INTERNATIONAL PRIVATE PROFESSIONAL SERVICES

AGREEMENT BETWEEN
ATILIO RODOLFO MAROTTE & JACKEE TENDO (Operations Asistant)

On this 20th day of January, 2021, this contract of law is concluded between the first
party, a Legal Person, ATILIO RODOLFO MAROTTE of legal age, married, an
entrepreneur, an Argentine, DNI (ID) (ID) (ID) No.: 12.590.190, Street 44 No. 525, Barrio
Moreno, Reconquista, Province of Santa Fe, Republic of Argentina is established and
aplicable to the corresponding law of the International, National, Provincial, and
Departmental Entities; to the Head of the Marotte Family and to the International
Agreement for Human Evolutionary Development (AIDEH), hereinafter referred to as
"The Contractor", and the second party, an Independent Contractor of legal age,
hereinafter referred to as “The Service Provider” in the Country of Uganda, Passport No
B1424000 Identification Card No. 005588324 (Nduhura Drive. Naalya. Kampala, Uganda)
who has agreed to conclude this "International Private Professional Services Agreement”
and provide the professional Services governed by the following clauses:

TITLE OF SERVICE

CLAUSE ONE: The Contractor" is aware that the Independent Contractor has the
qualifications, experience and skills necessary to provide the services and declares that
by the nature of the services it provides, it is necessary to contract the services of “The
Service Provider”, who accepts and agrees to the terms and conditions of this
Agreement between the parties named in this document, the "International Private
Professional Services Agreement" which is determined under the terms of RIGHT, with
the decision to comply with the clauses listed below and with the law of the rules of
conceptuality of the Agencies of the United Nations Convention, on the session in
International Trade: Acts on *Articles 11 and 12, to provide their services and
undertakes to serve as "The Service Provider" for the Projects in the (Country Name)
that is being developed by "The Contractor" whose headquarters will be located in the
City/Province/State Kampala, Country Uganda. Continent Africa with coverage
throughout the territory of the Republic of Uganda and where circumstances so require,
tasks may be assigned to you anywhere in the country or abroad if necessary for as long
as the activity so requires.

CLAUSE TWO: DESCRIPTION OF THE SERVICES. "The Service Provider" undertakes to

perform the functions set out in the Position Manual attached to this contract for the
Projects in (Country) developed by "The Contractor". The information and personal
annotations, will allow The Service Provider to understand about the agreement and act
when concluded, and despite the circumstances of the “The Service Provider”, about the
possibility of a third party, which processes the revocation of the act (*ART. 961. Of the
Civil and Commercial Code of the Republic of Argentina) and in consideration of *Article
2599 of international standards; recognize the effects and provisions in this close link. It
manifests itself and is predominant to the act entitled to the act, on human rights action,

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of which “The Service Provider” belonging to the conceptual acquisition of the cadastral
nomenclature are composed and allows the acquisition to be perfectly individualized. It
is necessary to allocate the tax valuation in jurisdictions where this element is part of the
calculation of the tax base, adopting the applicable one, in foreign law; they also apply
to their provisions internationally, imperatively, and as many legitimate interests require
it; the effects of provisions, internationally, imperative of third states, which have close
and manifestly predominant links in the case, can be recognized. The objective and sub-
objective elements, which follow from this contract, shall be taken into account in
determining the law of the state; it has closer links for its conceptual participation and
will also take into account the general principles of international trade law accepted by
international bodies, but will not be limited to them, being mutually agreed that it will
carry out any other activity or function entrusted by 'The Contractor'.

CLAUSE THREE: DURATION OF THE CONTRACT. This contract shall be valid for three
months, starting from O1 FEBRUARY 2021 until 30 APRIL 2021 with national legal
systems, its determination in the treaties of existing international conventions of
applicability, both parties to *Article 2594 as well as *Article 2595, application of foreign
law, in consideration of private international law, involved in dominion, where the facts
of the act are confirmed, in consideration, where it coincides with the possession of the
actual acquisition record of the DEPOSIT of assets for “The Service Provider” to
coordinate the activity and that the risk of the investment thereof and custody of the
source of work that has been acquired. Considering the state of risk, it constitutes a
power of ownership with a structuring of functionality, management and administration
thereof, of the participation of Mr. FACUNDO MAROTTE DNI (ID) (ID) No. 40.364.476
and Mr. ATILIO RODOLFO MAROTTE DNI (ID) (ID) 12,590.190 in financial operations of
development application, structuring its functionality in the system, which it uses to
achieve economic reinvestment on obtaining that it can achieve in the processing of the
above specifications, provided that it is not terminated by the reasons specified in the
TENTH CLAUSE of this Agreement. The Term of this contract may be extended with the
written consent of the parties in an amendment agreed by both parties.

CLAUSE FOUR: EFFECTIVE ENTRY. This International Private Professional Services

Agreement shall enter into force when it complies without exception with each and
every one of the following conditions: 1) Signature by both parties of acceptance of this
"International Private Professional Services Agreement", with The Service Providor’s
signature notarized by a Notary Public or Equivalent, 2) The Apostille of this
"International Private Professional Services Agreement" by the Foreign Relations
Department in the Republic of (Country). The Expense for the Notary and Apostille is
the sole responsibility of the “The Service Provider”, 3) Presentation and delivery of a
receipt or official pro forma invoice by The Service Provider” for the cost of providing its
services for the first month of work ,and 4) Payment of the first month in advance of
work by "The Contractor" of the monthly amount for the services agreed to with "The
Service Provider” to initiate the services as agreed.

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CLAUSE FIVE: PAYMENT METHOD. "The Contractor" shall make a deposit for the total
amount of the first month of work of “The Service Provider” to a savings account in US
dollars amount Eight Thousand Five Hundred United States Dollars ($8,500.00), in the
name of Jackee Tendo of the 1141433567 KCB Bank, Bank with Swift KCBLKENX Code of
the Republic of Kenya), to start the services by The Service Provider” which will allow
this contract to enter into force, and performing this same process of previous deliveries
of receipts or proforma invoices by "The Service Provider" for the next months of this
contract as appropriate. For its part "The Contractor" will make the payment of each
month of professional services at the beginning of each month paying in advance for the
services received by The Service Provider”. By this same means "The Service Provider "
who is the holder of the account that complies with all national and international legal
systems. The parties agree that the deposit made will be available or assigned the
DIVISIBLE AND TRANSFERABLE ASSET, acting in such a way that the ASSET can be worked
and transferred from BANK TO BANK. YOU CAN TAKE THESE DIFFERENT FIELDS CCI 500
OR CCI 600 AND WITH REVISION 500, THE CAPITALS DOCUMENTING WITH THE
Certificate of Deposit. "The Contractor" declares that the cash is good, clear, clean and
of non-criminal origin, transferable, assignable, unrestricted and may carry forward the
functionality of the agreement for its management of the assets, The CODE NUMBER OF
the deposit MUST BE THE "09, OPERATIONS TAKEN BY AGREEMENT ACCOUNT", table –
CODE OF THE CENTRAL BANK OF THE REPUBLIC OF ARGENTINA, REGULATORY
PROVISIONS OF THIS AGREEMENT BETWEEN THE PARTIES.

CLAUSE SIX: PAYMENT BACKUP DOCUMENTS. "The Service Provider "will deliver to
"The Contractor" official receipt or invoice of the services provided and the breakdown
of the taxes paid that correspond in the next 72 working hours according to the schedule
that governs the host country, this time begins with the receipt of the deposit
corresponding to the payment provided of" The Contractor" without exception.

CLAUSE SEVEN: CURRENCY. This International Private Professional Services Agreement

shall be governed by the documentation of possession, and must exactly match what is
detailed in the QR Security REGISTER, which is written in this Agreement, under oath and
actual perjury, is registered that individualizes possession and allows the accuracy of the
instrument possessed. With this formality of law, it adheres to the act of actual actions
imprescriptible in Article 2247 and article 2248 defending the real law of the Argentine
nation's civil and commercial code, this Agreement describes this Agreement which will
be attached with each request for confirmation of relationship to this instrument
constitutes the entire contract; consistent with the parties with respect to the issue of
the object and replaces any previous expressions that may exist in third parties with
respect to this transaction. In conjunction with this Agreement and any other
amendment thereof, it shall be another instrument, because it shall constitute a single

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contract constituting the right of the Contract of the parties hereby, the acquisition of
their assets shall be in US Dollars (USD), unless otherwise provided by the parties.

CLAUSE EIGHT: CONTRACT AMOUNT. "The Service Provider" shall accrue for its
professional services the amount of $ Three Thousand Five Hundred United States
Dollars: (EXAMPLE (USD $3,500.00) or its equivalent in national currency according to
the official bank exchange established by the Central Bank in (Name of country) at the
time of payment. At this date a value is set in lempiras of Eighty-four thousand five
hundred and twenty-five exact lempiras (EXAMPLE Lempiras. 84,525.00). (NOTE:
Lempiras applies to Honduras but the same concept is used in each country according
to the exchange rate of its national currency at the official exchange witch the U.S.
dollar set for. Example: a change per dollar of twenty four lempiras with fifteen cents
(Lps.24.15) for one (1) USD dollar, value that will be canceled in advance monthly
starting the first payment on February 01, 2,021. The expenditure will affect the Budget
Structure of the Project in Uganda (Country. From the established monthly
remuneration "The Contractor", MR. ATILIO RODOLFO MAROTTE DNI (ID) No.
12.590.190 TOGETHER WITH MR FACUNDO MAROTTE DNI (ID) No. 40.364.476, they
will review THE CONTROLS to verify that the corresponding legal withholdings have been
paid which are appropriate for this initiative to take place in the various areas of the
international economy, trade, investment and finance, at all levels: multilateral,
interregional, regional and bilateral. At the multilateral level, the most successful of
these efforts is in the area of trade. Agreements resulting from the round of multilateral
trade negotiations, and in particular the establishment of the World Trade Organization
(WTO), constitute and any other type of deduction under the law or by injunction,
unless otherwise provided.

