MEMORANDUM OF UNDERSTANDING (MoU)

Between

Apon Wellbeing Ltd.

&
SQ Group

This Memorandum of Understanding signed on September 1, 2018. The project brief, roles
and responsibilities of the parties are stated hereunder:

Apon Wellbeing Ltd. is a company duly incorporated under the company act 1994 and
having its registered office at BH Plaza, Level # 5, Ka-50/2, Abdul Aziz Sarak, Pragati
Sarani, Dhaka-1229 (hereinafter referred to as “Apon” which expression shall unless
excluded by or repugnant to the context included their successor, legal representatives,
executors, administrators and/or assignees)
And
SQ Group, having address at Concord, IK Tower, Level 4, North Avenue, Gulshan 2,
Dhaka-1212. (hereinafter referred to as “SQ Group.” which expression shall unless
excluded by or repugnant to the context included their successor, legal representatives,
executors, administrators and/or assignees)

1. Background of the initiative:

Apon wellbeing scheme is designed for workers through creating access to quality and
necessary products and services at a subsidized rate in partnership with factory, product
manufacturers and other suppliers.

Apon in partnership with RMG Factory to operate Fair Price Shops exclusively for the
staffs and workers, selling packaged and non-packaged household necessities at a
discounted rate. The Apon scheme allows its customers to increase their disposable
income by saving on goods they already buy. At the same time, they have the opportunity
to gain access to reliable health care service and other well-being benefits for the workers.
“The ambition of SQ Group is to ensure access to daily necessity products for their
workers at a subsidized rate so that it can help workers save time and cost. SQ Group is
thus partnered with Apon for enabling its workers availing those services.

2. Scope of the partnership

Both parties agree to partner with each other as they see synergy. Both parties agree to
uphold and support each other in obtaining the ultimate goal which is to enhance the
garment workers quality of life and help sustain the industry through a market driven
inclusive solution.

3. Responsibilities of all parties:

Both parties will strive to accomplish the following activities to achieve the objectives of the
project.

A) Responsibilities of APON Wellbeing Ltd.:

1. Shall ensure sales of necessary products at a minimum of 8% and a maximum of 10%

discount than the market retail price. Apon will work with Factory management in
identification of right products for the Shop and the workers. Apon will optimize sales
volume and order requirements to ensure smooth operation.
2. Shall operate the shop at SQ Groups’ factory premises based on a mutually agreed
timeframe. Ensure necessary staff, software, hardware and CCTV for shop operation.
Shall ensure necessary trainings for capacity building of the shop operation staffs.
3. Shall provide credit facility, Insurance & mobile banking discounts (in addition to the
initial discount) for the workers based on standard agreed condition. Apon and SQ
Group will develop a standard operation process for credit operation which will include
eligibility criteria, credit limit, payment process, credit timeframe etc.
4. Shall Provide support in developing communication materials for factory worker’s
awareness/education so that they can know and avail the services and products
offered to them;
5. Shall develop and deploy the operation model, ordering and delivery model and
software etc. to ensure maximum uptake of products for each worker. Apon will work
 with factory management in ensuring smooth record keeping and integration with
factory HR data.
6. Shall provide digital privilege card for workers/staffs to keep monthly purchase data,
credit, etc. Shall keep all records and data related to customer’s purchase and sales to
ensure transparency.
7. Shall comply with all necessary process and systems imposed by the factory
management time to time in terms of shop operation.

B) Responsibilities of SQ Group

1. Shall provide physical space, utility facility during shop operation, shop infrastructure,
Internet connection via LAN etc. for the shop. Shall provide CCTV inside and outside
the shop.
2. Shall share all staff/workers’ relevant database with Apon including criteria and limits
for monthly credit for each staff/worker. Shall share relevant data with Apon for
developing digital swap cards for staffs/workers and distribution of cards for all
staffs/workers.
3. Shall ensure payment to Apon within 5 working days from disbursement of monthly
salary after adjusting the credit form each worker’s salary.
4. Shall support Apon with space allocation (wherever applicable) for awareness raising
of the workers on the service and benefits offered by Apon and encourage workers to
purchase daily necessaries from outlets without hampering daily operation.
5. Shall guide Apon regarding compliance issues of the factory premises and necessary
requirement and update of the same on a regular basis.
6. Subject to approval, shall Allow and co-operate in study/documentation of the results
and outputs derived by this project to be conducted by Apon or an independent firm
with the factory workers and factory management people.
7. Shall provide Apon Staff access to factory for the shop operation. Provide necessary
time and access to relevant Apon staffs in developing the transaction, ordering and
delivery process for sales and for developing all other necessary SOP’s for shop
operation.
4. Implementation and Monitoring

It is agreed that Apon will share the total project activities to factory management and
implement the activities with proper coordination with factory management. Apon will
accomplish the project activities by the due dates as specified and will report to factory
management time to time. The project activities will be monitored by both parties.

5. Duration:
The duration of the partnership is from September 1, 2018 to August 31, 2021 and
extension/renewal will be made automatically based on mutual understanding of both
parties or unless otherwise decided by both parties.

6. General Terms and Conditions and Termination

a) This MoU shall remain valid from the effective date and until completion or until the
time that either party decided to terminate the agreement with a 1 month notice
beforehand.
b) Both Party may request changes to this MoU. Any changes, modifications,
revisions or amendments to this MoU shall incorporated by written instrument and
effective when executed and signed by all parties to this MoU.
c) Any dispute arising out of the interpretation or implementation of this MoU shall be
settled amicably by consultation among the parties in good faith.
d) In case, the situation demands this MoU can be amended with a mutual consent
among the parties.
e) Any publication materials (used within SQ premises), sign board regarding this
program shall use the official logos of both parties.

We, the undersigned, have read and agreed with this MoU. Further, we have reviewed the
proposed partnership and approved it.
Signed at Dhaka dated September 1, 2018

For and on behalf of Apon For and on behalf of SQ Group

Wellbeing Ltd.

_____________ _____________
Saif Rashid Warisul Abid
Managing Director Chief People Officer

Witnesses: Witnesses:

_____________ _____________
Name: Name:

_____________ _____________
Name: Name: