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COOPERATION AGREEMENT

Number :03

The undersigned below:----------------------

1.Mr HERMANTO THOENG, resides at Jl.

Mount Andakasa, Gg. Jasmine No. 13, Br/Link

Padang Sari Kel/Padangsambian Village, District

West Denpasar, Denpasar City, Card Holder

Resident Identification Number: 3578052206880001.-------

2. Mr. ELBERT MARLISSA, residing at

Griya Alam Pecatu Cluster Sahadewa 1 No. 4 Br.

Kauh Pecatu, Kel/Village Pecatu, Kuta District

South, Badung Regency, ID Card Holder

Population Number: 3272011610930921.-------------

THUMBS FINGERPRINTS THUMBS FINGERPRINTS


NO NAME OF THE CONSIDENT SIGNATURE
RIGHT HAND LEFT HAND

1 HERMANTO THOENG

2 ELBERT MARLISSA

-This is what the Facers stated today


Monday 13-11-2023 (thirteenth November two thousand
twenty-three ), henceforth signature and
right and left hand thumb fingerprints can be
placed in the minutes of the deed. -------------------

-As a form of acknowledgment/agreement to actions


laws that are carried out and stated in the agreement
This can also be used as evidence later
day.------------------------------------------------ ---

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COOPERATION AGREEMENT

Number: 003

-Today, Monday 13-11-2023 (thirteen

November two thousand twenty three ) at 12.00 WITA

(twelve zero-zero Central Indonesian Time.),

The undersigned below :---------------------

1. Mr. HERMANTO THOENG, born in Ujung Pandang, on

the twenty-second of June in the year one thousand and nine


one hundred and eighty eight ( 06-22-1988 ), Citizen

Country Indonesia, Self-Employed work, located

live on Jl. Mount Andakasa, Gg. Jasmine No. 13,

Br/Link Padang Sari Kel/Padangsambian Village,

West Denpasar District, Denpasar City, Holder

Resident Identification Card Number: 3578052206880001.------

-in this case act based on yourself without

approval from any party. ------------------------

-hereinafter in this agreement is referred to as:-------------

---------------------- THE FIRST PARTY ------------------

2. Mr. ELBERT MARLISSA, born in Sukabumi, on

the sixteenth of October, one thousand and nine

hundred Ninety three ( 10-16-1993 ), Citizen

Country Indonesia, Self-Employed work, located

lives in Griya Alam Pecatu Cluster Sahadewa 1 No. 4

Br. Kauh Pecatu, Kel/Village Pecatu, Kuta District

South, Badung Regency, ID Card Holder

Population Number: 3272011610930921.-----------------

-act for and on behalf of oneself;-----------

-hereinafter in this agreement is referred to as:-------------

-------------------- THE SECOND PARTY ----------------------

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-Previously the parties explained that they would do-------

business cooperation agreement in the car wash sector (car

wash).------------------------------------------------------------- ---

-By signing this agreement, both parties

have agreed and agree to bind themselves in

Business cooperation agreement with terms and conditions -

conditions as follows: ------------------------------

-------------------------ARTICLE 1----------------------- -

----------------------BUSINESS SCOPE--------------------

Business : AUTOMAX car wash .--------------

Location : Jl. By Pass Ngurah Rai No. 107A, Badung-Bali.

The Parties agree to enter into a business cooperation agreement


car wash.---------------------------------------------

-------------------------SECTION 2----------------------- -

--------------------FORM OF COOPERATION--------------------

1. That in this work the Second Party acts

as business manager, brand owner ,

owner of part of the capital and infrastructure

stated in Article 3 Paragraph 2 as well as the First Party

as the owner of land capital (Land Rent), which is in

prove it with rental agreement No. 2/12/2021

Dated 12-15-2021 (December fifteenth year two

thousand twenty one) registered under the name: I GUSTI

NICE EMPLOYEE was born in Buleleng, on 18-06-

1964 (eighteenth of June one thousand nine hundred

sixty four ), Private Employees, Located

lives on Jalan Paku Sari GG. VI No. 28D, Puri

Agung, Indonesian citizen, ID card holder


Population Number: 5171011806640005

2. This form of cooperation is agreed upon by both parties

party that before net profit, which is inside

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net profit before return of capital and distribution


