THE PHITSAMAI CO., LTD.
Sawankhalok, Sukhothai 64110, Thailand
Tax ID: 0105568074011
This Exclusive Supply Agreement ("Agreement") is entered into and made effective as of April 1, 2026 ("Effective Date") by and between the following parties:
25 Moo 9, Mueang Bang Khlang, Sawankhalok, Sukhothai 64110, Thailand
Represented by: Mr. Peerawit Kongmuang, Authorized Director
Swan Building, 20 Swan Street, Manchester, M4 5JW, United Kingdom
Represented by: Mr. Suebsakul Tonjang, Director
Tel: (+44) (0)7507 599538 • Email: info@chewchew.co
Party B hereby agrees and confirms that The Phitsamai Co., Ltd. (Party A) shall be the sole and exclusive supplier of all dried fruit products, including but not limited to dried banana, for Party B's operations in the United Kingdom and all international markets.
This Agreement covers the following product categories supplied exclusively by Party A:
| No. | Product Category | Specification |
|---|---|---|
| 1 | Dried Banana | Premium sun-dried, export-grade, individually packaged |
| 2 | Dried Fruit Products | All variants as agreed upon between both parties |
| 3 | Related Processed Products | Chocolate-coated, flavored, or value-added dried fruit products |
This Agreement shall be effective from the Effective Date and remain in force for a period of 3 (three) years, unless terminated earlier in accordance with Clause 7. The Agreement shall automatically renew for successive 1-year periods unless either party provides written notice of non-renewal at least 90 days prior to the expiration date.
- Maintain consistent product quality meeting international food safety standards (FDA, HACCP, GMP)
- Fulfill orders within the agreed lead time of 4–6 weeks from order confirmation
- Provide all necessary export documentation, certificates of origin, and phytosanitary certificates
- Arrange domestic logistics from factory to the agreed point of handover
- Maintain product liability insurance covering exported goods
- Purchase exclusively from Party A for all dried fruit products — no third-party sourcing permitted
- Place minimum orders as mutually agreed upon each calendar year
- Make payments according to the agreed payment terms specified in Clause 6
- Not re-brand, re-label, or misrepresent the origin of products supplied by Party A
- Arrange and bear all costs of international shipping, customs clearance, import duties, and delivery from the point of handover
- Provide quarterly sales reports and market feedback to Party A
Product pricing shall be as agreed in the applicable Quotation issued by Party A. All prices are quoted in Pound Sterling (GBP) as the base currency, with Thai Baht (THB) equivalents provided for reference only (based on prevailing FX rate at time of quotation). Prices are exclusive of international shipping, customs duties, and import taxes, which shall be the sole responsibility of Party B. Payment terms: 50% deposit upon order confirmation, remaining 50% balance due before shipment.
This Agreement may be terminated:
- By mutual written consent of both parties
- By either party with 90 days' written notice
- Immediately by either party if the other party materially breaches this Agreement and fails to cure such breach within 30 days of written notice
- Immediately if Party B sources products from a third-party supplier in violation of the exclusivity clause
Neither party shall be liable for any failure or delay in performing its obligations under this Agreement if such failure or delay results from circumstances beyond the reasonable control of that party, including but not limited to natural disasters, epidemics, war, government sanctions, trade restrictions, or disruptions to international shipping routes.
The affected party shall notify the other party in writing within 14 days of the occurrence of such event and shall use reasonable efforts to mitigate its effects. If a force majeure event continues for more than 120 days, either party may terminate this Agreement by written notice without penalty.
Each party agrees to keep confidential all proprietary information, trade secrets, pricing structures, customer lists, business strategies, and any other non-public information disclosed by the other party in connection with this Agreement. This obligation shall survive the termination of this Agreement for a period of 2 (two) years.
This Agreement shall be governed by and construed in accordance with the laws of the Kingdom of Thailand. Any disputes arising from this Agreement shall be resolved by arbitration in Bangkok, Thailand, in accordance with the Arbitration Act B.E. 2545 (2002).
This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations, representations, and agreements. This Agreement is executed in two (2) original copies, one for each party, both of which are equally authentic.
