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DISTRIBUTION AGREEMENT

BETWEEN

LEMONGRASS HOUSE LIMITED PARTNERSHIP

Company number 5525

Address: 10/2 Srisoonthorn Road, M.1.T. Cherngtalay, A.Thalang,


Phuket, 83110, Thailand,

AND

SPARS (PVT) LTD.

30-East, Royal Plaza, Fazal-E-Haq Road, Bluearea, Islamabad, Pakistan

Dated ____________
PARTIES
LEMONGRASS HOUSE LIMITED PARTNERSHIP

Of 10/2 Srisoonthorn Road, M.1.T. Cherngtalay, A.Thalang, Phuket, 83110,


Thailand, Company number 5525 (Supplier).

SPARS (PVT) LTD.

A company duly incorporated and registered under the laws of Pakistan,


whose registered office is located at 30-East, Royal Plaza, Fazal-e-Haq
Road, Bluearea, Islamabad, Pakistan
(Distributor).

BACKGROUND
The Supplier wishes to appoint the Distributor as its exclusive distributor
for the promotion and sale of the Products within Pakistan (all as defined
below),

The Distributor wishes to promote and sell and the Supplier wishes to grant
the Distributor the right to promote and sell the Products within the
Territory on the terms of this agreement.

AGREED TERMS
This distributor agreement (“Agreement”), which has been executed on
behalf of each of the party by a duly authorized signatory on the date set
out below, and is deemed to come into effect on the Commencement Date.

1. DEFINITIONS AND INTERPRETATION

1.1 The definitions and rules of interpretation in this clause 1 apply


in this agreement and the Background.

1.2 Business Day: a day (other than a Saturday, Sunday or public holiday
in Thailand or Pakistan) when banks are open for business.

1.3 Commencement Date: [_________].

1.4 Control: the ability to direct the affairs of another person,


whether by virtue of the ownership of shares, contract or otherwise.
1.5 Minimum Commitment: the activities to be undertaken and orders to be
placed by the Distributor for purchase, promotion and sale of the Products.

1.6 Products: the Products which are ordered by the Distributor and have
been listed in Schedule-B hereto. The products shall be of the type and
specification manufactured and packed under the Trade Marks and any other
products developed by the Supplier which the Supplier may permit the
Distributor, by express notice in writing, to distribute in the Territory

1.7 Term: the term of this agreement, as determined in accordance with


clause 13.

1.8 Territory: the Republic of Pakistan only.

1.9 Trade Marks: the trade mark registrations and applications and any
further trade marks that the Supplier may permit, or procure permission
for, the Distributor to use in the Territory in respect of the Products by
express notice in writing.

1.10 Year: the period of 12 months from the day of signing this agreement
and each consecutive period of 12 months thereafter during the Term.

1.11 Clause, schedule and paragraph headings shall not affect the
interpretation of this agreement.

1.12 A reference to any party shall include that party's personal


representatives, successors or permitted assigns.

1.13 A reference to a statute, statutory provision or any subordinate


legislation made under a statute is to such statute, provision or
subordinate legislation as amended or re-enacted from time to time.

1.14 A reference to writing or written includes faxes and e-mail provided


the requirements of clause 24 (Notices) are met.

2. APPOINTMENT

2.1 The Supplier appoints the Distributor as its exclusive distributor


to distribute the Products in the territory of Pakistan on the terms of
this agreement to market, sale and distribute the Products.

2.2 The Distributor shall purchase the Products only from the Supplier.
The Supplier shall sell Products in the territory of Pakistan only to the
Distributor.

2.3 The Distributor shall not:

(a) represent itself as an agent of the Supplier for any purpose; or


(b) pledge the credit of the Supplier; or

(c) give any condition or warranty or make any representation on behalf


of the Supplier; or

(d) commit the Supplier to any third party contracts signed by the
Distributor for sale of the Products.

2.4 For the avoidance of doubt, nothing in this agreement shall restrict
or prohibit the sale by the Distributor of other products and services that
are non-competitive with the products, services, and image of Lemongrass
House in the Territory.

3. UNDERTAKINGS OF THE DISTRIBUTOR

3.1 The Distributor undertakes and agrees with the Supplier that at all
times during the Term it will:

(a) use all reasonable endeavors to promote the distribution and sale of
the Products in the Territory;

(b) fulfill the Minimum Commitment; and

(c) keep all stocks of the Products which it holds in conditions


appropriate for their storage, all at its own cost.