NINE (9): WORKING DAY. "The Contractor" is obliged to comply with the ordinary
working day established by the "The Contractor" for the contracted Service Providers,
with a schedule: Monday to Friday, starting from 8:00 a.m. to 12:00 p.m.. and from 1:30
p.m. to 5:30 p.m., with the exception of the Saturday day, that will work from 8:00 a.m.
to 12:00 pm, and also extra hours when necessary, without that time causing
budgetary effect.

TEN (10): TRAVEL AND TRAVEL EXPENSES. "The Contractor" shall provide "The Service
Provider" where appropriate, with the payment for travel and travel expenses, in and
out of the country in accordance with the Travel rules and other travel expenses for
Officials and Service Providers in the Projects for Uganda) developed by "The
Contractor", to the appropriate degree and category. Mr. ATILIO RODOLFO MAROTTE
DNI (ID). 12.590.190 TOGETHER WITH MR. FACUNDO MAROTTE DNI (ID) No.
40.364.476, and Ms. JACKEE TENDO -, with Identification Card / PASSPORT No.
B1424000, at all levels: International according to and in accordance with THE RULES
required in a timely manner by the International Control Institutions and the regulations

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of Private International Law, in accordance with the agreement between the parties and
will follow the rules of constitutional human rights. It may be a designated third party by
written notification, this assignment requires once established the financial transaction
that it must be taken care that there is no outstanding balance, and that the same
financial transaction is adapted to all the special laws that regulate it, under the
agreement to make the compensation; The Legal Tool that is appropriated to transfer
AN ORDER for the fulfillment of rights in its professional development will be effective
via an ADENDUM ONE in a manner that in this International Private Services Agreement
that in fact implicitly and applicable to that of law, with any use normally observed by
the international laws of the Trade Rights of the United Nations, depending on the
adaptation of rights and/or obligations to humanitarian laws.

ELEVEN (11): CONTRACT RESOLUTION. This contract may be terminated throughout

its environment, with full power in its judgment and knowledge; both parties agree that
any trial, action or other legal proceeding arising out of or linked to this Agreement may
be initiated in a registration court in THE SUPREME COURT OF INTERNATIONAL JUSTICE,
UN AGENCY. In the Courts that are dependent on UN organizations, located in the
United States of America, BEING CONSTITUTED BY THE GENERAL ASSEMBLY, THE
SECURITY COUNCIL, THE ECONOMIC AND SOCIAL COUNCIL, THE COUNCIL OF FIDUCIARY
ADMINISTRATION, THE INTERNATIONAL COURT OF JUSTICE, THE SECRETARIAT,THE
PROGRAMMES OF FUNDS AND SPECIALIZED ORGANISMS, ADDRESSING WHO
CORRESPONDS IN THE ORGANIZATIONS OF THE UNITED NATIONS SYSTEM, ACCEPTING
SUCH REGULATIONS REFERENCED AS WELL AS THE COMMITTEE (Ad hoc) AND (ECOSOC),
AS WELL AS IN THE CO-ASSMATION OF THE *"MALINA CODES". Considering that it has
15 specialized agencies, which are entities that are linked to the United Nations, by
special agreements and that report to the Economic and Social Council and the
Assembly, WITHOUT THE APPLICABILITY OF ANY APPLICABLE FOR THE REPAIR OF ANY
CORRESPONDING LEGAL CONTROVERCIATO THE COMPETENT AGENCY; and giving the
International Labour Organization (ILO), Food and Agriculture Organization of the United
Nations (FAO), United Nations Food and Education Organization (UNESCO), World
Health Organization (OMS); see also Pan American Health Organization (PAHO), World
Bank (BM), International Monetary Fund (IMF), International Civil Aviation Organization
(ICAO), Universal Postal Union (UPU), International Telecommunication Union (ITU),
World Meteorological Organization (WMO), International Maritime Organization (ICAO)
Organization of Intellectual Property (WIPO), International Fund for Agricultural
Development (IFAD), United Nations Industrial Development Organization (UNIDO),
International Atomic Energy Agency (IAEA), Autonomous within the framework of the
United Nations. Each and every one of them shall have the participation required by the
act or case to resolve in dispute or disagreement, accepting the jurisdiction of each such
court in any such judgments, actions or proceedings, AND WAIING ANY OTHER
JURISDICTION AND INCLUDING THE FEDERAL OF OTHER AREAS THAT MAY
CORRESPOND. They waive any objection they may have as to the territorial jurisdiction
of any such judgments, actions or proceedings in any of the courts and any claim or any
such judgments, actions or proceedings that have been initiated in an incompetent
forum, are considered the following cases and without any liability for "The Contractor":
1. By mutual consent of the parties;

