MEMORANDUM OF UNDERSTANDING (MOU)

Between

SOM GLOBAL Debt Recovery Initiative (“SOMGDRI”)

and

African Buyers App (“AB App”)

 1. Purpose

This Memorandum of Understanding (MOU) establishes a collaborative framework between SOM GLOBAL and AB App for the implementation of the *SOM GLOBAL Debt Recovery Program* (“Program”), aimed at facilitating structured, technology-enabled debt recovery for individuals and entities within Nigeria.

The Program is designed to leverage AB App’s trading platform for systematic capital deployment and structured debt recovery over a two-month cycle.

 2. Scope of Collaboration

 2.1 Responsibilities of SOM GLOBAL 

* Identify clients seeking debt recovery and onboard them into the Program.

* Ensure that clients deposit the required 25% capital of their total debt value.

* Monitor client progress and maintain accurate recovery schedules.

* Provide reporting on recovery performance to AB App.

 2.2 Responsibilities of AB App

* Provide a secure trading platform for deployment of the client’s 25% capital.

* Ensure trading operations are conducted according to the agreed fixed-cycle strategy.

* Enable clients to access structured tranche withdrawals after the fixed trade cycle.

* Maintain operational transparency and provide timely statements of fund activity.

 3. Program Mechanics

1. *Capital Participation:* Clients deposit 25% of their total debt value into AB App.

2. *Fixed Trading Cycle:* Capital is deployed in a structured 30-day trading cycle (Month 1).

3. *Structured Tranche Release:* Following the fixed cycle, clients access 25% weekly over the next 4 weeks (Month 2).

4. *Early Termination:* Clients may withdraw capital at any time, terminating the Program for that cycle.

 4. Financial Terms

* All client deposits and disbursements will be executed through AB App’s secure platform.

* Revenue, fees, or profit-sharing between SOM and AB App will be mutually agreed upon in a separate *Financial Annex* to this MOU.

* Neither party shall be liable for trading losses incurred due to market risks, except in cases of gross negligence or willful misconduct.

 5. Confidentiality

* Both parties agree to maintain confidentiality regarding client information, financial data, and operational strategies.

* Confidential information shall not be disclosed to third parties without prior written consent, except as required by law.

 6. Term and Termination

* This MOU shall remain in effect for 12 months from the Effective Date, renewable upon mutual written agreement.

* Either party may terminate this MOU with 30 days’ written notice, provided that all ongoing client obligations are fulfilled.

 7. Dispute Resolution

* Parties agree to first attempt resolution through amicable negotiations.

* If unresolved, disputes shall be referred to arbitration under the Arbitration and Conciliation Act, Nigeria,* and the decision shall be binding.

 8. Governing Law

This MOU shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria.

 9. Miscellaneous

* This MOU is a statement of intent and does not constitute a legally binding contract except for Sections 5 (Confidentiality), 6 (Termination), 7 (Dispute Resolution), and 8 (Governing Law).

* Any amendments must be made in writing and signed by authorized representatives of both parties.