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1. Buyers Package 1

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    PreConstruction Catalysts, Inc. / UD218156 Darnell Drive | Olney MD 20832-1767Office (301) 570-9100 | Fax (240) 363-0062

    Email: [email protected] Website:http://www.ud2.us

    CEMENT

    BUYERS PACKAGE

    January 17, 2009

    THIS PACKAGE CONTAINS THE FORMS AND TEMPLATES THAT WILL BE REQUIRED INORDER TO BRING YOUR ORDER TO THE SELLERS WE WORK WITH.

    EVERY SELLER HAS THEIR OWN UNIQUE PROCEDURES FOR PURCHASING THEIRPRODUCTS. IN THIS DOCUMENT, WE HAVE TRIED TO COVER AS MANY OF THEINFORMATION REQUIREMENTS A SELLER NEEDS TO MAKE A DECISION TO SELL TO YOU.THE MORE COMPLETELY YOU PROVIDE THIS INFORMATION (WHICH WILL BE GUARDEDWITH THE UTMOST CARE NOT TO BE DISTRIBUTED BEYOND THE INTENDED RECIPIENT),THE FASTER A FULL CORPORATE OFFER OR DRAFT CONTRACT CAN BE CREATED.

    THIS INFORMATION IS CONSIDERED CONFIDENTIAL AND IS NOT FOR PUBLICDISSEMINATION

    UD2 IS A SERVICE OF PRECONSTRUCTION CATALYSTS, INC

    mailto:[email protected]:[email protected]
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    PreConstruction Catalysts, Inc. / UD218156 Darnell Drive | Olney MD 20832-1767Office (301) 570-9100 | Fax (240) 363-0062

    Email: [email protected] Website:http://www.ud2.us

    FROM THE CEO

    Welcome to our Cement Products Buyers Package.

    As a buyer of cement and other commodities, you already know how difficult it canbe to find and trust the people who can bring you to sellers.

    The potential for large sales, and the subsequent commissions they can create,draws many flies to the flame. Unfortunately, it is usually a swarm of insects whoare untrained in business, and are of questionable ethics and integrity, which crowdthe ability to find real sellers on the other side.

    PCC/UD2 is the culmination of decades of experience in business, advertising,marketing, and financial services such as real estate and mortgages. Our goal is toclear an easy path between the two principals, facilitated by someone with theunique communications training to help keep the natural course of a transaction toflow.

    My success is reflected when your success in buying what you need is complete.

    There are bumps in the road in every transaction. The information I will ask for inthis package, when complete and accurate, will help act as a shock absorber forthose bumps.

    Last but not least, we act as a catalyst to bring you what you needor close to it. Itis not always exact, as the pricing, terms, and availability are literally changing eachday. The buyers we prefer to work with are those who build in flexibility in theirprocedures so they match the sellers.

    It is our intention to help you with this, and future purchases, in a professionalmanner. We appreciate you entrusting us to help you find what you need.

    Sincerely,

    Michael J. WeinerPresident/CEO

    UD2 IS A SERVICE OF PRECONSTRUCTION CATALYSTS, INC

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    PreConstruction Catalysts, Inc. / UD218156 Darnell Drive | Olney MD 20832-1767Office (301) 570-9100 | Fax (240) 363-0062

    Email: [email protected] Website:http://www.ud2.us

    BUYERS AND SELLERS CONFIDENTIAL CONTACT POLICY

    It is our policy to protect our buyers and sellers personal information until atransaction is underway, at the time when that disclosure becomes necessary.

    This is the reason for requesting that ICPOs be made to PRECONSTRUCTIONCATALYSTS, INC AND ITS ASSIGNS.

    Many of our buyers have no problem doing this once they realize our intention is to

    use this only to provide our seller network the information they need to decidewhether they will send an FCO. It protects them, and it shields you from any directapproach from the intermediaries and brokers it might fall into.

    It also does one other important thing to help you acquire product: We have a sellernetwork, and with some orders that are large, we need to spread them out to morethan one source. Making your ICPO to PRECONSTRUCTION CATALYSTS, INC AND ITSASSIGNS instantly allows us to do that when the primary seller can only fulfill partialorders.

    The ICPO with permission for Soft Probe is NOT spread around the Internet from ourend. It does accelerate the process with our sellers, because they see a buyer who

    has stepped up to show what they want and how they can pay for it, eliminatingmuch of the sellers suspicions about qualified buyers.

    Security of information, and Trust between all parties, has been virtually impossiblein this industry for several years. Our goal is to change that with those whom wechoose to work. As a Buyer client of PCC, you can expect a professional level oftreatment as we bring our seller network together for your orders. As a Seller withinour network, we ask for validity and performance on each of the orders we bringforward. As Catalysts to make the transaction possible, we expect transparency andfull disclosure up front. Like you, we do not want any surprises.

    UD2 IS A SERVICE OF PRECONSTRUCTION CATALYSTS, INC

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    PreConstruction Catalysts, Inc. / UD218156 Darnell Drive | Olney MD 20832-1767Office (301) 570-9100 | Fax (240) 363-0062

    Email: [email protected] Website:http://www.ud2.us

    NON-CIRCUMVENTION, NON-DISCLOSUREAND WORKING AGREEMENT

    PARTIES AND PURPOSE

    The undersigned are mutually desirous of doing business with respect to the arranging, selling and buying

    ofCement Products in cooperation with one another and with third parties for the mutual benefit of all. It

    is their intention that the information exchanged among the signatories in the course of doing business, as

    well as the documents which will be generated subsequent to the execution of this Agreement, including

    but not limited to letters of intent, full corporate offers, bank comfort letters, contract terms and conditions,banking details or pre-advised payment instruments, and/or any information contained in such

    documents, will not be passed, under any circumstance, to another intermediary or broker or trader or any

    other company or private person who is not an end buyers or end supplier, without prior specific written

    consent of the party or parties generating or with proprietary rights to such information and/or

    documentation

    This Agreement shall obligate the undersigned parties and their partners, associates, employers,

    employees, affiliates, subsidiaries, parent companies, nominees, representatives, successors, clients and

    assigns (hereinafter collectively referred to as The Parties) jointly, severally, mutually and reciprocally for

    the term of and to the performance of the terms and conditions expressly stated and agreed to below.

    Furthermore, whenever this Agreement shall be referenced in any subsequent document(s) or written

    agreements, the terms and conditions of this Agreement shall apply as noted and shall further extend to

    any exchange of information, written, oral or in any other form, involving financial data, personal orcorporate names, contracts initiated by or involving the parties and any addition, renewal, extension,

    rollover amendment, renegotiations or new agreement that are in any way a component of what shall

    hereinafter be referred to as The Project or The Transaction for the purchase of the subject

    commodities, products, and/or equipment.

    NOW, THEREFORE, IT IS MUTUALLY AGREED

    AGREEMENT NOT TO DEAL WITHOUT CONSENT

    The Parties hereby legally, wholly and irrevocably bind themselves and guarantee to one another that

    they shall not directly or indirectly interfere with, circumvent or attempt to circumvent, avoid, by-pass or

    obviate each others interest, or the interest or relationship between The Parties, by means of any

    procedures, sellers, buyers, brokers, dealers, distributors, refiners, shippers, financial instructions,technology owners or manufacturers, for the purpose of changing, increasing or avoiding, directly or

    indirectly, payments of established or to be established fees, commissions, or the continuance of pre-

    established relationships, or to intervene in un-contracted relationships with manufacturers or technology

    owners, intermediaries, entrepreneurs, legal council, or to initiate any buy/sell or any transactional

    relationship that by-passes one of The Parties in favor of any other individual or entity, in connection with

    the subject Transaction or Project or any related future Transaction or Project.

    UD2 IS A SERVICE OF PRECONSTRUCTION CATALYSTS, INC

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    PreConstruction Catalysts, Inc. / UD218156 Darnell Drive | Olney MD 20832-1767Office (301) 570-9100 | Fax (240) 363-0062

    Email: [email protected] Website:http://www.ud2.us

    AGREEMENT NOT TO DISCLOSE

    The Parties irrevocably agree that they shall not disclose or otherwise reveal directly or indirectly to any

    unauthorized individual or entity any confidential information provided by one party to another, including

    but not limited to contract terms, product information or manufacturing processes, prices, fees, financial

    agreements, schedules and information concerning the identity of sellers, producers, buyers, lenders,

    borrowers, brokers, distributors, refiners, manufacturers, technology owners, or the representatives of any

    of the above, as well as names, addresses, principals or telex/fax/telephone numbers, references to

    product or technology information and/or any other information deemed confidential or privileged within

    the broadest possible scope of The Project or The Transaction without prior specific written consent of the

    party or parties generating or with proprietary rights to such information.