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2. By the death of"The Service Provider"or physical or mental disability thereof,
which makes it impossible to fulfill the contract;
3. By unilateral decision of the parties, obliging themselves to give the
corresponding notice ten (10) days in advance.
4. For non-compliance of the contractor with the obligations incurred in this
contract.
5. If "The Service Provider" is convicted by virtue of a final conviction issued by the
international courts or tribunals, for crimes committed, temporary deterioration.
Where the effect of the impediment or act invoked is temporary, the
consequences set out in Section 5 above apply only as long as the impediment
invoked prevents the party concerned from fulfilling its contractual obligations.
The Party concerned shall notify the other party of the disappearance of the
impediment as soon as it ceases to impede the fulfilment of its contractual
obligations.
a) "Force Majeure" means the production of a fact or circumstance that makes
it impossible or impossible for a party to comply with one or more of its
contractual obligations under the contract, to the extent that that party
demonstrates: (a) that such impediment is beyond its reasonable control; (b)
that could not reasonably have been foreseen at the time the contract was
concluded; (c) that the party concerned could not have reasonably avoided or
exceeded the effects of the impairment.
b) Unless proven otherwise, the following events affecting a party shall be
presumed to comply with the conditions (a) and (b) of Section 1 of this
Clause: (i) war (whether declared or not), hostilities, invasion, foreign enemy
acts, extensive military mobilization; (ii) civil war, riots, rebellion and
revolution, usurpation, military usurpation or non-power, insurrection, acts
of terrorism, sabotage or piracy; (iii) monetary and trade restrictions,
however, sanction; (iv) act of a public authority, whether legal or illegal,
compliance with any law or governmental order, expropriation, occupation of
works, requisition, nationalization; (v) plague, epidemic, natural disaster or
extreme natural event; (vi) explosion, fire, destruction of equipment,
prolonged interruption of transport, telecommunications, information
systems or energy; (vii) general labour unrest such as boycott, strike and
lockout, jealous strike, occupation of factories and premises, biological
attacks, biological diseases limiting the person's actions, his faculties or the
execution of his work.
6. For fortuitous case or force majeure;
7. When the Contractor loses confidence in "The Service Provider" in the provision
of his professional services;
8. For any material damage intentionally caused to buildings, works, furniture or
equipment, vehicles, instruments and other related objects to provide their
professional services and any gross negligence that endangers the safety of
people or things.

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9. Any immoral or criminal act committed by "The Service Provider" in the
establishment or place where he provides his profesional services when duly
verified before the competent authority;
10. Disclose or matters of a reserved nature to the detriment of"The Service
Provider";
11. The inability, negligence or manifest inefficiency of "The Service Provider" that
makes the performance of the contract impossible.

TWELVE: PROFESSIONAL OR TECHNICAL SERVICES. For the purposes of this contract,

professional or technical services must be understood as those provided by natural
persons at the request of the bodies that require it, in order to carry out activities
related to its operation or administration. Establishing that category on this act, must
have the exclusive object of the applicability of the regulations, where the provision of
the deposit requirement must be adequately noted; in this sense and considering and
seen in general decisions, we see the main activity of providing the service according to
its profession and knowledge, with record of the complementary activity, with
registration number No. ______________ compatible with its contracting or
preparation, deploying with the development of humanitarian rights, in the creation of
universal development in the exercise of exclusively promoting the powers and
provisions in force in recourse for social actions, who demand expertise and which
cannot be carried out with regular and permanent staff. Therefore, this contract does
not generate employment relationships or compensation for their termination at the
expiry of the period, the same being subscribed only for the time necessary for the
fulfilment of their subject matter.

THIRTEEN: CONTROVERSIES. In order to resolve disputes arising out of the application

of this agreement, the parties submit to the provisions of this agreement, which
mentions and processes a Program for the purpose of obtaining or developing
adequate funds for the financing of HUMANITARIAN projects. In the process of
liquidating these instruments by converting them into legal tender currency, the
instrument will be used for projects and distributed on different productive platforms of
negotiable FOOD supply quickly. The development of profitability that will benefit
human beings, the citizenship of our Region, of the Bornn, in other parts of the World, in
the valorative projection of the NATIONAL and INTERNATIONAL rights of HUMAN
RIGHTS IN THE IMPLEMENTATION OF SUCH INSTRUMENT UNDER CONSTITUTIVE RULES
AND LAWS and that reused the constituent rights. All notices or other communications
to be made under this Agreements shall be in writing and delivered to the addresses
specified in this act. Either party may change its address for notices by delivery to the
other parties, from prior written notice at least two (2) business days in advance The
notice hereby shall be effective only after receipt by the party to which it is addressed.

FOURTEEN: APPLICABLE LAWS. The contracting parties expressly state that, given the
nature of this contract, it will be governed by the provisions of current international

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administrative law, and under such virtue in the enjoyment of its rights will be accepted
exclusively to what this Law provides and as expressly agreed therein. The purpose of
this document is to determine the rules of the law applicable to international contracts,
in addition to others that make up the Uniform Law on International Trade, such as the
United Nations Convention on International Contracts; This article is organized as
follows: first, reference will be made to conflicting autonomy, which will discuss the
possibility of the parties choosing the law governing the contract.
(1) The solutions to the conflict rules will then be reviewed in the absence of choice,
emphasizing the comparative review between the various instruments. Finally,
reference will be made to the determination of the applicable law in accordance with
the Uniform Law on International Trade.
(2) In particular, the United Nations Convention on International Contracts.
(3) Conflicting autonomy in modern private international law is supported as a general
rule for determining the law applicable to international contracts to the autonomy of
the will, in a dual scope: material and conflicting. Depending on material autonomy, the
parties may determine the content of the contract, before which the complementary
nature of the respective legal rules must be recognized, except for the limits imposed by
mandatory laws. Depending on the conflicting autonomy, the parties choose the law
that will govern this contract.

