller’s option
and expense in 1 original + 2 copies;
- Insurance Policy or Certificate in duplicate covering 102% of the CIF value, covering ALL risk as per
GAFTA no.72 (Section 1)
- Master’s receipt evidencing that 1/3 NN B/L or 3 rd Original of BL at Seller’s choice, 1 original Phytosanitary
certificate are put on board of a vessel.

The cost of any other document(s), required by the Buyers and if acceptable by the Sellers and if it is legally
and practically, should be on Buyers’ account.
The additional documents shall be out of payment. Any defects of such additional documents shall not provide
the buyers any right to reject the shipping documents and/or the commodity based on such defects.
In case the buyers documentary instructions require to specify in the documents any information in respect of
quality specifications/description/condition of the commodity which contradict to quality
specifications/description/condition of the commodity stated directly in this contract, issuance of documents in
accordance with such buyers instructions shall not impose any additional obligations, responsibility or liability
on the sellers regarding the quality specifications/description/condition of the commodity.

Buyers guarantee that there is no import, phytosanitary or other requirements for the goods at the country of
destination other than mentioned in present contract.

Charter Party Bills of Lading is acceptable.

Documentary instructions, showing the number of non-negotiable copies, consignee and notify names/details,
port of discharge, etc. to be provided by the Buyers to the Sellers (though the Brokers) the latest upon vessel
nomination.
Any delays/costs/other consequences due to delay in providing shipping instructions as above, will be for
Buyer’s account.

Documentary instructions shall not contradict to the contract terms and conditions and always subject to
official regulations of competent authorities in country of origin which are in force.

On receipt of payment, original documents (other than the documents carried on the vessel) will be released
and dispatched to Buyers by a fast courier mail service as per Buyers’ instructions as soon as Sellers can do
it. Airway bill copy to be faxed/e-mailed to buyers following dispatch of documents.

PRESENTATION OF DOCUMENTS:
1) The Sellers must provide the Buyers with drafts of shipping documents for confirmation, before issuance of
originals.
2) The drafts of documents should be approved/commented by the Buyers within 48 hours after presentation
of these drafts by the Sellers. In case the Buyers will fail to comply with drafts approval/comment in time, then
the Sellers have the right to issue the documents on their best knowledge, as drafted and on the basis of the
terms of this contract and according to documentary instructions, where it is possible and the Buyers hold
responsibility for any consequences, which may arise thereof, and shall accept these documents for payment.

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3) All documents must be issued in English and if necessary in both English and the local language, however
in any case the English wording shall reserves priority. Stamps and seals in other languages than English are
allowed.
4) The cost of any other document(s) required by the Buyers and if acceptable by the Sellers should be on
Buyers’ account. Legalization of documents (if required by Buyers) shall be for Buyers’ time and account, and
not required for payment (non-legalized copies to be presented and sufficient for payment).
5) Third party documents are acceptable except commercial invoice.
6) Surveyor’s certificates in electronic type (as E-certificates) are acceptable upon buyers confirmation.
7) In case, 1/3 NN B/L or 3rd Original of BL at Seller’s choice and original Phytosanitary certificate are not on
board of a vessel, Seller has to dispatch the documents by a courier to Buyers’ address or where requested
before vessels arrival at discharge port (disport). If Sellers cannot deliver these documents to the Buyers
before vessel arrival at disport, all waiting costs will be for Sellers’ account.
8) In case original Bill of Lading is not available at the port of discharge, the Sellers to arrange discharge
against Letter of Indemnity (LOI) to the Owners after safe receipt of 100% of the funds to Sellers’ account. The
Buyers will sign LOI in case of such situation. For the purpose of LOI the Buyers/receivers shall also provide
the Sellers with their letter of indemnity issued as per vessel owners’ P&I Club wording on the Buyers /
receivers’ letterhead and duly signed/stamped by the authorized person for and on behalf of the Buyers /
receivers. in case the B/L consignee is “to order of …. (name of third party/bank)” or “…..(name of third
party/bank)” : for the purpose of LOI the Buyers/receivers shall also provide the Sellers with the letter of
indemnity issued as per vessel owners’ P&I Club wording on the Buyers / receivers letterhead paper duly
signed/stamped by them and countersigned/stamped by the authorized person for and on behalf of B/L
consignee (third party or bank, whatever the case may be).

FUMIGATION will be conducted in accordance with the method as advised by the appointed fumigation
company and otherwise in accordance with the GAFTA fumigation rules (with the exception of clauses 2.10
and 5.22 of GAFTA rules No 132).
In the event specific fumigation methods/types are necessary such as recirculation and/or sleeves then the
additional costs of such fumigation method/type is for Buyers’ account.
The Sellers to pay only for standard fumigation.