    AGREEMENT TO HONOR COMMISSIONS

    Commissions, fees, compensation or remuneration to be paid as part of The Transaction or The Project

    anticipated by this Agreement shall be agreed upon by separate written agreement of The Parties

    concerned and shall be paid at the time and in the manner designated in such separate agreement,

    unless otherwise agreed among the affected Parties.

    All Parties hereby irrevocably and unconditionally agree and guarantee to honor and respect all such fees

    and remuneration arrangements made as part of a commission transaction, even if an individual Party is

    not an integral component of and/or a signatory to a specific commission, fee or remuneration agreement.

    AGREEMENT TO INFORM

    In the specific situation where a Party acting as an agent of the buyer allows the buyer or the buyers

    representative and the seller to deal directly with one another, said agent shall be informed of thesubsequent development of all transactions between the buyer or the buyers representative, and shall be

    provided timely copies of all pertinent developmental and/or transactional correspondence and

    documentation relative thereto by the buyer or the buyers representative and/or the seller.

    TERM

    This Agreement shall be valid for five (5) years commencing from the date of this agreement.

    This Agreement may be renewed for a further period of five (5) years, subject to and upon the terms and

    conditions agreed between and among the signatories.

    This Agreement shall apply to:

    All transactions originated during the term of this Agreement.

    All subsequent transactions that are follow up, repeat, or extended transactions orrenegotiation(s) of transactions originated during the term of this Agreement.

    ARBITRATION

    All disputes arising out of or in connection with this Agreement shall be finally settled under the rules of

    arbitration of the International Chamber of Commerce (ICC) by one or more

    UD2 IS A SERVICE OF PRECONSTRUCTION CATALYSTS, INC

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    PreConstruction Catalysts, Inc. / UD218156 Darnell Drive | Olney MD 20832-1767Office (301) 570-9100 | Fax (240) 363-0062

    Email: [email protected] Website:http://www.ud2.us

    Arbitratorsappointed in accordance with said rules. All such arbitration awards shall be binding on all

    Parties and enforceable at law.

    The Parties further agree to carry out the terms of any arbitration award without delay and shall be

    deemed to have waived their right to any form of alternative recourse, by or through any other means,

    insofar as such waiver can validly be made.

    Each of The Parties named in an Arbitration proceeding and/or required to appear under such a

    proceeding, unless otherwise agreed, shall be responsible for its own legal expenses. The prior sentence

    notwithstanding, any Party adjudged by the Arbitrator to be in material breach of this Agreement shall

    compensate in full the aggrieved party, its heirs, assignees and/or assigns, for the total remuneration

    received as a result of business conducted with The Parties covered by this agreement, plus, subject to

    the determination of the Arbitrator, all its arbitration costs, legal expenses and other charges and

    damages incurred relative to its dealings banks, lending institutions, corporations, organizations,

    individuals, lenders, or borrowers, buyers or sellers that were introduced by the aggrieved party,notwithstanding any other provisions of the award.

    FORCE MAJEUR

    A party shall not be considered or adjudged to be in violation of this Agreement when the violation is due

    to circumstances beyond its control, including but not limited to act of God, civil disturbances and theft or

    appropriation of the privileged information or contract(s) without the intervention or assistance of one or

    more of the Parties.

    ENTITIES OWNED OR CONTROLLED

    This Agreement shall be binding upon all entities owned or controlled by a party and upon the principal(s),

    employee(s), assignee(s), family and heirs of each party.

    Neither party shall have the right to assign this Agreement without the express written consent of the

    other.

    AGREEMENT NOT TO CIRCUMVENT

    The Parties agree not to circumvent or attempt to circumvent this agreement in an effort to gain fees,

    commissions, remunerations or considerations to the benefit of the one or more of The Parties with the

    full knowledge and acquiescence of all necessary Parties, whether or not such fees, commissions

    remunerations or considerations gained through circumvention would otherwise be deemed the rightful

    property of any one or several of the Parties.

    NOT PARTNERSHIP AGREEMENT

    This Agreement in no way shall be construed as being an agreement of partnership and none of The

    Parties shall have any claim against any separate dealing, venture or assets of any other party, nor shall

    any party be liable for the separate and independent actions of any other.