4. SUPPLY OF PRODUCTS

The Supplier undertakes to dispatch all orders for the Products ordered by
the Distributor in accordance with terms of delivery set out in Schedule A.
The Distributor shall buy the Products for resale as agreed under this
agreement.

The Supplier acknowledges that time for delivery stated in the order shall
be of the essence.

5. UNDERTAKINGS OF THE SUPPLIER

5.1 The Supplier undertakes to:

(a) supply the Products only to the Distributor in the Territory of


Pakistan and not to offer or supply the Products itself (or via any other
company) in the Territory;(b) ensure that its other distributors do not
actively solicit customers in the Territory of Pakistan;
(c) take all necessary steps in compliance with applicable law
(including bringing legal proceedings) to ensure that the Distributor’s
exclusive rights in the Territory of Pakistan are protected;

(d) provide any information and support as may reasonably be requested


by the Distributor to enable it to discharge its duties under this
agreement properly and efficiently;

(e) make available to the Distributor free of charge such marketing


materials written in English as available in stock by the Distributor;

(f) provide to the Distributor all information regarding the manufacture


and content of the Products to enable the Distributor to lawfully place
the Products on the market of Pakistan;

(g) produce, print and apply labeling to the Products in English in


accordance with the instructions of the Distributor so far as such
instructions are necessary to ensure compliance with Local Regulations as
defined in clause 9.2;

(h) assist the representatives of the Distributor in acquiring knowledge


of the Products whenever possible for mutual learning of each other’s
markets.

6. DELIVERY

(a) the Supplier shall dispatch all orders received from the Distributor
within 2 months.

(b) the Supplier shall immediately notify Distributor of any known or


anticipated delays in filling new or previously entered orders and the
estimated duration of any delays so that Distributor may fairly represent
this information to existing or potential customers. If order placed by the
Distributor is delayed for some reason the Supplier shall immediately
inform the Distributor in writing of such delay and shall deliver the
Products within reasonable time of such delay.

6. PRICES AND PAYMENT

6.1 The prices to be paid by the Distributor to the Supplier for the
Products are to be the wholesale prices notified to the Distributor by the
Supplier from time to time. The prices applicable as at the Commencement
Date are the wholesale prices of the Supplier. All Retail pricing should
be set to allow a minimum 24% profit above all overhead costs including
staffing, products, transport, rentals, administration, and marketing.
6.2 The Supplier shall give the Distributor 60 days notice of any
increase in the prices for the Products. Prices are based on the currency
of Thai Baht.

6.3 The Supplier shall invoice the Distributor half of the value of any
order placed with the Supplier at the time of placing the order and the
remaining half upon receipt by the Distributor of proof of dispatch of the
order by the Supplier. All invoices shall be in USA dollars based on
current Thai Baht rates and payable via bank wire transfer. All payments to
the Supplier shall be made to the account designated on the invoice (or to
such other account as the Supplier may notify the Distributor in writing).

6.4 All payments shall be made within a period of 15 days of the date
when the invoice is received by the Distributor. Thereafter, any payment
made shall be considered as late payment. Late payments shall be subject to
interest at 5% per month above the base rate of the Bank of Thailand.

7. TAXES

7.1 All taxes, charges, levies, assessments and other fees of any kind
imposed in respect of the purchase or import of the Products shall be the
responsibility of, and for the account of, the Distributor.

8. ADVERTISING AND PROMOTION

8.1 The Distributor shall:

(a) be responsible for the advertising and promoting the Products in the
territory of Pakistan; and follow the guidelines of the Supplier.

(b) (subject to restrictions of space and the terms of any lease for the
physical sales outlet(s)) use reasonable endeavors to display advertising
materials and other signs provided by the Supplier.

8.2 The Supplier shall provide the Distributor with information on the
advertising and promotion carried out by the Supplier. The Supplier shall
supply any promotional and advertising material that is available.

9. COMPLIANCE WITH LAWS AND REGULATIONS


9.1 The Distributor shall be responsible for obtaining any necessary
import licenses or permits necessary for the entry of the Products into the
Territory of Pakistan, or their delivery to the Distributor. The
Distributor shall be responsible for any customs duties, clearance charges,
taxes, brokers' fees and other amounts payable in connection with the
importation and delivery of the Products.

9.2 The Distributor shall inform the Supplier of all laws and
regulations affecting the manufacture, sale, packaging and labeling of
Products which are in force within the Territory or any part of it (Local
Regulations) at the date of this agreement.

9.3 The Supplier, in turn, warrants to the Distributor that the Products
are safe, fit for their purpose and comply with the Local Regulations in
force at the date of this agreement.

9.4 The Distributor shall give the Supplier as much advance notice as
reasonably possible of any prospective changes in the Local Regulations.

9.5 On receipt of notification from the Distributor under clause 9.4,


the Supplier shall ensure that the Products comply with any change in the
Local Regulations by the date of implementation of that change.

10. ETHICAL CONDUCT

10.1 The Parties shall not engage in any activity, practice or conduct
which would constitute an offense under the laws of Thailand and/or the
Republic of Pakistan, if such activity, practice or conduct had been
carried out in Thailand and/or the Republic of Pakistan.

10.2 The Supplier warrants to the Distributor and shall ensure at all
times that the Products and ingredients for the Products are sourced and/or
manufactured in a lawful manner and that neither the Supplier, nor its sub-
contractors or suppliers, make use of child labour or forced labour.

11. CONDITIONS OF SALE

11.1 The conditions of sale of the Supplier that apply to all sales by
the Supplier to the Distributor under this agreement. If there is any
inconsistency between such conditions of sale and the remaining terms of
this agreement, the latter shall prevail.

12. TRADE MARKS


12.1 The Supplier hereby grants to the Distributor an exclusive royalty-
free license, in the territory of Pakistan, to use the Trade Marks in the
promotion, advertisement and sale of the Products, subject to, and for the
duration of, this agreement.

12.2 The Products shall be sold under the Trade Marks. On all Products,
containers and advertisements for the Products, the Lemongrass House logo
shall be used and the registered Trade Marks or "TM" in conjunction with
any Trade Marks application.

12.3 All representations of the Trade Marks that the Distributor intends
to use shall first be submitted to the Supplier for approval before use,
such approval not to be unreasonably withheld or delayed.

12.4 The Distributor shall not, without the prior written consent of the
Supplier, alter or make any addition to the labeling or packaging of the
Products displaying the Trade Marks.

12.5 The Supplier warrants that it owns the Trade Marks, that it is
entitled to grant the license set out in clause 12.1 and that the use of
the Trade Marks by the Distributor shall not infringe any intellectual
property rights of third parties. The Supplier shall indemnify the
Distributor against any claims by third parties that the use of the Trade
Marks by the Distributor infringes their intellectual property rights.

12.6 Each party shall promptly give notice in writing to the other if it
becomes aware of:

(a) any infringement or suspected infringement of the Trade Marks or any


other intellectual property rights relating to the Products with in the
Territory; or

(b) any claim that any Product or the manufacture, use, sale or other
disposal of any Product within the Territory, whether or not under the
Trade Marks, infringes the rights of any third party.

13. DURATION AND TERMINATION

13.1 This agreement begins on the Commencement Date and, subject to


clause 13.2, clause 13.3 and clause 16.3 continues for an initial term of
5(five) calendar years and may be extended at the mutual agreement of the
Distributor and Supplier by a further 5(five) years if the Distributor
provides written notice to the Supplier of its intention to extend the term
no later than three months prior to the expiry of the initial term.
13.2 Without affecting any other rights that it may be entitled to,
either party may give notice in writing to the other terminating this
agreement immediately if:

(a) the other party fails to pay any amount due under this agreement on
the due date for payment and remains in default not less than 60 days after
being notified in writing to make such payment; or

(b) the other party commits a material breach of any material term of
this agreement (other than failure to pay any amounts due under this
agreement) and (if such breach is remediable) fails to remedy that breach
within a period of 30 days of being notified in writing to do so; or

(c) the Products repeatedly fail to comply with Local Regulations; or

(d) the other party suspends, or threatens to suspend, payment of its


debts or is unable to pay its debts as they fall due or admits inability to
pay its debts; or

(e) the other party becomes subject to insolvency proceedings or


analogous action; or

(f) the other party purports to assign its rights or obligations under
this agreement (except in accordance with clause 19).

13.3 Subject to clause 13.4, the Supplier may give notice in writing to
the Distributor terminating this agreement immediately if the Distributor
fails in any Year to fulfill the Minimum Commitment for that Year.

13.4 For the purposes of clause 13.3 only, if in any Year the Distributor
fails to fulfill the Minimum Commitment, it may carry forward any excess
purchases over the Minimum Commitment made in the previous Year to make up
the difference between the actual quantity purchased and the Minimum
Commitment.

14. EFFECTS OF TERMINATION

14.1 Termination of this agreement for any reason shall not affect any
rights or liabilities accrued at the date of termination.

14.2 On termination:

(a) the Supplier shall have the option to buy from the Distributor any
stocks of the Products at the same price the Distributor paid for them. To
exercise the option, the Supplier must give notice to the Distributor
within 30 days of termination, stating the quantities of Products it wishes
to buy. The Distributor shall deliver such Products to the Supplier within
1 month of receiving payment in cleared funds from the Supplier. The
Supplier shall be responsible for the costs of packaging, insurance and
carriage of the Products;

(b) if the Supplier chooses not to exercise its option to buy back the
Products under clause a, the Distributor shall sell or otherwise dispose of
its remaining stocks of Products in such manner as it may in its absolute
discretion decide.

15. CONFIDENTIALITY

15.1 Each party undertakes that it shall not at anytime, disclose to any
person any confidential information concerning the business, affairs,
customers, clients or suppliers of the other party or of any member of the
group of companies to which the other party belongs.

15.2 No party shall use any other party's confidential information for
any purpose other than to perform its obligations under this agreement.

16. FORCE MAJEURE

16.1 A party, provided that it has complied with the provisions of clause
16.2 shall not be in breach of this agreement, nor liable for any failure
or delay in performance of any obligations under this agreement arising
from or attributable to acts, events, omissions or accidents beyond its
reasonable control (Force Majeure Event), including any of the following:

(a) Acts of God, including fire, flood, earthquake, windstorm or other


natural disaster;

(b) epidemic or pandemic;

(c) war, threat of or preparation for war, armed conflict, imposition of


sanctions, embargo, breaking off of diplomatic relations or similar
actions;

(d) terrorist attack, civil war, civil commotion or riots;


(e) nuclear, chemical or biological contamination or sonic boom;

(f) any law or government order, rule, regulation or direction, or any


action taken by a government or public authority, including but not limited
to imposing an embargo, export or import restriction, quota or other
restriction or prohibition, or failing to grant a necessary license or
consent;

(g) any labour dispute, including but not limited to strikes, industrial
action or lockouts (other than in each case by the party seeking to rely on
this clause, or companies in the same group as such party).

16.2 Any party that is subject to a Force Majeure Event shall not be in
breach of this agreement provided that:

(a) it promptly notifies the other parties in writing of the nature and
extent of the Force Majeure Event causing its failure or delay in
performance;

(b) it could not have avoided the effect of the Force Majeure Event by
taking precautions which, having regard to all the matters known to it
before the Force Majeure Event, it ought reasonably to have taken, but did
not; and

(c) it has used all reasonable endeavors to mitigate the effect of the
Force Majeure Event to carry out its obligations under this agreement in
any way that is reasonably practicable and to resume the performance of its
obligations as reasonably possible.

16.3 If the Force Majeure Event prevails for a continuous period of more
than six months, the unaffected party may terminate this agreement by
giving 14 days written notice to the other party. On the expiry of this
notice period, this agreement will terminate. Such termination shall be
without prejudice to the rights of the parties in respect of any breach of
this agreement occurring prior to such termination.

17. ENTIRE AGREEMENT

17.1 This agreement (and any document referred to in it) constitutes the
whole agreement between the parties and supersedes all previous agreements
between the parties relating to its subject matter.
17.2 Nothing in this clause 17 shall limit or exclude any liability for
fraud.

18. VARIATION

18.1 No amendment or variation of this agreement shall be effective


unless it is in writing and signed by the parties (or their authorised
representatives).

19. ASSIGNMENT

19.1 This agreement may not be assigned by the Distributor without the
prior written consent of the Supplier.

19.2 This agreement may not be assigned by the Supplier without the prior
written consent of the Distributor.

19.3 Each party to this agreement is acting on its own behalf and not for
the benefit of another person.

20. FREEDOM TO CONTRACT

20.1 The parties declare that they each have the right, power and
authority and have taken all action necessary to execute and deliver and to
exercise their rights and perform their obligations under this agreement.

21. WAIVER

21.1 No failure or delay by a party to exercise any right or remedy


provided under this agreement or by law shall constitute a waiver of that
or any other right or remedy, nor shall it preclude or restrict the further
exercise of that or any other right or remedy.
22. SEVERANCE

22.1 If any provision of this agreement (or part of any provision) is


found by any court or other authority of competent jurisdiction to be
invalid, illegal or unenforceable, that provision or part-provision shall,
to the extent required, be deemed not to form part of this agreement, and
the validity and enforceability of the other provisions of this agreement
shall not be affected.

22.2 If a provision of this agreement (or part of any provision) is found


illegal, invalid or unenforceable, the parties shall negotiate in good
faith to amend such provision such that, as amended, it is legal, valid and
enforceable, and, to the greatest extent possible, achieves the parties'
original commercial intention.

23. NOTICE

23.1 Any notice or other communication required to be given under this


agreement shall be in writing sent by electronic mail (e-mail) or by
commercial courier, to each party required to receive the notice or
communication as set out below:

(a) Distributor: ayesha@spars.com.pk

(b) Supplier: info@lemongrasshouse.com,


addlemongrass@lemongrasshouse.com

23.2 or as otherwise specified by the relevant party by notice in writing


to each other party.

23.3 Any notice or other communication shall be deemed to have been duly
received:

(a) if sent by e-mail to the receiving party’s e-mail address set out
in 23.1 above, on the next Business Day after an acknowledgement e-mail
sent by the receiving party has arrived with the sending party; or

(b) if delivered by commercial courier, on the date and at the time that
the courier's delivery receipt is signed.

23.4 For the purposes of this clause 23:

(a) all times are to be read as local time in the place of deemed
receipt; and
(b) if deemed receipt under this clause 23 is not within business hours
(meaning 9.00 am to 5.30 pm Monday to Friday on any Business Day), the
notice or other communication is deemed to have been received when business
next starts in the place of receipt.

23.5 The provisions of this clause 23 shall not apply to the service of
any proceedings or other documents in any legal action.

24. THIRD PARTY RIGHTS

24.1 A person who is not a party to this agreement shall not have any
rights under or in connection with it by virtue of the Contracts (Rights of
Third Parties) Act 1999.

25. NO PARTNERSHIP OR AGENCY

25.1 Except as expressly provided, nothing in this agreement is intended


to, or shall be deemed to, establish any partnership or joint venture
between the parties.

26. COUNTERPARTS

26.1 This agreement may be executed in any number of counterparts, each


of which when executed and delivered shall constitute an original of this
agreement, but all the counterparts together shall constitute the same
agreement.

27. GOVERNING LAW AND JURISDICTION

27.1 This agreement and any dispute or claim arising out of or in


connection with it or its subject matter or formation (including non-
contractual disputes or claims) shall be governed by and construed in
accordance with the laws of Islamic Republic of Pakistan.
27.2 If any dispute arises in connection with this agreement, the parties
will attempt to settle it by mediation in accordance with the Centre for
Effective Dispute Resolution (CEDR) Model Mediation Procedure. Unless
otherwise agreed between the parties, the mediator will be nominated by
CEDR. To initiate the mediation a party must give notice in writing ("ADR
notice") to the other party to the dispute requesting a mediation. A copy
of the request should be sent to CEDR.

27.3 The mediation will start not later than 30 days after the date of
the ADR notice. The commencement of a mediation will not prevent the
parties commencing or continuing court proceedings.

27.4 The parties irrevocably agree that the courts of the Republic of
Pakistan shall have exclusive jurisdiction to settle any dispute or claim
that arises out of or in connection with this agreement or its subject
matter or formation (including non-contractual disputes or claims) which
have not been settled through mediation.

28. Indemnification

28.1 Indemnification by Distributor: Distributor shall indemnify and hold


Supplier free and harmless from any and all claims, damages, or lawsuits
arising out of intentional or negligent acts or omissions by Distributor,
its employees or agents.

28.2. Indemnification by Supplier: Supplier shall indemnify and hold


Distributor free and harmless for any and all claims, damages, or lawsuits
arising out of defects in the Products caused by Supplier.
Schedule A

ORDERING AND DELIVERY


1 ORDERS

1.1 The Supplier shall supply Products in accordance with the


Distributor's Orders.

