SALES CONTRACT

No. 012345

This Sales Contract (the "Contract") is entered into on November 28th, 2020 (the "Effective
Date"), by and between:

MOON OVER PERFUME RESTAURANT CO. LTD.

Address: 6 Le Loi Street, Hue City, Vietnam
Representative: Nguyen Nhi
Identification: 0011223344
Email:nguyennhi@moonover.com
(hereinafter referred to as the "Buyer")

and

MAPLE LEAF SUGAR LTD.

Address: 700 Dunsmuir Street, Vancouver, British Columbia, Canada
Representative: Deborah McMahon
Identification: 0055667788
Email: deborah@mls.com
(hereinafter referred to as the "Seller").

ARTICLE 1: PRODUCT DETAILS

1.1. Product: The Seller agrees to sell and the Buyer agrees to purchase 500 (five hundred)
half-liter bottles of Sugar Loaf line maple syrup.
1.2. Quality: The Sugar Loaf line is medium-quality and will be transparent glass bottles,
The labeling shall prominently display "Product of Canada."
1.3. Packaging: The maple syrup shall be packaged in transparent glass bottles as agreed
upon by both parties.
1.4. Pricing: The Sugar Loaf line will be sold at a price of 8 CAD (eight Canadian Dollar) per
bottle agreed upon by both parties.

ARTICLE 2: PAYMENT TERMS

2.1. Payment Amount: The total payment for the order shall be 4000 CAD (four thousand
Canadian Dollar) (excluded applicable sales taxes, import duties, or other taxes associated
with the sale and delivery of the products) as agreed upon by both parties.
2.2. Payment Method: Payment shall be made through bank wire transfer, with all associated
transaction fees borne by the Buyer to the below account. All payments shall be made in
Canadian Dollar (CAD). The parties acknowledge that fluctuations in exchange rates may
occur. Any costs or losses incurred due to currency fluctuations shall be borne by the Buyer.

Bank Name: HSBC Canada

Account Name: Maple Leaf Sugar Ltd.
Account Number: 012345678910
Swift Code: HKBCCATT

2.3. Payment Schedule: The Buyer shall make an initial payment of 50% within seven (7)
days of signing this contract. The remaining balance shall be paid in full upon delivery and
approval of the product by Moon Over Perfume Restaurant. The Seller shall confirm receipt
of payment to the Buyer within five (5) business days of receiving the payment.

ARTICLE 3: QUANTITY AND DELIVERY

3.1. Quantity: The Buyer will purchase 500 half-liter bottles of Sugar Loaf line maple syrup.
3.2. Delivery Date: The Buyer requires 250 bottles to be delivered by April 30th, 2022. The
remaining quantity is delivered before August 1st, 2022.
3.3. Delivery Method: The Seller shall choose a reputable shipping method for the
transportation of the Products. The agreed Incoterms for this contract are Cost Insurance and
Freight (CIF) under Incoterms 2020 (CIF Hue, Vietnam).

ARTICLE 4: INSPECTION AND QUALITY APPROVAL

4.1. Inspection Upon Arrival: The product shall be inspected and approved for entry by the
relevant Vietnamese health and safety inspectors. In the event that the Buyer identifies any
defects, non-conformities, or discrepancies during the inspection, the Buyer shall promptly
notify Maple Leaf Sugar Company Ltd ("Seller") in writing, specifying the nature of the
issues.
4.2. Quality Approval: Moon Over Perfume Restaurant reserves the right to approve the
quality of the product upon arrival. The quality approval shall be based on the conformity of
the Products to the agreed specifications, including but not limited to taste, color, packaging,
and compliance with relevant health and safety standards.
4.3. Rejection and Replacement: If the Products are found to be defective or not in
compliance with the agreed specifications, the Buyer may reject the entire shipment or
request replacement of the defective items. The Seller shall, at its own expense, replace any
defective Products within 15 (fifteen) business days from the receipt of the Buyer's notice of
rejection.

ARTICLE 5: OWNERSHIP AND RESPONSIBILITY

5.1. Incoterms: The agreed Incoterms for this contract are Cost Insurance and Freight (CIF)
Incoterms 2020. Accordingly, ownership of the Products shall transfer from Maple Leaf
Sugar Company Ltd ("Seller") to Moon Over Perfume Restaurant Company ("Buyer") when
the Products are loaded onto the designated carrier at the agreed port of shipment.
5.2. Time for Change of Ownership/Responsibility: The responsibility for the Products shall
shift from the Seller to the Buyer at the moment of transfer of ownership, as defined by the
agreed Incoterms. The risk of loss or damage to the Products during transportation shall be
borne by the Seller until the point of transfer of ownership, after which it shall be transferred
to the Buyer.