    TRANSMISSION OF THIS AGREEMENT

    UD2 IS A SERVICE OF PRECONSTRUCTION CATALYSTS, INC

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    PreConstruction Catalysts, Inc. / UD218156 Darnell Drive | Olney MD 20832-1767Office (301) 570-9100 | Fax (240) 363-0062

    Email: [email protected] Website:http://www.ud2.us

    Any accurate and legally binding version of this Agreement accurately transmitted through MSN

    Messenger or any similar programs, as well as telefax or e-mail programs, shall be deemed anequivalent, original, legal and binding version of this Agreement.

    AGREE AND ATTESTED

    Each representative signs below guarantees that he/she is duly empowered by his/her respectively

    named company to enter into and be bound by the commitments and obligations contained herein either

    as an individual, company, LLC, LTD, corporate body or on behalf of a corporate body or other legal

    entity.

    *** Electronic signature is valid and accepted as hand signature ***

    PARTY #1 (SELLER):

    Company Name:

    Address:

    egistration No.:

    Name / Post:

    Passport No. / Personal ID No.:

    Mobil:

    Fax:

    E-Mail:

    Seal & Signature:

    Signed Date:January 17, 2009

    UD2 IS A SERVICE OF PRECONSTRUCTION CATALYSTS, INC

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    PreConstruction Catalysts, Inc. / UD218156 Darnell Drive | Olney MD 20832-1767Office (301) 570-9100 | Fax (240) 363-0062

    Email: [email protected] Website:http://www.ud2.us

    PARTY #2 (SELLER REPRESENTATIVE):

    Company Name:

    Address:

    Registration No.:

    Name / Post:

    Passport No. / Personal ID No.:

    Mobil:

    Fax:

    E-Mail:

    Seal & Signature:

    Signed Date: janvier d, yyyy

    PARTY #3 (INTERMEDIATE - PAYMASTER):

    Company Name: PRECONSTRUCTION CATALYSTS, INC

    Address: 18156 Darnell Drive, Olney MD 20832 USA

    Registration No.:

    Name / Post: Mr. Michael J. Weiner, Pres/CEO

    Passport No. / Personal ID No.: 441711868

    Mobil: 240-372-0001

    Fax: 240-363-0062

    E-Mail: [email protected]

    Seal & Signature:

    January 17, 2009

    UD2 IS A SERVICE OF PRECONSTRUCTION CATALYSTS, INC

    mailto:[email protected]:[email protected]
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    PreConstruction Catalysts, Inc. / UD218156 Darnell Drive | Olney MD 20832-1767Office (301) 570-9100 | Fax (240) 363-0062

    Email: [email protected] Website:http://www.ud2.us

    PARTY #4 (INTERMEDIARY - 1):

    Company Name:

    Address:

    Registration No.:

    Name / Post:

    Passport No. / Personal ID No.:

    Mobil:

    Fax:

    E-Mail:

    Seal & Signature:

    Signed Date:

    PARTY #5 (BUYER REPRESENTATIVE):

    Company Name:

    Address:

    Registration No.:

    Name / Post:

    Passport No. / Personal ID No.:

    Mobil:

    Fax:

    E-Mail:

    Seal & Signature:

    Signed Date:

    PARTY #6 (BUYER):

    UD2 IS A SERVICE OF PRECONSTRUCTION CATALYSTS, INC

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    Email: [email protected] Website:http://www.ud2.us

    Company Name:

    Address:

    Registration No.:

    Name / Post:

    Passport No. / Personal ID No.:

    Mobil:

    Fax:

    E-Mail:

    Seal & Signature:

    Signed Date:

    ELECTRONIC DOCUMENT TRANSMISSIONS

    EDT(Electronic document transmissions) shall be deemed valid and enforceable in respect of anyprovisions of this Contract. As applicable, this agreement shall be:

    1- Incorporate U.S. Public Law 106-229, Electronic Signatures in Global and National Commerce Act

    or such other applicable law conforming to the UNCITRAL Model Law on Electronic Signatures (2001)

    and

    2- ELECTRONIC COMMERCE AGREEMENT (ECE/TRADE/257, Geneva, May 2000) adopted by the

    United Nations Centre for Trade Facilitation and Electronic Business (UN/CEFACT).

    3- EDT documents shall be subject to European Community Directive No.95/46/EEC, as applicable.

    Either Party may request hard copy of any document that has been previously transmitted by

    electronic means provided however, that any such request shall in no manner delay the parties fromperforming their respective obligations and duties under EDT instruments.

