FRANCHISE AGREEMENT

KNOW ALL MEN BY THESE PRESENTS:

THIS AGREEMENT (“Agreement”) is made on May 1, 2019 by and between ELF PROJECT INC.,
(“Franchisor”) and Humberto Dela Cruz Billiones (“Franchisee”) for the site: ELF Krus na Ligas (#9 Lt. J
Francisco St. Krus na Ligas Diliman Quezon City) on the basis of the following undertakings and
agreements:

WITNESSETH:

1. RIGHT TO OPERATE

The Franchisor has developed methods for establishing, operating, and marketing the ELF TEA Food and
Beverage Business using the trademark and related tradenames, as well as the Franchisor’s proprietary
methods of doing business. The Franchisor grants the right to Franchisee to develop and operate an ELF
TEA franchise, under the abovementioned proprietary methods.

The Franchisee desires to establish an ELF TEA franchise at a location identified herein or to be later
identified, and the Franchisor desires to grant the Franchisee the right to operate at such location under
the terms and conditions which are contained in this Agreement.

2. GRANT OF FRANCHISE

The Franchisee agrees to use the Marks and Methods, as they may be changed, improved, and further
developed by the Franchisor from time to time, in accordance with the terms and conditions of this
agreement.

The Franchisee agrees at all times to faithfully, honestly and diligently perform the Franchisee’s
obligations hereunder, and to continuously exert best efforts to promote the ELF PROJECT franchise. The
Franchisee shall offer such products, exclusively made from pre-approved materials, as the Franchisor
shall designate and shall be restricted from manufacturing, offering or selling any products not
previously approved by the Franchisor in writing.

The Franchisee is granted the right to own and operate one ELF TEA franchise at ___________. The right
to and the actual location cannot be transferred without the prior written approval of the Franchisor.

3. OWNESHIP AND COSTS

ELF PROJECT Inc. shall own fifty (50%) of the aforementioned store. The ownership of the above
mentioned site FOR ELF TEA PROJECT shall be the following:

ELF PROJECT INC – 50%

Humberto Dela Cruz Billiones - 50%

The percentage of ownership shall be the basis of the total cost for the FRANCHISEE for building and
operating ELF TEA PROJECT for the mentioned site. Consequently, this shall also be the basis for the
sharing of profits coming from the above mentioned store.
*See annex A for full details of the total cost of the above mentioned project

4. FRANCHISE FEE

The Franchisee agrees to pay the Franchisor an amount of 100,000 Php as Franchise Fee and Capital
expenditures cost for the mentioned site. The payment of the franchise fee enables the Franchisee to
enjoy the use of the Franchisor’s system and method, as well as assistance for a limited time. The initial
franchise fee is 50,000 Php, payable as of the date of execution of this Agreement. Full payment shall be
required upon completion of the construction of the booth of Franchisee.

The Franchise is valid for a period of 3 years, renewable for another 3 years at a renewal fee of 50%.

5. MANAGEMENT FEE

Throughout the term of this Agreement, the Franchisee hereby agrees to pay 4% of its gross sales to the
Franchisor a continuing monthly management fee (“Management Fee”). Gross sales shall be defined as
receipts and income of any kind from all products sold, including any such sale of products made for cash
or upon credit, regardless of collection of charges for which credit is given. Management Fee shall be
accompanied by monthly reports and standard transmittal forms containing information regarding the
Franchisee’s gross retail sales and such additional information as may be requested by the Franchisor.

* The management fee is applicable for all Franchised Stores not fully owned by the franchisee

6. TRAINING

The person designated by the Franchisee to assume primary responsibility for the management of the
franchise is required to attend successfully complete the initial training program which is offered by the
Franchisor.

The initial training program shall consist of 7 days of instruction at a location designated by the
Franchisor; provided, that the Franchisor reserves the right to waive a portion of the training program or
alter the training schedule at its sole discretion.

From time to time, the Franchisor may present seminars, conventions or continuing development
programs or conduct mandatory meetings for the benefit of the Franchisee.

7. DEVELOPMENT ASSISTANCE

In addition to the Franchisor’s initial training, equipment list, design services, operations manual, and
other pre-opening services described elsewhere in this Agreement, Franchisor will provide the
Franchisee prior to opening with a list of approved and designated suppliers, advertising plan and
advertising copy for Franchisee’s opening.

7. MARKETING AND ROYALTY FEES

In addition to the Management Fees, throughout the term of this Agreement, the Franchisee hereby
agrees to pay 1% of its gross sales to the Franchisor as Marketing fees and 4% as Royalty fees. Gross sales
shall refer to the definition applied under management fees.
 IN WITNESS WHEREOF, the parties have hereunto affixed their signature this
_______________________________ in ________________________, Philippines.

Signed in the presence of:

___________________________ ___________________________

ACKNOWLEDGMENT

REPUBLIC OF THE PHILIPPINES)

___________________________) SS.

BEFORE ME, a Notary Public for and in ______________________, this

_________________________ in ______________________, Philippines, personally appeared with their
identification document, to wit:

Name Identification Document

______________________________

______________________________

Who made known to me and to me known to be the same persons who executed the foregoing
instrument and who acknowledged to me that the same is their free and voluntary act and deed.

This instrument relates to a FRANCHISE AGREEMENT of ELF PROJECT INC. and _____________ consisting
of three ___ pages, including this page, signed by the parties and all the instrumental witnesses on each
and every page thereof on the appropriate spaces.

WITNESS MY HAND AND SEAL this _______day of ________________ in

_____________________________________.

Doc. No. ____________:

Page No. ____________:
Book No. ____________:
Series of _________.