profits will be reduced by 20% (twenty
percent), which is where the discount percentage is at
use for management fees, setup fees
Standard Operating Procedures (SOP), shipping costs
and checking Standard Operating Procedures (SOP).--
3. The form of cooperation is cooperation sharing results with
agreement on profits and/or losses
obtained by division is 50% ( Fifty
percent ) for Second Party work managers and
50% (fifty percent) for the First Party.------
4. This collaboration is agreed with the terms of distribution
The results of net profit are as follows:------
a. Both parties agree that the First Party
Will take Rp. 10,000,000,- (ten
million Rupiah) and the Second Party amounting to Rp.
10,000,000,- (ten million Rupiah) in each
The month during which this collaboration lasts
and/or if the monthly income is above Rp.
20,000,000,- (twenty million rupiah) then it will be
divided by 50% (fifty percent) in
give to the First Party, and 50% (four
fifty percent) is given to the Second Party
as a return of authorized capital or initial capital
from the Parties. ---------------------------------

b. Both Parties agree that if


the income from this cooperative venture is less than
Rp. 20,000,000,- (twenty million rupiah ), then
the distribution remains as stated in
Article 2 Paragraph 3.—---------------------------------
c. Both Parties agree that after Capital
The basis or initial capital is returned in full then
the distribution of the results of the business becomes equal
and/or divided equally, as

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The division is based on percentage, namely:

50% (Fifty percent) is given to the Party

First, and 50% (fifty percent) is given

to the Second Party. ---------------------------

5. Both parties agree that if any

additional equipment in the business then the second party is obliged


notify the first party and both parties

The parties will hold discussions to decide

decision.-------------------------------------------

6. Both parties also agree that the damage to

The tools will be completely handed over to the business

fully with verbal notification to

the first party by the second party throughout everything

carried out for business purposes.------------------

------------------------ARTICLE 3------------------------ -

----------------------WORKING CAPITAL-----------------------

Working Capital is the capital required to-----

carry out the work, consisting of Land Capital and----

Building capital and infrastructure: -------------------

1. Working capital in the form of land covering an area of 98 M2 (Nine


twenty-eight Square Meters ), A plot of land and

the building with the agreed value is

worth Rp. 250,000,000,- ( two hundred and fifty million

Rupiah ) provided by the First Party. --------------

2. Working capital is in the form of building capital, namely capital


necessary to manage the project in the form of costs

planning, licensing, supervision and implementation

renovation construction, office facilities and infrastructure

tools for car washing, with total capital

The total value is Rp. 150,000,000,- ( one hundred five

Ten Million Rupiah ) provided by the Second Party.-----

3. If at a later date both Parties wish

adding equipment investment or something else

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then it will be the responsibility of both parties

parties and with separate agreements as well as in

set out in an additional investment agreement.

-------------------------ARTICLE 4----------------------- -

--------------------EXECUTION TIME-------------------

1. The period of work implementation begins after

This agreement is signed, and the value is calculated

This collaboration is targeted for 7 (seven years) 6

(six Months ), starting from 08-08-2023 (eight

August two thousand twenty three) until 08-

02-2031 (eighth February two thousand and thirty

One ).----------------------------------------------

2. This Agreement is valid if both Parties

agree to the Rules, Norms and rules

the rules stipulated in the agreement and/or

there is still an agreement for cooperation between


Both sides.-----------------------------------

3. If this cooperation agreement ends and secondly

both parties agreed not to continue work

the same again then everything that is in the business

This will be discussed in deliberation

reach a fair decision.----------------

------------------------ARTICLE 5------------------------ -

------------RIGHTS and OBLIGATIONS OF THE FIRST PARTY------------------

1. Provide a photocopy of the land rental agreement

which is the object of the agreement to the Second Party.----


2. Obligated to guarantee the land and business

whether you were in trouble before or not

currently in dispute. ----------------------------

3. Receive financial reports from the Second Party in each

The month.----------------------------------------------------------

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4. To provide land required by the Party