    UD2 IS A SERVICE OF PRECONSTRUCTION CATALYSTS, INC

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    Email: [email protected] Website:http://www.ud2.us

    INTERNATIONAL CHAMBER OF COMMERCE (I.C.C 400 / 500 / 600)

    IRREVOCABLE MASTER FEE PROTECTION AGREEMENT

    Contract Number:

    Between

    For

    # ELECTRONIC SIGNATURE IS VALID AND ACCEPTED AS HAND SIGNATURE

    IRREVOCABLE MASTER FEE PROTECTION AGREEMENT

    Considered as an integral part of this contract

    CONTRACT NO

    COMMODITY

    ORIGIN

    CONTRACT QTY

    CONTRACTPERIOD

    TERM

    SELLERS NAME

    REPRESENTED BY

    BUYERS NAME

    REPRESENTED BY

    UD2 IS A SERVICE OF PRECONSTRUCTION CATALYSTS, INC

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    PreConstruction Catalysts, Inc. / UD218156 Darnell Drive | Olney MD 20832-1767Office (301) 570-9100 | Fax (240) 363-0062

    Email: [email protected] Website:http://www.ud2.us

    IRREVOCABLE MASTER FEE PROTECTION AGREEMENT

    We the undersigned herewith referred as the seller and buyer, under penalty ofperjury do hereby irrevocably confirm and irrevocably accept to pay all intermediaries andfee holders at the same time and in a manner as the seller is being paid for each and everytransaction of this contract up to the completion of the contract plus rollovers andextensions and in accordance with the bank details to be specified in the hard copies of thiscontract.

    We, the Seller, irrevocably confirm that we will order and direct our bank to endorseautomatic payment orders to the beneficiaries named below; furthermore, we, the buyer,confirm that all pay orders shall automatically transfer funds as directed into eachbeneficiaries designated bank account within 1 (one) day after the date of closing andcompletion of each and every shipment of the product during the contract term plus any/orextensions and rollover of the specified contract.

    For the purpose of clarity, we confirm that the closing and completion of each andevery shipment shall be deemed to take place when the letter of credit issued by the buyerhas been drawn down at the counters of the issuing bank.

    We, the Seller, agrees to provide all beneficiaries with written evidence of thepay orders lodged with our bank together with acknowledgements of their acceptance.

    Furthermore, our bank shall be instructed to provide duly signed and stampedacknowledgement of this instruction as set out in the annex. Forming part of this agreement.It is understood that for the purposes of this Master Fee Protection Agreement, our bankshall be the same bank and this MFPA acts as an integral part of it.

    We the undersigned being buyer or the buyers named legally authorizedrepresentative as stated within the signed and legally binding main transaction, contractunconditionally agree and undertake to approve and originate all payments in USDcurrency to all beneficiaries named below as their rightful and payable commissions. Thisagreement also acts as a record confirming the commission amounts for each namedbeneficiary as set out below:

    TOTAL COMMISSION SHALL BE PAID BY ______________ AS FOLLOWS:

    The amount of CommissionUSD $____________________ per MT (as per ICPO and FCO) of___________delivered should be settled as herein stated to be transferred into the account asfollows:

    USD $ X.XX of Commission per MT to Party 1 CLOSED

    USD $ X.XX of Commission per MT to FACILITATOR 1

    USD $ X.XX per MT to Party 3 (Group)

    USD $X.XX per MT to Party 4

    USD $X.XX per MT to Party 5

    UD2 IS A SERVICE OF PRECONSTRUCTION CATALYSTS, INC

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    PreConstruction Catalysts, Inc. / UD218156 Darnell Drive | Olney MD 20832-1767Office (301) 570-9100 | Fax (240) 363-0062

    Email: [email protected] Website:http://www.ud2.us

    TERM & CONDITIONS

    This master fee protection agreement covers the initial contract and shall include anyrenewals, extensions, rollovers, additions or any new or transfer contract any how originatedfrom this transaction because of the above intermediaries or changing codes of the initialcontract entered into between the buyer and seller.

    This master fee protection agreement and any subsequently issued pay orders shall beassignable, transferable and divisible and shall not be amended without the express writtenand notarized consent of the receiving beneficiary. All parties agree neither to circumventnor to attempt circumvent either for the transaction of this current contract or in the futurefor a period of five (5) years from the date of the execution of this fee protection agreement.This document binds allparties, their employees, associates, transferees and assignees ordesignees.

    IRREVOCABLE MASTER FEE PROTECTION AGREEMENT

    All faxed and/or e-mailed signatures shall be considered as original signatures for thepurpose of binding all parties to this agreement. This document may be signed and in anynumber of counterparts all of which shall be taken together and shall constitute as being oneand the same instrument.

