Supplemental Agreement to

Online Tutoring Services Agreement

This Supplemental Agreement to Online Tutoring Services Agreement (hereinafter, “Supplemental

Agreement”) is made by and between:

RAREJOB INC., a corporation duly organized and existing under and by virtue of the
laws of Japan with office address at Kyocera Harajuku building 2F, 6-27,-8, Jingumae,
Shibuya-ku, Tokyo, 150-0001 herein represented by its President and CEO, Gaku
Nakamura, herein referred to as “RAREJOB”;

And

________________________, Filipino, of legal age, with residence address at

_____________________________________________, hereinafter referred to as
“FREE TRIAL LESSON TUTOR”;

(Each may also be referred to as a “Party” and collectively as the “Parties”)

WHEREAS, the Parties entered into an Online Tutoring Services Agreement (hereinafter,
“Services Agreement”) whereby the FREE TRIAL LESSON TUTOR agrees to perform online tutorial
services, which are more particularly described in the Services Agreement;

WHEREAS, the Parties agree to further extend the terms, covenants, conditions and provisions
in the Services Agreement, by incorporating and adding some provisions relative to the performance
of certain services under one of the Premium Programs of RAREJOB, as set forth herein below,
hereinafter the Free Trial Lesson (hereinafter, “FTL”);

NOW, THEREFORE, in consideration of the mutual covenants and agreements herein

contained, in addition to the services detailed in the Services Agreement, the Parties agree as follows:

I. INTERPRETATION; CONSTRUCTION and CONFLICT OF TERMS

The terms defined in the Services Agreement and this Supplemental Agreement shall have the
same meaning, unless the context requires otherwise.

Ambiguities, inconsistencies or conflicts in this Supplemental Agreement shall not be strictly

construed against the drafter, but will be resolved by applying the most reasonable
interpretation under the circumstances, giving full consideration to the Parties’ intentions at
the time this Supplemental Agreement is entered into.

In the event of any inconsistency or conflict between the terms, covenants, conditions and
provisions of this Supplemental Agreement and those defined in the Services Agreement, the
terms, covenants, conditions and provisions of the Services Agreement shall control and
govern the rights and obligations of the Parties.

II. TERM

This Supplemental Agreement shall commence on December 25, 2023 and shall end on March
25, 2024 (hereinafter, “Renewed Term”), unless earlier terminated by either Party as set forth

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 in this Supplemental Agreement or by reason of the termination of the Services Agreement as
provided below.

The term of this Supplemental Agreement may be extended by mutual agreement in writing
and signed by both Parties.

This Supplemental Agreement may be renewed for a period of three (3) months by RAREJOB
by serving a Notice of Renewal to the FREE TRIAL LESSON TUTOR not later than five (5) days
prior to date of expiration of this Agreement.

The FREE TRIAL LESSON TUTOR who received the Notice of Renewal shall send a Counter-
Notice of Approval of Renewal and signed renewed Supplemental Agreement not later than
the actual date of expiration of this Supplemental Agreement. If this Supplemental Agreement
is not renewed in accordance with the process provided herein, the FREE TRIAL LESSON TUTOR
must undergo the prescribed procedure should he/she wish to participate in the Free Trial
Lesson Program again.

Should this Supplemental Agreement terminate ahead of Services Agreement by reason of (a)
expiration of the Initial Term or Renewed Term, as the case may be, or (b) termination of this
Supplemental Agreement under Section V hereunder, the terms, covenants, conditions and
provisions of the Services Agreement shall survive and the Parties are continually bound
thereby until its expiration and/or termination. The expiration and/or termination of this
Supplemental Agreement shall not affect the rights and obligations of the Parties under the
Services Agreement.

Should the Services Agreement terminate by reason of (a) expiration of the Initial Term or
Renewed Term, as the case may be, under Section I of the Services Agreement, or (b)
termination of the Services Agreement under Section X thereof, this Supplemental Agreement
shall be deemed automatically terminated without any further act or notice.

