VENDOR AGREEMENT

This VENDOR Agreement (the “Agreement”) is entered into this ______________ in

_______________ City by and between:

AGRABAH MARKETPLACE, INC. (“AGRABAH” or the

“Company”), a corporation duly organized and existing under
the laws of the Republic of the Philippines, with address
____________________________________, represented
herein by its CEO, Joselito Ocol Jr;

and

[ VENDOR ] (the “VENDOR”), a corporation duly organized

and existing under the laws of the Republic of the Philippines,
with office address at bbv b _____________________,
represented herein by its _______________________.

AGRABAH and the VENDOR may be referred to individually

as “Party” and collectively as “Parties”, as the context may
required

The Parties hereto agree as follows:

I.
TERMS

The Agreement will be effective up until the partnering company AGRABAH

MARKETPLACE, INC. has acquired the required permits to be duly organized and existing
under the laws of the Republic of the Philippines. After which the participating VENDOR
would receive the updated contract which will adhere to the same term and conditions as
mentioned below.

The VENDOR cannot assign, transfer or subcontract all or part of its rights and/or
obligations deriving from the Agreement without the prior written consent of AGRABAH.

This Agreement shall take effect starting __________________ and shall be effective
within a period of __________ or until either party shall terminate the same for reasons both
parties may deem appropriate without prejudice to the rights either parties. The requesting party
shall submit a Formal Written Notice of Termination at least thirty (30) days before the date of
such termination.

All pending orders and payments shall be settled before the submission of the formal
written notice of termination.
 II.
VENDOR REQUIREMENTS

The VENDOR shall submit to AGRABAH the following requirements:

1. Certified True Copies of the following:

a. BIR Registered Invoices;
b. Official Receipts;
c. DTI or SEC Certificate of Registration, in case of a corporation;
d. Secretary’s Certificate, citing the representative and signatory/ies who will
transact with AGRABAH;

2. List of services or courses, which shall be included as Annexes and shall be deemed
part of this Agreement;

3. Updated AGBRABAH Vendor Information Sheet and/or Vendor Dashboard which

shall be every fifteen (15) days upon the availability and pricing of services or courses;
and

4. Sample Marketing Paraphernalia, including but not limited to:

a. Samples
b. Photos
c. Social Media Posts
d. E-Commerce Campaigns.

III.
SERVICE FEES

AGRABAH shall uphold the suggested retail pricing (SRP) of the Vendor for its
training services and courses. However, AGRABAH may adjust the indicated prices on the
Platform, provided it is within the discount or terms agreed upon with consent to the Vendor.

AGRABAH shall be entitled to a commission of ____% on every service or course sold

through its platform, in the form of price discounts. Vendor shall bill AGRABAH for the total
amount of the service and/or course less the commission or discount rate based on the vendor
information sheet and list of services and courses provided by Vendor.

Upon Vendor’s confirmation of participation in any promotional campaign initiated by

AGRABAH, AGRABAH may negotiate an additional discount in relation to special or
seasonal promotions.

IV.
WARRANTIES OF THE VENDOR

The warranties of the Vendor shall be the following:

1. To submit and provide, in the format provided by AGRABAH, accurate, updated and
complete information about the availability status, duration, listing and suggested retail
price of each service or course that the vendor makes available for sale through the
platform;

2. To notify AGRABAH, within a period of five (5) working days before the effectivity,
of any increase or decrease in the price of any service or course;

3. To update the availability of each service or course list and monitor their prices in the
dashboard every fifteen (15) days;

4. That all material provided for by the Vendor shall be in compliance with the applicable
laws and statutes;

5. That