VEGAN BEAUTY PARTNERSHIP AGREEMENT
THIS PARTNERSHIP AGREEMENT (the “Agreement”) is made and effective
on 29th November 2021 (the “Execution Date”) by and between the following Parties:  Nguyễn Trần Hoài An
as the Chief Executive Officer (CEO)  Nguyễn Ngô Yến Linh as the Marketing Manager  Lý Thị Thủy Vân as the Sales Marketing  Ngô Thị Tú Anh as the Accountant  Huỳnh Ngọc Kim Thảo as the Sales Manager 1. Nature
of Business . The partners listed above hereby agree that they shall be
considered as partners in business for the following purpose:
- The prime function of business is to provide goods and services.
- All intellectual property created by the partner in the course of work is
common property owned by the company.
- This Agreement sets out the terms and conditions that govern the Partners within the Partnership. 2. Name,
Place of Business . The partnership shall be conducted under the name
of “VEGAN BEAUTY” and shall maintain offices at Au Co Street, Tan Thanh
Ward , Tan Phu District , Ho Chi Minh City, Vietnam. 3. Term/Termination
. The Partnership will begin on 9th December 2023 and will
continue until terminated as provided in this Agreement. Should the partnership
be terminated by unanimous vote, the assets and cash of the partnership shall
be used to pay all creditors, with the remaining amounts to be distributed to the
partners according to their proportionate share. 4. Capital
Contribution . The capital contribution of each partner to the
partnership shall consist of the following property, services, or cash which each partner agrees to contribute: Name of Partner Capital Contribution % Share
Nguyễn Trần Hoài An 60.000.000 VND 20% Nguyễn Ngô Yến Linh 60.000.000 VND 20% Lý Thị Thủy Vân 60.000.000 VND 20% Ngô Thị Tú Anh 60.000.000 VND 20% Huỳnh Ngọc Kim Thảo 60.000.000 VND 20% 5. Capital
Account . A separate capital account shall be maintained for each
partner, and capital contributions to the partnership by the partners shall be
charged to such accounts. Should any partner’s capital account fall below the
agreed to amount, then that partner shall: (1) have his/her share of partnership
profits then due and payable applied instead to his/her capital account; and (2)
pay any deficiency to the partnership if his/her share of partnership profits is
not yet due and payable or, if it is, his/her share is insufficient to cancel the deficiency. 6. Profits
and Losses . The profits and losses of the partnership shall be divided
by the partners according to a mutually agreeable schedule and at the end of
each calendar year according to the proportions listed above. 7. Day-To-Day Operation
. The partners shall provide their full-time services and
best efforts on behalf of the partnership. No partner shall receive a salary for
services rendered to the partnership. Each partner shall have equal rights to
manage and control the Partnership and its business. Should there be
differences between the partners concerning ordinary business matters, a
decision shall be made by unanimous vote. It is understood that the partners
may elect one of the partners to conduct the day-to-day business of the partnership. 8. Management
Duties . The partners shall have equal rights in the management
and control of the business and affairs of the partnership. No partner shall hire
or dismiss any person in the partnership without the consent of the other
Partners, except in cases of gross misconduct by the partner. 9. Retirement
. In the event any partner shall desire to retire from the partnership,
the partner shall give 2 months’ notice in writing to the other partners. The
continuing partners shall pay to the retiring partner at the termination of the 2
months’ notice the value of the interest of the retiring partner in the partnership.
The value shall be determined by a closing of the books and a rendition of the
appropriate profit and loss, trial balance sheet statements.
10. Non-Compete Agreement. A partner who retires or withdraws from the
partnership shall not directly or indirectly engage in a business which is or
which would be competitive with the existing or then anticipated business of
the partnership for a period of 1 year, where the partnership is currently doing or planning to do business.
 In witness of Parties, this Agreement was made and signed by the partners at
VEGAN BEAUTY Head Office. The agreement is made up of six copies of
equal value, the company holds one, each partner holds one and takes effect from November 25, 2023.
Ho Chi Minh City, 25th November 2023 Partner 1 Partner 2 Partner 3 An Linh Vân Nguyễn Trần Hoài An Nguyễn Ngô Yến Linh Lý Thị Thủy Vân Partner 4 Partner 5 T.Anh Thảo Ngô Thị Tú Anh Huỳnh Ngọc Kim Thảo