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AGREEMENT IN PRINCIPLE

****ODM MANUFACTURING AGREEMENT****

BETWEEN

IMEX TRADING & IMPORT GLOBAL


COMPANY LIMITED.

AND
MO. CORPORATION

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The Seller : M.O Corporation
Address : AXIS Honmachibaashi YK building, Room 502, 2-16
Honmachibashi, Chuoku, Osaka, Japan
Telephone :

The Purchaser : IMEX TRADING & IMPORT GLOBAL COMPANY LIMITED.


Telephone : +84-(0)24-66722066
Address : No 29 lot F2, Dai Kim – Dinh Cong Urban area, Dai Kim Ward,
Hoang Mai District, Hanoi, Vietnam
Tax code : 0108510983

ARTICLE 1: MANUFACTURE OF PRODUCT

This Agreement shall be applied to the sale and purchase of: Hebora Collagen Enrich, Hebora Beauty Placenta
Drink, Kampo Diet ginger, Fresa whitening & sunblock, Hebora Premium Sakura Damask Rose, Regamo Medical
Device and those otherwise agreed upon in writing between the Parties (here in after referred to as the “Products”).
This Agreement shall govern the general terms and conditions of contract between the Parties; however, upon the
consent of the Parties, the Parties may choose terms different from this Agreement, or agree not to apply certain
terms of this Agreement to an individual sale and purchase agreement.

ARTICLE 2: SHIPPING MARK & PACKING SPECIFICATION


Packing Specification
Export standard packaging and All shipment and must have readable shipping marks.
Shipping Mark
Shipping Mark: on each carton box or on each pallet must be show:

SELLER

PURCHASE
R
PO NO.

ITEM :

Q'TY :
MADE IN JAPAN TO VIETNAM

ARTICLE 3: TERM OF PAYMENT AND PRICE


Payment for Products shall be made by Purchaser in JPY ( Japanese Yen ) by means of Telegraphic
Transfer T/T (Bank Transfer) remittance to the bank account designated by Seller no later than seven
(7) business days after the submission of the PO (Purchase Order) by Purchaser to Seller. Buyer will
pay deposit for each order
Seller shall issue the receipt after confirming that the payment for the Products has been received.
The Seller must keep the same product unit price for the Purchaser each within 12 months from the date of first
Order.
However, if the Seller has no choice but to change the price due to a sharp rise in the cost of ingredients or materials
etc. , the Seller shall notify the Purchaser in writing in advance.

ARTICLE 6: TERM OF DELIVERY

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Seller shall deliver the Products by FOB TOKYO port (Under Incoterm 2020).
Delivery Time: About 3-5 months after the contract signed and deposit is paid

ARTICLE 7: INSPECSION
Purchaser shall inspect the appearance, name of products, quality and quantity of the Products purchased within
ten (10) working days after the customs clearance of Products in Viet Nam, and if Purchaser discovers any
incorrect of products' name or any deficiency in quality or quantity, it shall immediately give notice thereof to
Seller; otherwise Purchaser shall have no right to demand a remedy for any deficiency, replacement of defective
Products, refund of purchase amounts, or a reduction in the price.

ARTICLE 8: WARRANTY
Seller warrants that the quality of its Products is in conformity with the specifications agreed upon
between the Parties and quality expressly set forth in each individual contract.
Seller is not responsible for any health risks associated with consuming more than the recommended
amount of the product as determined by the Seller.

ARTICLE 10: FORCE MAJEURE


All occurrences and circumstances which happen after the Contract has come into force due to unforeseen and
unavoidable facts of an extraordinary character beyond the will and control of the contracting parties , and with
directly affect the fulfillment of the whole and/or part of the contractual obligations are to be considered as cases of
force majeure., include: war, flood, hurricane, typhoon, earthquake, riots, terrorism, trade embargo and acts of state
or governmental action prohibiting or impeding any party from performing its respective obligations under the
contract.
Either The Seller or The Purchaser have failure to perform any of his obligation in so far have responsibility to
provide the proof of Force Majeure circumstances.

ARTICLE 12: ARBITRATION


The entire dispute in connection with the execution of this contract shall be settled through friendly negotiation. In
case arbitration is necessary, the case in disputation shall then be submitted in the International Arbitration
Committee besides the Vietnamese Chamber of Commence and Industry in accordance with its arbitration
procedure. The decision of the arbitration shall be as an acceptance with final bi nding upon both parties. The
arbitration fee shall be borne by the losing party.

ARTICLE 17: VALIDITY OF AGREEMENT


Validity of Agreement: From: / /2022 to / /2023
This Agreement will come into force from the signing date. Any amendment, supplement should be in writing and
mutual agree by both parties.
This Agreement is made into 02 copies of equal value, one for the purchaser and one for the seller.

THE SELLER THE BUYER

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