III. FTL SERVICES

The FREE TRIAL LESSON TUTOR agrees to provide the following services as an independent
contractor under FTL (hereinafter, “FTL Services”):

a) Facilitate and conduct twenty-five (25) minute FTL following the designated
lesson or structure, which includes, but is not limited to:
• Use of appropriate material during the lesson;
• Adherence to FTL Student’s request;
• Use of video camera in all lessons;
• Ensure good sound quality throughout the lesson;
• Carry smart casual clothes in conducting the lesson; and
• Ensure appropriate teaching environment (i.e. no unnecessary sounds,
items or people in the background)
b) Assist students under FTL Program (hereinafter, “FTL Students”) related to the
conduct of lesson within the scheduled time;
c) Provide guidance and encouragement and maintain positive attitude;
d) Encourage good study habits;
e) Submit Tutoring Notes as soon as the lesson has ended;
f) Report inconsistencies in the FTL or material used;
g) Communicate with RAREJOB Tutor Support any matters relative to FTL;

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 h) Conduct and perform the lesson diligently, intelligently, faithfully and to the best
of one’s ability and in the interest of RAREJOB;
i) Incur a maximum of ten (10) “204: Can” within the duration of this Supplemental
Agreement. The maximum count is applicable to the collective services performed
under the Services Agreement and this Supplemental Agreement;
j) Open one hundred ten (110) Bookable Slots per month, provided that the FREE
TRIAL LESSON TUTOR will not have an “Inactive Status” within the duration of this
Supplemental Agreement;
k) Incur one hundred percent (100%) Tutoring Notes Input Ratio (hereinafter,
“TNIR”) in a month;
l) Pass the Premium Lesson Tutor Evaluation;
m) Receive, at most, three (3) valid Student Claims within the duration of this
Supplemental Agreement. The count for valid Student Claims is applicable to the
collective services performed under the Services Agreement and this
Supplemental Agreement. For this purpose, incurrence of any (i) One (1) valid
grave complaint or (ii) Several complaints from any Premium Lesson Program shall
merit automatic termination of this Supplemental Agreement;
n) Receive, at most, nine (9) Lesson Trouble Count (“LTC”) within the duration of this
Supplemental Agreement. The count for LTC is applicable to the collective services
performed under the Services Agreement and this Supplemental Agreement;
o) Achieve FTL student seven (7) day conversion ratio of at least thirty percent (30%),
or more, within the duration of this Supplemental Agreement; and
p) Incur a maximum of six (6) No Enter Count (NEC) within the duration of this
Supplemental Agreement. The count for No Enter is applicable to the collective
services performed under the Services Agreement and this Supplemental
Agreement.

In addition to the foregoing, the FREE TRIAL LESSON TUTOR is still bound by his/her obligations
under the Services Agreement, which is particularly defined in Section II thereof.

The FREE TRIAL LESSON TUTOR further acknowledges that he/she may be a party to any one
(1) or more Premium Programs with RAREJOB, which includes the (i) Free Trial Lesson (“FTL”),
(ii) Business Conversation Course (“BCC”), and (iii) Young Learners (“YL”). In such a case, the
FREE TRIAL LESSON TUTOR should be able to provide lessons according to the recognized
Premium Program material, which includes:
a) Business Conversation Course;
i. Jissen Business
ii. Business Discussion
iii. Business Situation Questions
iv. Omotenashi Eigo Otai
v. NHK Discussion
b) Business Conversation Course Free Trial Lesson;
c) RareJob Free Trial Lesson (General English and Business);
d) Go For It Lesson;
e) EIKEN Lesson; and
f) Free Trial Lessons for Young Learners

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IV. FTL SERVICE FEES

In full consideration of the FREE TRIAL LESSON TUTOR’s satisfactory performance of the
Services, RAREJOB agrees to pay an amount of Eighty Pesos (Php 80.00) (hereinafter, “FTL
Service Fee”) for every booked FTL Slot, constitutive of a twenty five (25) minute lesson,
subject to the following conditions:
a) The booked Lesson Slot shall be booked by Premium Lesson Student; and
b) An actual lesson was conducted;

It is hereby understood that the FTL Service Fee defined under this Supplemental Agreement
is separate and distinct from the Tutor Service Fee contemplated under the Services
Agreement.