The following provisions are made on the condition that The Contractor has Argentine
nationality, to the following degree:
(4) The Argentine Republic is among these countries, as it introduced the instruments of
accession to the Convention on 19 July 1983 and adopted its text by Law 22.765 of
March 24, 1983 (ADLA, XLIII-B, 1259)
5) The 1980 Vienna Convention was signed by a significant number of socialist countries
(China, Czechoslovakia, the Democratic Republic of Germany, Hungary, Poland,
Yugoslavia) [7] and Western Europe (France, Federal Republic of Germany, Denmark,
Sweden). It has been ratified by the United States
(6) On 16 June 1978, UNCITRAL unanimously adopted the text of the preliminary draft
prepared by the working group, and on 16 December of the same year, the United
Nations General Assembly agreed to hold an international conference of
plenipotentiaries held in Vienna in 1980 In general terms, this is the story of the long
process of unification that culminated in the adoption of the 1980 Vienna Convention.
FIFTEEN: CONFIDENTIALITY. Both parties accept the terms of confidentiality of this
International Private Professional Services Agreement, committing to the faithful
performance of this international contract.
1. Confidential Information refers to any information or data related to the
business of "The Contractor", which would reasonably be considered the
property of "The Contractor", including, but not limited to, Accounting
Records, Business Processes and Customer Records, and which are
generally not known in the The Service Provider” industry, and where the
release of such Confidential Information could reasonably be expected to
cause harm to the "The Contractor".
2. Confidentiality does not apply to national and international control
agencies, or organizations that oversee social and humanitarian funding
and development.

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 3. "The Service Provider” agrees that it will not disclose, disclose, inform or
use, for any purpose, any Confidential Information that "The Contractor"
has obtained, except as authorized by "The Contractor" or required by
law.
4. Confidentiality obligations shall apply for the term of this International
Private Services Agreement, and shall survive indefinite termination of
this Agreement.
5. All written and oral information and material disclosed or provided by
"The Contractor" to "The Service Provider", under this Agreement, is
Confidential Information, regardless of whether it was provided before or
after the Effective Date of this contract, or as delivered to "The Service
Provider".
SIXTEEN (16): INTELLECTUAL PROPERTY. All intellectual property and related material
developed or produced under this Agreement shall be the property of Atilio Rodolfo
Marotte. Atilio Rodolfo Marotte is granted an exclusive and non-limited license to use
this Intellectual Property. The title, copyright, intellectual property rights and
distribution rights of intellectual property are exclusively with Atilio Rodolfo Marotte.
SEVENTEEN (17): RETURN OF PROPERTY. Upon termination or termination of this
Agreement, "The Contractor", shall return to "The Service Provider" any property,
documentation, records or Confidential Information owned by "The Contractor".
EIGHTEEN (18): CONTRACTUAL RELATIONSHIP. By providing the Services under this
Agreement, you expressly agree that "The Service Provider "is acting as an Independent
Contractor, and is not an Employee." The Service Provider" and "The Contractor"
acknowledge that this Agreement does not create a partnership or joint venture
between them, and is exclusively a service contract.
NINETEEN (19): COMMUNICATIONS. All notices, requests, claims or other
communications required or permitted by the terms of this Agreement shall be given in
writing and delivered to the Parties to this Agreement as follows: a) To the "The
Contractor" to the Legal Person Mr., ATILIO RODOLFO MAROTTE, with ID. 12.590.190
of the city of Reconquista, provincial of Santa Fe, Argentina, Barrio Moreno, Calle 44 No.
525, TEL: +54 3482-652445, or by email [email protected]; POSTAL CODE 3560,
alternative will be Mr. FACUNDO MAROTTE, ID 40.364.476, of the city of Reconquista,
provincial of Santa Fe, Argentina, Barrio Moreno, Calle 44 No. 525, email:
[email protected]; POSTAL CODE 3560, b) For "The Service Provider" will
be addressed to OPERATIONS ASISTANT MS. JACKEE TENDO of legal AGE, 41, Country
UGANDA, with Identification Card No. 005588324 / PASSPORT No. B1424000 will be
addressed to the email: [email protected] or to the email provided by "The
Contractor" for the handling of information corresponding to the contracted services.
TWENTY (20): INDEMNIZATIONS. The parties to this Agreement shall have no liability to
each other for any loss suffered arising from any action or inaction if, in good faith, such
conduct is determined to be in the best interest of the Parties and such conduct did not
constitute gross negligence or misconduct. Except to the extent paid in the non-payment
of any applicable insurance policy, and to the extent permitted by applicable law, each
party agrees to indemnify and exempt the other party or its respective directors,
shareholders, affiliates, for losses, damages, liability, penalties, punitive damages,
expenses, reasonable legal fees and costs of any kind or amount arising out of or arising