Second, by first seeing and measuring the conditions


and First Party situations.--------------------------

5. Enjoy or receive profits and/or losses

of the percentage of Business managed by the Party


Second.-----------------------------------------------

6. If during the implementation of this agreement there is an increase


price for the Car Wash business , the first party is obliged

Find out what the price increase is about

which has been agreed between the second party and

management. -------------------------------------

7. The First Party has no right to create any business

the same whether with the same name or with names

different places and/or in the same place or in

different places.---------------------------------

8. Issue receipts or other evidence that-----

equated with that, which proves indeed

it is true that land transfer has occurred from the Party

First to the second party. The receipt is created

2 (two) copies which are held by the Parties

as an archive.----------------------------------------------------

------------------------ARTICLE 6------------------------

--------------RIGHTS and OBLIGATIONS OF THE SECOND PARTY------------------

1. Manage the business you run together from the start

from planning, managing permits, as well as

carry out supervision in business. -----------------

2. Give permission to use the name support by MAX DETAIL

relating to: materials, selling price to consumers

as well as work procedures, which will be regulated in

loan agreement using a separate name

of this agreement. ---------------------------------

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3. Provide financial reports or information to

First Party regarding the Business it manages in

Every month.-------------------------------------

4. To manage and maintain land owned by

First Party well, and hand it back

plus the benefits to the First Party accordingly

within the agreed time period.-----------------

5. Submit business results, both profits and

loss to the first party.-----------------------

6. Receive profits and losses from the results

business being carried out. ---------------------------

7. Demand compensation if the First Party -------

default, namely building capital, tools and equipment

others belong to management as well as profits

should be obtained by the Second Party. -----------------

-------------------------ARTICLE 7----------------------- -

-----------------GENERAL CONDITIONS OF COOPERATION--------------

-During the time of carrying out the business both parties are obliged
work together to fulfill each other's duties and obligations

each in accordance with the general terms and conditions

agreed cooperation. -----------------------

-This collaboration occurs every year and/or every 1

(one) year an evaluation will be carried out so that

cooperation can last a long time and without any

violation of law and/or others.----------------

-if a problem occurs in the future, the First Party

has no right to ask the Second Party to dismantle----

the building based on any argument, if the Party

First insisted on asking to demolish the building

then the First Party shall compensate for the losses

suffered by the Second Party, and not the First Party

may open the same business on the land,

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and/or the First Party may not and has no further rights
use the same name in his future business.---------

-------------------------ARTICLE 8----------------------- -

----------------SPECIAL PROVISIONS OF COOPERATION--------------

1. Calculation of net profit or loss after business tax


What is divided is a calculation of the difference
between the selling price in effect at that time and the Price
Final Sales Principal of existing business management.----
2. The parties agree that the first party shall not
enter into management activities determined by
the second party is good in any related matter
with management, but the first party has the right to
carry out checks on the business directly.-
3. The parties agree that profit sharing will be carried out during
period of 1 (one) month on the specified date
agreed by both parties. -------------------
4. The Second Party has full rights and responsibility
over business management, and the First Party has the right
provide input and suggestions to advance the business.--
5. If there are additions, replacements and/or--------
Operational support equipment will be-----
Responsibilities of the Business.------------------

------------------------Article 9------------------------ -

----------------------Default-----------------------

1. If there is a default by the Party


Second, in the sense of not managing the land
properly and/or not giving up profits
as agreed, and a loss occurs
then the loss must be borne by the Party
Second, as debts and receivables to the First Party
with the debt and receivable agreement made on

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at that time and with the payment due date

comply. ----------------------------------------------

2. If the Second Party neglects the management of

business carried out, the First Party has the right

take over the management of the business

to be managed by the First Party as a whole.