In addition to the (a) FTL Service Fees under this Supplemental Agreement and (b) Tutor
Service Fees under the Services Agreement, if applicable, the FREE TRIAL LESSON TUTOR
under this Supplemental Agreement shall be entitled to receive Premium Lesson Incentives
and Special Premium Lesson Incentives subject to the following:

For Premium Lesson Incentives:

a) Paid 205: Closed 205 Incentives will be given to FREE TRIAL LESSON TUTOR
who successfully met the following conditions:
1. The lesson slot must end up as an open slot;
2. The lesson slot must be opened at least twenty-four (24) hours before the
lesson;
3. It must not be in Lesson Slot Hiding (hereinafter, “LSH”) or a former
booked slot; and
4. Total 205s in a day will be based on student demand. There is no
minimum or maximum number of 205s to be inputted in a day;

Important:
• Paid 205: Closed 205 Incentives shall be automatically suspended
once the FREE TRIAL LESSON TUTOR is under LSH;
• Should the FREE TRIAL LESSON TUTOR sign an agreement under the
Young Learner (YL) or Business Conversation Course (BCC), all Closed
205 Incentive shall be credited under the FTL Program.

For Special Premium Lesson Incentives:

a) Successful Free Trial Incentive (7 days) will be given to FREE TRIAL LESSON
TUTOR who successfully converted a Free Trial Student to a Paying Student
within seven (7) days from the actual lesson date.
b) Initial Term Incentive will be given to first time FREE TRIAL LESSON TUTOR,
after the expiration of this Supplemental Agreement, subject to the following
criteria:
a. Tutor must be able to open at least one hundred ten (110) Bookable
Slots for each month, during the entire duration of this Supplemental
Agreement;
b. Lesson Cancellation (204 Can) must not exceed three (3) counts for
each month, during the entire duration of this Supplemental
Agreement; and

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 c. No Enter Count (NEC) must not exceed two (2) counts for each month,
during the entire duration of this Supplemental Agreement.

The FREE TRIAL LESSON TUTOR acknowledges that the Initial Term Incentive
will be accumulated based on the actual month/s which the FREE TRIAL
LESSON TUTOR was able to meet the above-mentioned criteria.

The Initial Term Incentive shall only be given to first time FREE TRIAL LESSON
TUTOR, and shall not apply to renewal agreement or reapplication to the FTL
Program.

c) Additional incentive will be given to FREE TRIAL LESSON TUTOR, after the
expiration of this Supplemental Agreement, who is able to meet the criteria
under the Initial Term Incentive during the entire duration of this
Supplemental Agreement, subject to the following:
a. Was able to pass the Premium Lesson Tutor Evaluation; and
b. Did not receive any student complaint for the entire duration of the
agreement.

The FREE TRIAL LESSON TUTOR shall receive the FTL Service Fee every tenth (10th) of the
month, in conformity with the release of the Tutor Service Fees per Section VI of the Services
Agreement. FREE TRIAL LESSON TUTOR further agrees that the FTL Service Fee is still subject
to withholding tax.

The FREE TRIAL LESSON TUTOR acknowledges that he/she is engaged as an independent
contractor and is not eligible to participate, contribute or partake in any government
mandated benefits, pension, and health insurance, among others.

V. TERMINATION

This Supplemental Agreement shall be effective on the date first listed above for the period
herein set forth, unless earlier terminated by either Party upon written notice to the other
Party, for any cause, sent at least ten (10) days prior to the effective date of termination.

The FREE TRIAL LESSON TUTOR acknowledges that he/she may receive claims or complaints
from his/her students, which the latter reports to RAREJOB. The FREE TRIAL LESSON TUTOR
acknowledges that RAREJOB retains the right to terminate this Supplemental Agreement,
subject to the Table of Resolution, on the basis of student claims/complaints, which are
distinguished into three (3) classifications: (a) Operational Services, (b) Educational Services,
and (c) Services Agreement (OTSA) Terminable Grounds. Attached and made integral part
hereof is the FTL Claims and Complaints Processing in the Tutoring Guidelines
(https://www.rarejob.com.ph/tutor/tutoringGuidelines/view/chapter/operational_quality/t
opic/performance_management#cnc_processing) for further discussion of student
complaints or claims reported to RAREJOB.

