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Trees4Trees Jl. Taman Semeru II, No.

5 Semarang, Central Java, 50234, Indonesia Phone: +62 (24) 844 6292 Fax: +62 (24) 844 6292 Email: info@trees4trees.org

TREES-4-TREESTM PROGRAM Manufacturer Participation Agreement

This Participation Agreement (the "Agreement") is made this __ day of ____, 20 _ between , domiciled at , Indonesia, hereinafter called the Participant and Bumi Hijau Lestari, the TREES-4-TREES Foundation, hereinafter called Trees-4-Trees Foundation, located at; Jl. Sinabung I, No. 15, Semarang, Central Java, Indonesia, who hereby agree as follows: By signing this Participation Agreement, which includes all the sections hereunder and its Annexes, the Manufacturer is considered a qualified participant in the TREES-4-TREESTM program owned by the foundation Bumi Hijau Lestari, operating as the TREES-4-TREES Foundation.

Agreement
The TREES-4-TREES Foundation agrees to conduct its activities and actions with best practices in pursuance of the Trees-4-Trees Foundations aims, objectives and obligations as stated in Annex 1. The Trees-4-Trees Foundation further agrees to grant the Participant a license to use the Trees-4-Trees Foundations name, trade and service marks, as well as copyright materials in accordance with the rules and terms set out in Annex 2. The Participant agrees to comply with the rules, terms and obligations set out in Annex 1. The Participant further agrees to use the Trees-4-Trees Foundations name, trade and service marks, as well as copyright materials in accordance with the rules and terms set out in Annex 2.

Obligation for positive orientation


The Participant will take all actions necessary to protect the goodwill and good name of Trees-4-Trees Foundation and, to the best of The Participants abilities, not allow the Trees-4-Trees Foundation name or Trade Marks to become involved in matters which would or could detract or impugn the public acceptance and popularity thereof.

Limitation of agreement
The participant shall have no relation to the affairs of the Trees-4-Trees Foundation other than pertaining to the activities mentioned herein. The Participant is not authorized to act for Trees-4-Trees Foundation in any capacity other than as set forth herein unless specifically requested to do so in writing by Trees-4-Trees Foundation. Any such request
TREES-4-TREESTM PROGRAM - Manufacturer Participation Agreement 1

shall be limited to the particular instance involved and shall not be considered as a blanket or continuing authority. This Contract is personal between Trees-4-Trees Foundation and The Participant and cannot be assigned or transferred by The Participant without consent in writing from Trees-4-Trees Foundation. The Trees-4-Trees Foundation warrants that it will conduct its activities and actions with best practices in pursuance of the Trees-4-Trees Foundations aims, objectives and obligations, but does not warrant that it will always be successful in its endeavors. The Trees-4-Trees Foundation disclaims all other warranties, either expressed or implied, including but not limited to implied warranties of merchantability and fitness for a particular purpose, of products and goods sold by the qualified participant under reference to the Trees-4-Trees Foundations name, conduct and Trade Marks. In no event shall the Trees-4-Trees Foundation, its management and board, or suppliers be liable for damages whatsoever (including, without limitation, damages for loss of business profits, business interruption, loss of business or personal information) arising from the activities of the Trees-4-Trees Foundation, even if the Trees-4-Trees Foundation has been advised of the possibility of such damages. Nothing in connection with this agreement shall be construed so as to make Trees-4Trees Foundation responsible to any third party for any wrongful acts or alleged wrongful acts or omissions of The Participant and The Participant specifically indemnifies Trees-4Trees Foundation against liability for any such wrongful acts or omissions of The Participant whether or not related to this Agreement. Trees-4-Trees Foundation and The Participant agree that this agreement creates no agency, partnership or joint venture relationship between the parties hereto.

Duration and termination of Agreement


Terms of the Participation Period are set out in the section Maintaining Participant Status, of Annex 1. This Agreement may be terminated in writing without notice where there are important reasons for doing so. Important reasons are all circumstances, especially violation of the Agreement, which make it unreasonable that the Agreement be continued until the end of the normal period of notice as stated above.

Competency of Court and Place of Settlement


In the case of legal action, competency of court and place of settlement of all controversies arising out of or relating to this Agreement is Semarang, Central Java, Indonesia. This Agreement is judged only according to Indonesian law. If any of the articles contained herein should become void, the validity of this Agreement will not be affected. There is agreement that any other contracts or side agreement do not exist; changes and additions to this Agreement shall be done in writing.

TREES-4-TREESTM PROGRAM - Manufacturer Participation Agreement

Right to Amend Rules and Terms


The Trees-4-Trees Foundation shall at all times have the right to amend the rules and terms set out in Annex 1 and in Annex 2 without prior notice. The Participant shall receive an emailed copy of the amended document and has the right to register objections to the amendment(s) within 15 days from the time such notice has been sent. The Trees-4Trees Foundation shall be obliged to consider objections registered timely by the Participant, but shall not be obligated to change the planned amendments. The present Annex 1 and Annex 2 are the most current versions in force. Any amended future versions will be distributed to the Participant and replace the present Annex(es) as an integral part of this Agreement. Until further notice in writing, notice required by this Agreement shall be addressed as follows: For Trees4Trees Foundation: Trees4Trees Jl. Taman Semeru II, No. 5 Semarang Central Java, 50234 Indonesia Tel: +62 (24) 844 6292 Email: info@trees4trees.org For The Participant:

Name

Name

Signature

Signature

Date

Date 14 September 2011

Annexes
Annex 1: Annex 2: Manufacturing Participant Manual, Version 2008.1 Authorized Use Agreement in Relation to TREES-4-TREES Foundation Name, Trade Marks and Copyright Materials, Version 2008.1

TREES-4-TREESTM PROGRAM - Manufacturer Participation Agreement

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