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 out of any act, inaction or omission of the Indemnifying Party or its respective directors,
shareholders, affiliates, officers, agents, employees and successors permitted and
assigns occurring in connection with this Agreement. This Indemnity shall survive
termination of this Agreement.
TWENTY ONE (21): CONFLICT RESOLUTION. In the event of a dispute arising in
connection with this Agreement or in connection with DISPUTES AND DISPUTE
RESOLUTION.
1. In the event of a dispute arising in connection with this Agreement, the PARTIES will
attempt to resolve the dispute through amicable consultation. If the dispute is not
resolved within a reasonable time, any or all outstanding issues may be mediated, and
will be interpreted and applied in accordance with international law in the English
language. The English language is predominant for multilingual translations. Any dispute,
claim or controversy arising out of this agreement or its breach that cannot be resolved
between the consignees themselves, despite the enormous efforts made by both
parties, as it may be considered accessible, will be resolved by arbitration in accordance
with the Arbitration Rule of the Supreme Court of International Justice of the United
Nations , on human rights and international constituent universal standards which is the
spirit of this agreement.
The parties voluntarily agree to go to the United Nations Organization of Bodies, the
International Court of Justice, to administer or organize, a resolution body, under the
relevant administration, than the participating body of the relevant International Court
of Justice at the United Nations. The parties resolve and accept the provisions
established by human rights standards and conventions, always within the universal
legal effectiveness of international, meaningful and existing law of the International
Rights of Human Beings. This International Private Service Agreement is limited to the
application of the relationship of approval of legitimate rights and the legality of
Humanitarian Aid and is subject to international legal powers.
TWENTY TWO (22): MODIFICATIONS AND/OR ADDITIONS. Any amendment or
modification of this Agreement, or any additional obligation assumed by either Party in
connection with this Agreement, shall be binding only if demonstrated in writing signed
by each Party or an authorized representative of each Party.
TWENTY THREE (23): UNIQUE ASSIGNMENT. "The Service Provider" may not
voluntarily, non-voluntarily or by law assignor transfer its obligations under this contract
without the prior written consent of "The Contractor".
TWENTY FOUR (24): FULL AGREEMENT. It is agreed that there is no representation,
warranty, agreement or warranty condition, affecting this Agreement, except as
expressly provided for in this Agreement, will be recognized when the parties have
already consented to their signature in this contract, individuals will be free to choose
the place to sign in front of Notary and Apostil this document, without it being necessary
for the other party to be present, each will be responsible for their legal signature
recognition expense. Explanatory notes are attached to establish the conceptual legal
framework of this Private International Service Agreement, which are an essential part
of this contract.
TWENTY FIVE (25): RUBRICS AND/OR TITLES. Headers are inserted only for the
convenience of the Parties and should not be taken into account when interpreting this
Agreement.

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TWENTY SIX (26): GENDER. Singular words mean and include the plural and vice versa.
The words in the masculine mean and include the feminine and vice versa.
TWENTY SEVEN (27): LAW OF APPLICATION. It is the intention of the Parties to this
Agreement that this Agreement and compliance under this Agreement and all special
claims and procedures under this Agreement be concluded and governed to the
exclusion of any other forum exclusively by the Laws of Common Law (Jus Commune)
presided over under the International Law of United Nations agencies, without regard to
the jurisdiction in which any special action or proceeding may be instituted. This
agreement applies to acts and acts that fall within the International Standards of Rights
and nothing that goes against damage to Persons, the Treasury or that are outside the
Constitutional Rights of Human Rights established by the Organizations of the Countries
that make up the United Nations.
TWENTY EIGHT (8): DIVISIBILITY. In the event that any of the provisions of this
Agreement is deemed invalid or enforceable in whole or in part, all other provisions shall
remain valid and enforceable with the invalid or un enforceable parties separate from
the remainder of this Agreement.
TWENTY NINE (29): RESIGNATION. The waiver by either Party of a violation, breach or
omission of any of the provisions of this Agreement by the other Party shall not be
construed as a waiver of any subsequent violation thereof or other provisions.
THIRTY (30): TERM OF AGREEMENT. This Agreement is subject to termination for the
following circumstances:
1. Something improper or not in the contract ,"The Service Provider", will send you
a written letter informing you of a suspension, until the result of an
administrative experience is obtained.
2. If the report shows inconsistent results for the system, you will be fired and fined
in recovering the amount you have caused as lost to the other party.
3. The Term of this Agreement may be extended with the written consent of the
Parties to the Amendment to this Agreement.
4. In the event that either Party wishes to terminate this Agreement of
"International Private Contract for Professional Services". , such Party shall
notify the other Party in writing 10 days in advance.
5. By clear termination of the term of the three months of this contract.
6. By clear and express completion of the term by which it was subscribed or
extended.
7. For non-compliance with this private international service contract.
THIRTY ONE (31): ACCEPTANCE OF CONDITIONS. Both parties accept the terms of this
contract, committing to the faithful performance of this contract. In faith of which they
sign this Agreement, which will take effect when full compliance with the THIRD AND
FOURTH CLAUSE of this "International Private Professional Services Agreement" is made.