1.2 Each Order shall:

1.2.1 be given in writing or, if given orally, shall be confirmed in


writing within two Business Days;

1.2.2 specify the type and quantity of Products ordered, and the Products'
code numbers (where applicable); and

1.2.3 be dispatched within 90 calendar days of payment by the Distributor


of the first half of the value of the order in accordance with clause 6.3
of this Agreement.

1.3 The Distributor may not at any time prior to dispatch of the
Products amend or cancel an Order. If the Distributor cancels an Order, its
liability to the Supplier is for the full cost of the order.

2 MANUFACTURE, QUALITY AND PACKING

2.1 The Supplier shall at all times maintain sufficient manufacturing


capacity, stocks of raw materials and packaging, and stocks of Products to
enable it to meet the Distributor's requirements for Products as notified
to the Supplier.

2.2 The Products supplied to the Distributor by the Supplier under this
agreement shall:

2.2.1 conform to their specification;

2.2.2 be of satisfactory quality (within the meaning of the Sale of Goods


Act 1979, as amended) and fit for any purpose held out by the Supplier or
made known to the Supplier by the Distributor;

2.2.3 comply with all applicable statutory and regulatory requirements.


2.3 The Supplier shall ensure that the Products are properly packed and
secured in such manner as to enable them to reach their destination in good
condition.

3 SHIPPING AND INSURANCE

3.1.1 The Distributor shall arrange for shipping of the Products by sea or
air from Thailand to The Republic of Pakistan.

3.1.2 The Supplier shall arrange the transportation of the Products to the
agreed air or sea port in Thailand(at the expense of the distributer) from
which the Products will be transported to The Republic of Pakistan by the
Distributor’s chosen shipping service. All shipping will be under the
terms ExWorks.

3.1.3 The Distributor shall arrange insurance for the Products in transit
from the agreed air or sea port in Thailand to Pakistan at its own expense.

3.1.4 Risk in the Products shall pass to the Distributor upon collection
of the Products by the Distributor’s nominated shipping service at the
agreed air or sea port in Thailand.

MINIMUM COMMITMENT
Five years then an additional five years upon mutual agreement.

The Distributor shall market and sell the products online within the
Territory. The Distributor shall develop an online retailing website and
social media pages after execution of this agreement. The Distributors
website must be pre-approved by the Supplier prior to broadcast.

All third party sales avenues and sub-franchise agreements must be pre-
approved by the Supplier.

All advertising, marketing, or any representation of the brands image by


the Distributor must be pre-approved by the Supplier prior to
dissemination.
All product promotions and sales must be pre-approved by the Supplier.

PARTIES DETAILS:
Supplier

“Lemongrass House”

Company number 5525

Address: 10/2 Srisoonthorn Road, M.1.T. Cherngtalay, A.Thalang, Phuket,


83110, Thailand,

Bank details:

Bank Name: Bangkok Bank

Bank Address: Bangkok Bank ,333 Silom Rd., Bangkok, Thailand 10500

Tel: +662-234-333,

Swift Code: BKKBTHBK

Account Name: Baan Takrai Limited Partnership.

Account Number: 573-0-179792

Branch: THALANG, PHUKET

On behalf of Lemongrass House

General Manager

Mr.Witchukorn Korngoenklang

........................................
Distributor

SPARS (Pvt) Ltd.,

Address: 30-East, Royal Plaza, Fazal-e-Haq Road, Blueare, Islamabad,


Pakistan,

Telephone: +92 51 8499999


Schedule B
List of products for first order

Sr # Product Name Quantity

1 Aromatic Room and Pillow Spray 300

2 Aloe Vera After Sun Gel 300

3 Body Butter 300

4 Body Scrub 300

5 Hand Cream 300

6 Insect Repellent 300

7 Pure JoJoba oil 300

8 Pure Virgin Coconut Oil 300

9 Anti- Stretch Mark Vitamin E Oil 300

10 Incense Sticks 300

11 Mosquito Repellent 5000

[Signature page follows]


IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed
by their duly authorized representatives as of the Effective Date.

FOR SUPPLIER: FOR DISTRIBUTOR:

------------------------------------- --------------------------------------

Name:_________________________ Name:_______________________

Authorized Representative Authorized Representative

Lemongrass House M/s SPARS (Pvt) Limited

WITNESSES:-

Signature:_______________________ Signature:___________________

Name: __________________________ Name: ______________________

Passport # ______________________ Passport # _______________________

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