    Any party may enter into this document and the agreement constituted thereby by signingany counterpart any time, date or period mentioned in any provision of this document shallonly be amended by agreement in writing and signed off by all parties concerned.

    Furthermore, we agree that any and all commissions due shall be paid to the beneficiary asa result of any extension or rolls of the contract and that we shall effect all necessarydocumentation with our bank without any undue delays to ensure such commissions andpaid within the terms of the agreement.

    PARTIAL INVALIDITY:

    The illegality, invalidity and non-enforceable provision of this document under the laws ofany jurisdiction shall not affect its illegality, validity or enforceability under the law of anyother jurisdiction or provision.

    GOVERNING LAW AND JURISDICTION:

    This document shall be governed and construed in accordance with current English or I.C.C400/500/600 signed between partners NCND laws.

    ARBITRATION:

    All parties agree to refer any disputes between the parties arising out of or in connectionwith this agreement including any questions regarding its existence, validity or terminationto arbitration rules of the international arbitration centre (I.A.C). The appointed arbitratorshall hold the proceedings in any country chosen by the parties and the rules of the IAC shallapply. This document is signed and accepted by parties named below as to be included inthe main contract.

    UD2 IS A SERVICE OF PRECONSTRUCTION CATALYSTS, INC

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    Email: [email protected] Website:http://www.ud2.us

    IRREVOCABLE MASTER FEE PROTECTION AGREEMENT

    Acceptance by:

    PARTICULARS SELLER

    Company Name

    Bank Name

    Bank Address

    Account No.

    Routing No.

    Account Name

    SWIFT

    Bank Officer

    Bank Telephone/Fax

    Signature

    UD2 IS A SERVICE OF PRECONSTRUCTION CATALYSTS, INC

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    Email: [email protected] Website:http://www.ud2.us

    IRREVOCABLE MASTER FEE PROTECTION AGREEMENT

    PARTICULARS BUYER

    Company Name

    Bank Name

    Bank Address

    Account No.

    Routing No.

    Account Name

    SWIFT

    Bank Officer

    Bank Telephone/Fax

    Signature

    TOTAL COMMISSION: USD $

    UD2 IS A SERVICE OF PRECONSTRUCTION CATALYSTS, INC

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    Email: [email protected] Website:http://www.ud2.us

    Party 1SELLER MANDATE Total Amount (USD per MT) CLOSED

    Beneficiary Name

    Bank Name

    Bank Address

    Account No.

    Account Name

    SWIFT

    Sign and Seal

    FACILITATOR

    PARTICULARS FACILITATOR 1

    BeneficiaryName

    PRECONSTRUCTION CATALYSTS, INC

    Bank Name Bank of America

    Bank Address

    Account No. PROVIDED IN CONTRACT FPA

    Routing No. PROVIDED IN CONTRACT FPA

    Account Name PreConstruction Catalysts, Inc.

    SWIFT

    Bank Officer Brian Driscoll

    Bank Telephone/Fax

    (301) 232-1376 Fax (301) 232-1386 Customer Service (800) 432-1000

    Signature

    January 17, 2009

    IRREVOCABLE MASTER FEE PROTECTION AGREEMENT

    UD2 IS A SERVICE OF PRECONSTRUCTION CATALYSTS, INC

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    Email: [email protected] Website:http://www.ud2.us

    BUYER MANDATE Total Amount (USD $______) per MT

    Beneficiary Name

    Bank Name

    Bank Address

    Account No.

    Account Name

    SWIFT/Routing

    Bank Officer

    Bank Telephone /Fax

    Sign and Seal

    BUYER PAYMASTER BENEFICIARY Total Amount (USD $______) per MT

    Beneficiary Name

    Bank Name

    Bank Address

    Account No.

    Account Name

    SWIFT/Routing

    Bank Officer

    Bank Telephone /Fax

    Sign and Seal

    UD2 IS A SERVICE OF PRECONSTRUCTION CATALYSTS, INC

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    Email: [email protected] Website:http://www.ud2.us

    IRREVOCABLE MASTER FEE PROTECTION AGREEMENT

    ALL BANKS CHARGE SHOULD BE BARE BY ACCOUNT BENEFICIARY

    NOTARY PUBLIC

    ON THIS DAY OF 2008. BEFORE ME, THE UNDERSIGNED NOTARY PUBLIC,PERSONALLY APPEARED TO ME KNOWN TO BE THE INDIVIDUAL DESCRIBED IN AND WHOEXECUTED THE FOREGOING INSTRUMENT, AND ACKNOWLEDGED THAT HE EXECUTED THESAME AS HIS FREE ACT AND DEED.