THIRTY TWO (32): ELECTRONIC TRANSMISSIONS OF DOCUMENTS

EDT shall be deemed valid and applicable with respect to any provision of this
Agreement. As applicable, this Agreement shall:
A. Incorporate U.S. Public Law 106-229, the "Electronic Signatures in Global and National
Commerce Act" or any other applicable law in accordance with the UNCITRAL Model
Law on Electronic Signatures (2001) and; TRADE AGREEMENT

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 B. ELECTRONIC (ECE / TRADE / 257, Geneva, May 2000) adopted by the United Nations
Centre for trade facilitation and electronic enterprises (UN / CEFACT);
C. EDT documents shall be subject to Directive 95/46/EEC of the European Community,
as appropriate. Either Party may request a hard copy of any document that has been
previously transmitted by electronic means, provided that such request does not in any
way delayed the parties in fulfilling their respective obligations under the EDT
instruments.

MR. ATILIO RODOLFO MAROTTE DNI (ID) (ID) 12.590.190, AND MR. FACUNDO
MAROTTE DNI (ID) (ID) No. 40.364.476, on the other hand the Ms. JACKEE TENDO with
ID CARD NO. 000558832 / PASSPORT No. B142400 MAKES IT KNOWN HERE THAT EACH
PARTY SIGNS TWO COPIES OF THE SAME PAPER, AND STATES THAT IT IS NOT NECESSARY
TO BE TOGETHER FOR THE PARTIES TO SIGN THIS AGREEMENT. EACH PARTY
REPRESENTED HERE FREELY CHOOSES THE NOTARY AND CERTIFICATION OF THE
SIGNATURES OF SUCH CONTRACT, AS THE Ms. JACKEE TENDO SHOULD. -----------, with
ID CARD No. 005588324 / PASSPORT No. B1424000 TO APOSTILLATE THIS DOCUMENT
AND PROCEED AND ASSUME THE EXPENSES OF THE CERTIFICATIONS, THE DOCUMENT,
AND DOING SO WITHOUT PRESSURE, WITH THE FULL POWER OF THE ACTS ACCEPTED IN
EACH OF THE ABOVE, AND THE PARTIES UNDERTAKE TO COMPLY FAITHFULLY AND
COMPLY WITH THE REGULATIONS MENTIONED ABOVE IN THIS AGREEMENT, UNDER THE
CONCEPT OF LAW AND INTERNATIONAL REGULATIONS OF A INTERNATIONAL PRIVATE
PROFESSIONAL SERVICES AGREEMENT, CONTRACT OF SERVICE OF LAW.

MR. ATILIO RODOLFO MAROTTE MR./MS: __________________

__________________
DNI (ID) (ID) No.: 12.590.190 PASSPORT NO./ INDENTIFICACION
No._____________

Sr. FACUNDO MAROTTE.

DNI (ID) (ID) N°40.364.476

ATTACH PHOTOCOPY OF THE IDENTIFICATION (or Passport) OF THE PARTICIPANTS.

EXPLANATORY NOTES OF THE PRIVATE INTERNATIONAL CONTRACT OF PROFESSIONAL

SERVICES BETWEEN ATILIO RODOLFO MAROTTE & JACKEE TENDO (OPERATIONS
ASISTANT)

ARTICLE 11; United Nations Convention on Contracts for the International Sale of
Goods

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The sales contract will not have to be entered into or proven in writing, nor will it be
subject to any other formal requirement. It can be proven by any means, even by
witnesses.
ARTICLE 12; United Nations Convention on Contracts for the International Sales of
Goods.
Any provision of Article 11, Article 29 or Part II of this Convention that allows the
execution, modification or termination by mutual agreement of the contract of sale or
the offer, acceptance or any other manifestation of intention are made by a procedure
other than in writing, in the event that either party is established in a Contracting State
that has made a declaration in accordance with article 96 of this Convention. The parties
may not establish exceptions to this article or modify its effects. ART. 961. Of the Civil
and Commercial Code of the Republic of Argentina.
In Good Faith. Contracts must be concluded, interpreted and executed in good faith.
They are binding not only on what is formally stated, but on all the consequences that
may be considered included in them, with the extent to which a careful and foresighted
contractor would have been reasonably bound.
ART. 2599. Of the Civil and Commercial Code of the Republic of Argentina.
International mandatory rules. The internationally mandatory or immediately applicable
rules of Argentine law are imposed over the exercise of the autonomy of the will and
exclude the application of foreign law chosen by the conflict rules or by the parties.
When a foreign law is applicable, its internationally mandatory provisions are also
applicable, and when legitimate interests require it, the effects of internationally
mandatory provisions of third States that have close and manifestly preponderant links
with the case can be recognized.

ART. 2594. Of the Civil and Commercial Code of the Republic of Argentina.
The legal norms applicable to situations related to various national legal systems are
determined by the international treaties and conventions in force applicable in the case
and, in the absence of norms of international source, the norms of Argentine private
international law of internal source are applied.

ART. 2595. Of the Civil and Commercial Code of the Republic of Argentina.
When a foreign law is applicable:

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a) The judge establishes its content, and is obliged to interpret it as the judges of the
State to which this right belongs would, without prejudice to the fact that the parties
may claim and prove the existence of the invoked law. If the content of foreign law
cannot be established, Argentine law applies;
b) If there are several coexisting legal systems with territorial or personal jurisdiction, or
different legal systems occur, the applicable law is determined by the rules in force
within the State to which that right belongs and, in the absence of such rules, by the
system legal dispute that presents the closest links with the legal relationship in
question;
c) If different rights are applicable to different aspects of the same legal situation or to
different legal relationships included in the same case, those rights must be harmonized,
trying to make the necessary adaptations to respect the purposes pursued by each of
them.