ARTICLE 6: PENALTIES AND INTEREST

6.1. In the event of late delivery, except for Force Majeure, beyond the agreed-upon schedule
outlined in Article 3. Quantity and Delivery, the Seller shall be liable to pay penalties to the
Buyer. The penalties shall be calculated at 10% of the total contract value for each week of
delay. If the shipments are delayed later than August 1st, 2022, the buyer is entitled to
terminate this contract. However, the Seller will still be responsible for the above-mentioned
penalties.
6.2. In the event of late payment beyond the agreed-upon payment schedule outlined in
Article 2. Payment Terms, the Buyer shall pay interest on the overdue amount. The interest
rate shall be 10% per annum. Interest on late payment shall accrue from the date the payment
was due until the date of actual payment.
6.3. Penalties on Quality Disapproval:
In the event that the Buyer does not approve the quality of the Products followed Article 4.
Inspection and Quality Approval, as agreed upon by both parties. The buyer is entitled to
terminate this contract and the seller shall pay the buyer 15% the order value as
compensation.

ARTICLE 7. RIGHTS AND OBLIGATIONS

a.The Seller undertakes to deliver to the Buyer upon the latter’s orders
b.The Buyer undertakes to pay the price for those contracts as determined for purchasing
order.
c. In case a problem arises, the seller is responsible for notifying the buyer as soon as possible
and vice versa.

ARTICLE 8 : APPLICABLE LAW AND DISPUTE RESOLUTION

8.1. Applicable Law: This Contract shall be governed by and construed in accordance with
the laws of the Socialist Republic of Viet Nam.
8.2. Dispute Resolution:
a. Negotiation: In the event of any dispute, controversy, or claim arising out of or in
connection with this Agreement, the Parties agree to first attempt to resolve the matter
through good-faith negotiations. A Party shall provide written notice of the dispute to the
other Party, and both Parties shall make reasonable efforts to resolve the dispute within 30
days of receiving the notice.
b. Mediation: If the dispute cannot be resolved through negotiation, the Parties agree to
submit the dispute to mediation. The mediation shall be conducted by a neutral mediator
agreed upon by both Parties or appointed by Vietnam International Arbitration Centre
(VIAC). The Parties shall participate in the mediation process in good faith and share the
costs of mediation equally.
c. If mediation does not result in a resolution, any unresolved dispute shall be referred to
binding arbitration. Any dispute arising out of or in relation with this contract shall be
resolved by arbitration at the Vietnam International Arbitration Centre (VIAC) in accordance
with its Rules of Arbitration. The costs of arbitration, including legal fees and expenses, shall
be borne by the Party against whom the arbitration ruling is made.

ARTICLE 9: INSURANCE
a. The Seller shall obtain appropriate insurance to cover the transportation and delivery of the
products to the Buyer.
IN WITNESS WHEREOF, the Parties hereto have executed this Sales Contract as of the
Effective Date.
b. The Seller undertakes to inform the Buyer in writing without delay prior to relevant
changes in the insurance circumstances, in particular of the lapse of insurance cover.
c. Even if the insurance benefits should not fully cover the damage incurred by the Buyer or
third parties, the liability of the Seller for the Buyer or the third party affected shall continue
to exist in full.

ARTICLE 10: FORCE MAJEURE

10.1. Neither party shall be liable for any failure or delay in performing its obligations under
the contract to the extent that a Force Majeure Event causes such failure or delay provided
that Sheller shall use best endeavors to cure such Force Majeure Event and resume
performance under the Contract.
10.2. If any events or circumstances prevent the seller from carrying out its obligations under
the contract for more than 14 days, the Buyer may terminate the Contract immediately by
giving written notice to the Seller.
10.3. The Seller shall not be in any way be responsible or liable to the Buyer or any third-
party arising out of any non-performance or delay in performance of any terms and
conditions of sale, due to acts of God, war, terrorism, riot, civil commotion, interference by
civil or military authorities, armed conflict, malicious damage, nuclear, chemical or
biological contamination, sonic boom, explosions, the collapse of building structures, fires,
floods, storms, strikes, unavailability of suitable and sufficient labor or materials and other
events which are out of control of both parties.

ARTICLE 11: CONTRACT TERMINATION

11.1 During the validity period of the contract, if one party discovers that the other party has
committed an act or violation of the contract and has grounds for such violation, it must
notify the violating party in writing and request to remedy those violations within 14 days
from the date of receipt of the notice. If the party committing the act or violation does not
remedy the violation, the party whose interests have been violated has the right to unilaterally
terminate the contract. prior contract and without compensation for damages, the party
violating the contract must be responsible at the time the violation occurs in accordance with
the provisions of Clause 11.2 of this Article.
11.2 During the validity period of the contract, if one party wants to terminate the contract
ahead of time, it must notify the other party at least 14 days in advance. The parties must still
perform their obligations until the end of the contract period. terminated, the interests of the
parties resolved.

THE BUYER THE SELLER

Nguyen Nhi Deborah McMahon

Moon Over Perfume Restaurant Co. Ltd. Maple Leaf Sugar Ltd.
November 28, 2020 November 28, 2020