    _______________________

    NOTARY PUBLIC

    [SEAL]

    Bank Endorsement

    This irrevocable payment order has been lodged with us and will be executed as per

    instructions above.

    ______________________________

    Bank Officer Name:

    Title:

    Pin Number:

    Bank Name:

    Seal:

    UD2 IS A SERVICE OF PRECONSTRUCTION CATALYSTS, INC

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    PreConstruction Catalysts, Inc. / UD218156 Darnell Drive | Olney MD 20832-1767Office (301) 570-9100 | Fax (240) 363-0062

    Email: [email protected] Website:http://www.ud2.us

    UD2 IS A SERVICE OF PRECONSTRUCTION CATALYSTS, INC

    EDT ( Electronic document transmissions )

    EDT (Electronic document transmissions) shall be deemed valid and enforceable in respect of

    any provisions of this Contract. As applicable, this agreement shall be:-

    1- Incorporate U.S. Public Law 106-229, Electronic Signatures in Global and National

    Commerce Act or such other applicable law conforming to the UNCITRAL Model Law on

    Electronic Signatures (2001) and

    2- ELECTRONIC COMMERCE AGREEMENT (ECE/TRADE/257, Geneva, May 2000) adopted

    by the United Nations Centre for Trade Facilitation and Electronic Business (UN/CEFACT).

    3- EDT documents shall be subject to European Community Directive No.95/46/EEC,

    as applicable. Either Party may request hard copy of any document that has been

    previously transmitted by electronic means provided however, that any such request

    shall in no manner delay the parties from performing their respective obligations and

    duties under EDT instruments.

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    PreConstruction Catalysts, Inc. / UD218156 Darnell Drive | Olney MD 20832-1767Office (301) 570-9100 | Fax (240) 363-0062

    Email: [email protected] Website:http://www.ud2.us

    DRAFT LOI

    (Copy and Paste These LOI Pages On Your Corporate Letterhead, With the CorporateSeal)

    TO: PRECONSTRUCTION CATALYSTS, INC AND ITS ASSIGNS

    REF NO:

    DATE:

    WE THE UNDERSIGNED _________________________________________ OF_________________________________ HEREBY STATE AND REPRESENT THAT IT ISOUR CORPORATE INTENTION TO PURCHASE THE COMMODITY__________________________ IN THE QUALITY AND FOR THE PRICE AS SPECIFIEDIN THE TERMS AND CONDITIONS AS STATED BELOW. THIS REPRESENTATION IS MADEWITH FULL CORPORATE AUTHORITY AND ALSO RESPONSIBILITY OF THE ABOVESTATED BUYER.

    PRODUCT :

    ORIGIN (Name one/all acceptable Origins) :

    SPECIFICATIONS : =or, as attached

    QUANTITY (Per Month / Annum) :

    PACKING (Bulk/Containers/Shipment Size) :

    DELIVERY SCHEDULE (First Month/Last Month) :

    MODE OF PAYMENT (LC/BG/CoD:

    PAYMENT DETAILS (Non-Trfrble/Trfrble LC/BG, Revolving/Confirmed/Divisible) :

    TARGET PRICE : KINDLY FILL IN

    DESTINATION PORT :

    DELIVERY TERMS (FOB/CIF/CNF) :

    INSPECTION (SGS/Lyolds/Equivalent):

    PROCEDURES : KINDLY FILL IN

    UD2 IS A SERVICE OF PRECONSTRUCTION CATALYSTS, INC

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    PreConstruction Catalysts, Inc. / UD218156 Darnell Drive | Olney MD 20832-1767Office (301) 570-9100 | Fax (240) 363-0062

    Email: [email protected] Website:http://www.ud2.us

    1--

    2--

    3--

    4--

    5--

    6--

    7--

    BUYER BANK NAME / LOCATION : KINDLY FILL

    CONFIRMING BANK NAME / LOCATION : KINDLY FILL

    CONTRACTS ARE SUBJECT TO SUCCESSFUL SELLER VERIFICATION OF FUNDSAVAILABILITY (Agree Yes / No) :

    Whether Can Provide BCL (Yes/No) :