INSURANCE to be covered by the Sellers as per GAFTA NO.72 (Section 1) with coverage of shortage at
discharge port over 0,5% of BL figures. If Seller cannot include war risk in insurance policy then it will be
at Seller’s responsibility. Insurance companies domiciled in the country of origin are acceptable.

TITLE AND RISK

Risk of loss and damage is transferred from Sellers to Buyers when the goods pass the ship's rail at loading
port. Sellers to retain title to the goods until the payment for the goods is fully collected.

DISCHARGE CONDITIONS:
Vessel to be discharged at Buyers’ costs and risk at the condition average rate of 1000 (One thousand) metric
tons per WWD of 24 consecutive hours, SSHEX even if used.

Notice of Readiness (NOR) must be tendered at the Buyers’ office or agents at discharge port within ordinary office
working hours (i.e. Monday to Friday from 08.00 a.m. to 05.00 p.m.) WIBON/WIPON/WIFPON/WCCON.

Lay-Time starts to count at 08.00 a.m. on the next working day from presentation of NOR Time from 05.00
p.m. Friday or day preceding holiday till Monday/next working day at 08.00 a.m. not to count, even if used.
Laytime not to count as follows:
- time actually used for moving the ship from the anchorage or waiting berth to the loading berth;
- rain, strong wind (which prevent loading operations), storm;
- time lost for the deballasting (if cargo operations are stopped due to deballasting).

Demurrage as per C/P but max XXXX usd PDPR. Once on demurrage, always on demurrage. Free dispatch.
Any demurrage due to late payment is for Buyers’ account.
Demurrage to be settled within 30 (Thirty) days after presentation of demurrage claim by the Seller to the
Buyer, accompanied by Demurrage invoice + SOF (Statement of facts) duly signed by the vessel’s Master and
vessel-agent at discharge port + NOR + Demurrage calculation.

Holidays are as per BIMCO calendar latest edition and local holidays.

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All costs, consequences and damages from delay during discharge (incl. delays in authorization to discharge
against LOI) due to Buyers’ failure to pay for the Goods prior to the vessel’s arrival at the discharge port, to be
for Buyers’ time and account.

All other terms and conditions as per relevant C/P. For the avoidance of doubt, the relevant C/P is that
applying to the carrying voyage and which is referred to above.

Time to be ceased upon completion of the discharge.

VESSEL’S AGENTS at Discharge port to be chosen at Buyers’ option (which is to be calculated on basis of
normal/regular tariff competitive DA) and to be nominated latest upon vessel’s loading completion.

EXPORT LICENSE/DUTIES:
All export duties, taxes, levies etc., present or future in country of origin shall be for Sellers’ account.
All import duties, taxes, levies etc., present or future in country of destination shall be for Buyers’ account.

SPECIAL CONDITIONS:
1) All other terms and conditions where not in contradiction with the terms and conditions contained herein
shall be per GAFTA 48 including the arbitration clause and force majeure of which both parties admit they
have knowledge and notice. Current editions of both GAFTA 48 and GAFTA 125 arbitration rules as of the
date of this contract.
English law to apply.
2) Paragraph (1) of special conditions of this contract stipulates Arbitration rules and proceedings, however,
the Parties admit to cooperate and seek amicable solutions until the same is possible for Parties and
financially acceptable.
3) The Parties admit knowledge of USA/EU/UN sanctions list and agree that neither the Contract and its'
Parties, nor the countries of origin, transit, destinations, not the bankers to get involved into payment
transactions are sanctioned at time of conclusion of the business.
Otherwise, Sanction Clause as per GAFTA 131, article 8.
4) All notices are agreed to be transmitted between parties through e-mail (PDF and JPG formats are
acceptable). Notices to be served during business hours, assuming time zone differences. The Brokers
withdraw his responsibility for correspondence handling, in case parties agree to communicate directly without
prior agreement to that with the Brokers.
5) Broker commission is payable by the Sellers.
6) For destination Turkey: The Goods shall not be shipped on any vessel which is flagged, owned,
controlled by or related to South Cyprus and Syria. Besides, any company related to South Cyprus and Syria
cannot be accepted as Shipper, Exporter and Seller etc. which is mentioned on any documents under this
contract.

SIGNATURES OF PARTIES:

_______________________________________________ (as Seller)

______________________________________________ (as Buyer)