Moreover, the FREE TRIAL LESSON TUTOR acknowledges that RAREJOB retains the right to
terminate this Supplemental Agreement, effective immediately, upon written notice to the
FREE TRIAL LESSON TUTOR, at any time, on any of the following grounds, to wit:

(a) Termination and/or expiration of the Services Agreement;

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 (b) Termination of any other Supplemental Agreements, for any cause, entered into by
the FREE TRIAL LESSON TUTOR in any other Premium Programs of RAREJOB;
(c) Failure to meet one hundred ten (110) bookable slots per month within the duration
of this Supplemental Agreement
(d) Exceeded a maximum of ten (10) 204: Can within the duration of this Supplemental
Agreement. The threshold is applicable to the collective services performed under the
Services Agreement and this Supplemental Agreement;
(e) Exceeded two percent (2%) 204: Can Ratio on all Lessons within the duration of this
Supplemental Agreement;
(f) Failure to meet the thirty percent (30%) FTL student seven (7) day conversion ratio
within the duration of this Supplemental Agreement;
(g) Failed Tutor Evaluation, whereby the FREE TRIAL LESSON TUTOR failed to pass the
Premium Lesson Tutor Evaluation conducted. It also includes the failure due to on-
the-day Premium Lesson Tutor Evaluation Cancellation;
(h) Failure to respond to all messages, or to any form of correspondence, sent by
RAREJOB through any platform, or to acknowledge receipt thereof within the
specified date;
(i) Receipt of at least one (1) valid grave complaint from RAREJOB or other Premium
Lesson Tutors. For purposes of this Supplemental Agreement, grave complaint shall
include any of the following: (i) Gender-based online sexual harassment, (ii) Cursing,
cussing and expressing insults online, (iii) Exposing RAREJOB to liability for personal or
property damage, (iv) Exuding negative behavior towards RAREJOB staff, (v)
Unauthorized solicitation activities, (vi) Violations against confidentiality, (vii)
Contacting Premium Students outside the context of RAREJOB online English lessons,
and (viii) Fraud;
(j) Exceeded nine (9) LTCs within the duration of this Supplemental Agreement;
(k) Exceeded three (3) valid Student Claims within the duration of this Supplemental
Agreement;
(l) Exceeded six (6) NEC within the duration of this Supplemental Agreement; and
(m) Failure to incur one hundred percent (100%) Tutoring Notes Input Ratio in a month.

Upon termination of this Supplemental Agreement, for any cause, the FREE TRIAL LESSON
TUTOR shall not make further use of the Confidential Information and shall deliver to RAREJOB
all property and Confidential Information in his/her possession, including but not limited to,
proprietary information, list of clients, trade secrets, intellectual property, documents, plans,
recordings, software and all related records or accounting ledgers, including all copies,
reproductions, extracts or summary.

Upon termination, the FREE TRIAL LESSON TUTOR is entitled to receive the accrued and
outstanding unpaid FTL Service Fees, for services performed, up to the effective date of
termination. The foregoing shall constitute full discharge and satisfaction of RAREJOB’s
obligation hereunder and in full consideration hereof.

The provisions of this Article V shall survive the termination of this Supplemental Agreement,
regardless of the cause of such termination.

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VI. REFERENCES IN THE AGREEMENT

This Supplemental Agreement shall be deemed to form part of the Services Agreement.
Accordingly, all references in the Services Agreement to this Supplemental Agreement shall
be construed as references to the Services Agreement, as supplemented and expanded by this
Supplemental Agreement. Subject to the provisions of this Supplemental Agreement, the
Services Agreement and this Supplemental Agreement shall remain in full force and effect.

VII. GOVERNING LAW; VENUE

This Supplemental Agreement shall be governed by and construed in accordance with the laws
of Japan. Parties agree to submit to the personal and exclusive jurisdiction of the Tokyo District
Court, as the court of first instance.

In witness whereof, the parties herein have executed this Agreement this _____ day of ___________.

____________________________ ____________________________
GAKU NAKAMURA NAME OF TUTOR
CEO and President Free Trial Lesson Tutor