-----------------------Article 10------------------------

----------------------Default-----------------------

1. In the event of loss caused by

The First Party then the Second Party has the right to confiscate
and hold the assets owned by the First Party properly

on their own initiative or on orders

court for repayment of losses suffered


The second party.-----------------------------------------

2. If the First Party cannot or does not

want to pay the remainder of the land rent

cooperation object in year 3 (three), then the effort

and the land will be transferred to the party

second at the beginning of year 4 (four).----------------

3. If the First Party carries out the same business in

another place without the knowledge of the Second Party then


The Second Party has the right to Sue the First Party

Materially and non-materially and also

The Second Party Has the Right to Revoke the First Party's efforts
executed without the knowledge of the Second Party, OK
on their own initiative or on orders

court for repayment of losses suffered


The second party------------------------------------------

-----------------------Article 11------------------------

----------------------Heir------------------------

1. Heirs from both parties cannot

cancel the agreement for any reason.---

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2. If one of the two parties

dies during the Agreement period, then Employment

The same will be continued by the heirs who have been inherited
appoint both the First Party and the Second Party.—
-----------------------Article 12------------------------

-----------------DISPUTE RESOLUTION--------------

1. Matters that have not been stated in this agreement


will be discussed and resolved

kinship through deliberation to reach consensus

by both parties. ---------------------------

2. If a dispute arises and cannot -------

resolved amicably or by deliberation---

to reach a consensus, both parties agree to---

resolve it legally and for both parties

have agreed to choose a common residence

and remains at the District Court Clerk's Office

Denpasar. -----------------------------------------------

------------------------ARTICLE 13------------------------

------------------------CLOSING-------------------------

1. This agreement is effective from the moment it is signed------


This Cooperation Agreement will end with

automatically after the expiration of the period -----

This cooperation agreement. ----------------------------

2. This agreement will not end in the event of any wrongdoing


one party dies but becomes entitled

and the obligations of his heirs.---------------------------------------


3. Anything that has not been regulated and explained in

This agreement will be explained in the appendix, however


if both parties still consider it necessary

changes/additions will be discussed and

stated in the additional agreement / addendum

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which is an inseparable part of the agreement


This.------------------------------------------------ -

4. This agreement letter is made in 2 (two) copies-----

stamped Rp. 10,000,- (ten thousand rupiah)-----

each of which has the same legal force.----

--------------THIS IS THIS AGREEMENT-------------

-Made and held in Denpasar on and

the date mentioned at the beginning of this deed, with attendance


by : ------------------------------------------------ -

1. Miss CLAUDIA SARITANIA was born in Karot, on

08-28-1994 ( twenty-eighth August thousand year

nine hundred and ninety four ), Employees

Private, resides in Weol, RT/RW 007?003,

Wae Belang Kel/Village, Ruteng District, Regency

Manggarai, Resident Identity Card Holder Number:

5310036808940003;---------------------------------------

2. Mr. EDO PRAWINOTO, born in Lumajang, on

12-13-1998 (December thirteenth, thousandth year

Nine hundred and ninety eight ), Citizen

Indonesia, resides in Dsn.--------

Karangrejo, RT/RW 004/005, Kel/Village Bedayu,---------

Senduro District, Lumajang Regency, Holder-----

Resident Identity Card Number: 3508121312980001;------

3. Mr. FEBRIANUS YANSEN, born in Satar Teu, on

dated 20-01-2001 (twenty January of the year two thousand


one ), Indonesian citizen, residing in

Pota, RT/RW 001/001, Kel/Village Pota, Sambi District

Rampas, East Manggarai Regency, Holder-----

Resident Identity Card Number: 5319042001010002;----

all three reside in Denpasar as

witnesses. Immediately after this Agreement is read

to the presenters and witnesses then

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This agreement is signed by the parties,

and witnesses.------------------------------------

Badung, 13 November 2023


The first party The second party

(HERMANTO THOENG) (ELBERT MARLISSA)

Witnesses

Witness Witness

(CLAUDIA SARITANIA) (EDO PRAWINOTO)

(FEBRIANUS YANSEN)

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