ART. 2247. Of the Civil and Commercial Code of the Republic of Argentina.
Real actions. Real actions are the means of defending in court the existence, fullness and
freedom of real rights against attacks that prevent their exercise. The real actions
legislated in this Chapter are the claim, the confession, the refusal and the demarcation.

ART. 2248. Of the Civil and Commercial Code of the Republic of Argentina.
Purpose of the actual actions and the injury that enables them. The claim action is
intended to defend the existence of the real right that is exercised by possession and
corresponds to acts that produce disempowerment.

CNUDMI, UNCITRAL Meaning; The United Nations Commission on International Trade

Law (UNCITRAL) was established by the General Assembly in 1966 (Resolution 2205
(XXI), of December 17, 1966).

United Nations Convention on International Contracts

The purpose of this Convention is to provide a modern, uniform and equitable regime
for contracts for the international sale of merchandise, which is why it contributes
significantly to providing legal certainty to commercial exchanges and reducing
operating expenses.

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CCI 500

Different forms of collections and payments in inter-commerce operations ...

modifications, until its last revision by the International Chamber of Commerce, Rules
and uniform uses regarding documentary credits (UCP 500) »The UCP 600 were
approved by the Banking Commission of the CCI, In this way, in April 2002 the
supplement to the "Rules and uniform uses relative to documentary credits (UCP 500)",
prepared for the management of electronic credits (e UCP), came into force. This is the
first time that the ICC has prepared and published a supplement to the Rules and Uses
15. Publication 500, of 2002. 51 Uniforms, but the UCP does not constitute a revision of
the 1993 rules, but rather an update of these rules, for the management of electronic
documentary credits and not only of these on paper. The e UCP standards do not
replace those of the UPC 500, but rather complement them and must be managed
jointly.
-----------------------

CCI 600
It is important to remember that THE ICC PUBLICATION of the UCP 600 represents the
work of an international private organization and not of a governmental body. Since its
inception, the ICC has insisted on the importance of self-regulation in business practice.
These rules, developed entirely by private sector experts, have confirmed this principle.
UCPs remain the most widely accepted private trading rules ever developed.
--------

REVIEW 500
In May 2003, the International Chamber of Commerce authorized the Commission for
Banking Techniques and Practices (the Banking Commission) to initiate the revision of
the Rules and uniform uses for documentary credits, publication 500 of the ICC.
------

MALINES CODES

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The so-called "Codes of Malina" that encompass International Morals (1937), Social
Relations (1927), Family Relations (1951) and the Code of Political Morals (1957), are
partial attempts by the public conscience to regulate a minimum security of respect for
the individual, habitually ignored by states.

APOSTILLED; The Honduran Foreign Ministry (Ministry of Foreign Relations and

International Cooperation -SER-), is in charge of the legalization or pastille of private and
public documents, through a special certification, which guarantees the authenticity of
the signature on the documents.
UNECE / UN; The United Nations Economic Commission for Europe (UN / ECE), one of
the five regional commissions of the United Nations, has been at the forefront of
progress in trade facilitation for more than 50 years.

UN / CEFACT; Translation from English-UN / CEFACT is the United Nations Center for
Trade Facilitation and Electronic Business.

EDT; Disaggregated Work Structure, also known by its English name Wok Breakdown
Structure or WBS, is in project management a hierarchical decomposition oriented to
the deliverable, of the work to be executed by the project team, to meet its objectives
and create the required deliverables.

Directive 95/46 / EEC of the European Community; Member States shall prohibit the
processing of personal data that reveal racial or ethnic origin, political opinions, religious
or philosophical beliefs, union membership, as well as the processing of data relating to
health or sexuality.

CNUDMI, UNCITRAL; The United Nations Commission for International Trade Law,
UNCITRAL was created by the United Nations General Assembly through Resolution
2205 (XXI) of December 17, 1966 "to promote the progressive harmonization and
unification of international trade law."

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INTELLECTUAL PROPERTY; Intellectual property (IP) relates to creations of the mind:
inventions, literary and artistic works, as well as symbols, names and images used in
commerce.
INDEMNIFICATIONS; General Economic compensation intended to repair, guaranteeing
their indemnity, to the person affected by the deprivation (expropriation) of an asset or
right, for a damage caused by a third party (as liability) or for an expense incurred by
someone else's reason at your will.

CONFIDENTIALITY; It is the quality of confidentiality (that is said or done in confidence

and with reciprocal security between two or more individuals). It is a property of the
information that aims to guarantee access only to authorized persons.

DISPUTES; A controversy results from the discussion, or the presentation of two

opinions on the same matter that generates differences between both parties.

CONFLICTS; A conflict is a fight or dispute between two or more parties. ... Used in a
figurative sense, without the use of force, a conflict can be an opposition, discussion, a
problem, a rush or a complicated situation (for example, conflict or conflict of interest).
He is duly informed, which are the guidelines, the essences of the Rules and Laws, that
this contract provides.

Thank you very much: COUNT ATILIO RODOLFO MAROTTE.

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