    Whether ICPO will allow Soft Probe (Yes/No) :

    NATURE OF REQUEST (V.Urg/Urg/Normal) :

    Want to Provide docs in How many days :

    Want to Sign Contract in How many days:

    Want to Avail first shipment in How many days:

    YOUR NAME :

    YOUR CO. NAME:

    YOUR POSITION (Buyer/Mandate/Agent/Broker) :

    COMM REQUIREMENTS :

    DATE :

    VALIDITY :

    NOTE: ALL REQUESTED INFORMATION MUST BE PROVIDED ABOVE

    UD2 IS A SERVICE OF PRECONSTRUCTION CATALYSTS, INC

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    PreConstruction Catalysts, Inc. / UD218156 Darnell Drive | Olney MD 20832-1767Office (301) 570-9100 | Fax (240) 363-0062

    Email: [email protected] Website:http://www.ud2.us

    FOR A QUOTE / OFFER, IF WORKABLE.

    UD2 IS A SERVICE OF PRECONSTRUCTION CATALYSTS, INC

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    PreConstruction Catalysts, Inc. / UD218156 Darnell Drive | Olney MD 20832-1767Office (301) 570-9100 | Fax (240) 363-0062

    Email: [email protected] Website:http://www.ud2.us

    ANNEXURE 1 DETAILED SPECS SHEET (ATTACHED)

    UD2 IS A SERVICE OF PRECONSTRUCTION CATALYSTS, INC

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    PreConstruction Catalysts, Inc. / UD218156 Darnell Drive | Olney MD 20832-1767Office (301) 570-9100 | Fax (240) 363-0062

    Email: [email protected] Website:http://www.ud2.us

    ICPO example:

    (ON BUYERS LETTERHEAD)DATETo

    This document is the comprehensiveform for the irrevocable confirmedtrading order, made according to rulesof international sales ICP 500 (ICPO)

    Moscow ICPO "___" ___________ 200 __

    IRREVOCABLE CONFIRMED PURCHASE ORDER No_____

    We, __________________________________ on behalf of director of__________________________________, the charter acting the basis with the fullcorporative responsibility as the Buyer declare this order to purchase the followinggoods:

    The goods: XYZ

    Origin: Russia

    The detailed specification: Gost, etc

    Quantity for year: XX.XXX.XXX (in words), MT

    Delivery in a month: X.XXX.XXX (in words), MT

    The price and discount:To be mutually agreed upon by Buyer &Seller

    Destination: FOB ports of Black or Baltic Sea

    Single Shipment Quantity: From 00.000 up to 000.000 MT

    Payment Conditions:

    L/C (covering 3 month quantity) orIrrevocable Confirmed, one timeTransferable Revolving DLC from aprime world bank

    Payment Procedures:According to the terms of the contract,to be mutually agreed upon by Buyer &Seller

    Transaction Procedures:According to the terms of the contract,to be mutually agreed upon by Buyer &Seller

    Special Conditions of the transaction:

    Inspection: SGS for Quantity and Quality

    Performance Bond: PB 2%

    The bank information of the Buyer

    UD2 IS A SERVICE OF PRECONSTRUCTION CATALYSTS, INC

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    PreConstruction Catalysts, Inc. / UD218156 Darnell Drive | Olney MD 20832-1767Office (301) 570-9100 | Fax (240) 363-0062

    Email: [email protected] Website:http://www.ud2.us

    The name of Bank:The address of bank:Bank officer of the Buyer in Charge of account phone:_______Account Number:SWIFT (code):

    We also permission to the Bank of the Supplier (Seller) to make inquiry of oursolvency concerning the given transaction ( Soft Probe ), to that we authorize oursbank during since ______ __th, 2006, on _________ __th, 2006 to give the necessaryinformation (Soft Probe). The given document provides the legal basis for theSellers transfer of these terms and parameters for preparing of the draft contractand shall become an integral part of the future contract and valid for up to 20 daysfrom the date presented to the Seller.

    Yours faithfully

    Buyer:Director:

    BCL example:

    (ON BANKS LETTERHEAD)To: XXAtt:

    Dear Mr. _____ S.M.

    We, (Bank name) in the person of (Full name, Title) confirm with full bankingresponsibility than (Firm name) is free from any lions and penalties. Has proved tobe a reliable parable and reach, willing and able to full it s liabilities assumed(ICPO No _____ ), in case of singing a commercial contract.

    Bank officer:

    Name:

    Title:


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