SOP Exhibits

Title:

Marketing Agreement IPP (Annex 1)

SOP Number :

Annex 1

MARKETING AGREEMENT

KNOW ALL MEN BY THESE PRESENTS:

This MARKETING AGREEMENT , made and entered into by and between:

The NATIONAL FOOD AUTHORITY, a government agency existing by virtue of presidential
Degree No. 4 as amended by PD Nos. 1485 and 1770 pursuant to Proclamation No. 1081 with principal office and place of business at 101 Matimyas Building, E. Rodriguez Sr. Avenue, Quezon City, represented herein by its _______________________________ hereinafter re-
ferred to as NFA ;

- a n d -

The _____________________________________, a registered federation/assoaciation/cooperative organized and existing by __________________ with principal office at _______________________________________ represented herein by
_________________________ in his capacity as President, hereinafter referred to as the

FARMERS' GROUP.

W I T N E S S E T H :

WHEREAS, the National Food Authority (NFA) has been created by law and mandated to promote the integrated growth and development of the grains industry and to establish, maintain and manage a national grains buffer stock ;

WHEREAS, in the pursuant of its objectives, NFA is currently engaged in grains procurement program, principally palay and corn ;

WHEREAS, the NFA has drawn up the Institutionalized Procurement Program (IPP) in line with LOI No. 1243 to accelerate the grains procurement program with NFA accredited farmer's association and to strengthen the cooperative movement nationawide ;

WHEREAS, the Farmers' Group was organized by the _____________________ and with Registration No. ______________ dated _____________________ to help raise the standard of farm living and establish close cooperation between farmers and government agencies ;

WHEREAS, the Farmers' Group is desirous in entering into an institutionalized procurement tie-up with the NFA to assure its members of a ready market for their produce at the government support price and avail of the incentives in the sale of such produce to the NFA ;

WHEREAS, for and in consideration of the foregoing premises, the parties hereto hereby agree on the following :

OBLIGATIONS/LIABILITIES OF THE FARMERS' GROUP

1. Prior to the signing of this Agreement, the Farmers' Group must submit an Assembly Resolution stating among others their willingness to participate in the program, further, authorizing a representative to act as a Coordinator of the Farmer's Group by handling marketing transactions with NFA. Said resolution shall further authorize the coordinator to sign all documents relative to this transaction.

2. To familiarize/educate the Farmers' Group members on the mechanics of this IPP, NFA's standard specifications and NFA existing Standard Operating Procedures (SOPs) in the procurement of grains.

3. To provide NFA Provincial/Unit offices with an updated masterlist of members indicating their names, addresses, farming status, respective farm location, variety planted, hectarage and average yield as certified to by the Department of Agriculture or supervising agency.

4. To retrieve from its members the individual Farmers' Passbook issued by NFA and submit same to the NFA Provincial/Unit Office for cancellation.

5. To accomplish the Schedule of Deliveries for submission to the NFA Provincial/Unit office in that area per cropping season.

6. To coordinate with NFA, i.e. designation of collection points, zonification and procurement schedules in the delivery of their members' produce.

7. To secure a Master Passbook and present same whenever stocks are being sold at NFA.

8. To prepare and submit to NFA the Statement of Individual Deliveries indicating the delivery schedules, quality and quantities delivered by members when stocks are being sold by the Farmers' Group.

9. To ensure that its farmer-members have settled their individual outstanding loan obligations with the NFA for the procurement period before they can be included in the collective delivery of the FG.

10. To ascertain that the FG have settled its PI obligation, for the procurement period, to the NFA before collective delivery of their stocks.

11. To be liable for any misrepresentations/fraud or deceit the Farmers' Group may declare and perform in their transactions with NFA.

II.

OBLIGATIONS OF THE NFA

1. NFA shall buy the grains produce of the members of the farmers' Group subject to NFA specifications/conditions.

2. To issue a Master Passbook to the Farmers' Group upon submission of all the requirements for Master Passbook.

3. To require presentation of the Master Passbook or approved application for Master Passbook and submission of the statement of deliveries by the FGC in the collective delivery of the farmer-members.

4. To pay the Farmers' Group for the stocks sold in accordance with NFA accounting and COA auditing rules and regulations.

5. To grant 10% of the Farmers' Group Cooperative Incentive Fee (CIF) as management incentive to the Farmers' Group to defray their administration expenses. However, withdrawal of the management incentive shall be allowed at the end of each cropping season subject to NFA guidelines/procedures in the withdrawal of the management incentive.

6. To allow the Farmers' Group availment of NFA's lease/rental program on available post-harvest facilities and to grant them all the allowable procurement incentives, both in accordance with NFA existing guidelines/procedures.

7. To allow the Farmers' Group availment of the NFA's MTS lending program in accordance with NFA existing guidelines/procedures.

III.

SPECIFIC PROVISIONS

1. For the purpose of providing the Farmers' Group members with the best possible returns for their grains produce, it is understood that in no case shall this tie-up be construed as making it mandatory/obligatory on the part of the Farmers' Group to sell their members Group to sell their members' produce to the NFA. Furthermore, the Farmers' Group has the option to sell the grains produce of its members to any third party should the latter offer a higher or lower price than the prevailing government support price.

2. All existing SOPs (i.e. SOP No. GM-PR05, Guidelines on the Institutionalized Procurement Program, effective May 1, 1987), circulars, memoranda, issued or hereafter to be issued by NFA in accordance hereto shall form an integral part of this MARKETING AGREEMENT.

3. This MARKETING AGREEMENT SHALL take effect upon signing hereof by both parties. It shall be effective for the last procurement season of 1987 commencing on the month of ___________ 1987 and terminating on the month of _______________ 1987 or earlier provided a thirty (30) days advance written notice by either party for any justifiable cause.

IV.

VENUE

Venue of action arising out of this Agreement shall be at the option of the aggrieved party.

IN WITNESS WHEREOF, the parties hereunto signed this MARKETING AGREEMENT, this _____ day of 1987, at ____________________, Philippines.

NATIONAL FOOD AUTHORITY NAME OF FARMERS' GROUP

BY : BY :

______________________ __________________________

PROVINCIAL MANAGER Authorized Farmers Group

Coordinator/FG Representative

SIGNED IN THE PRESENCE OF

_________________________ _______________________________

(Head of either PO's Marketing (Any officer of the FG excluding the FGC

Operation Section/EBDPS at

Accounting)

A C K N O W L E D G E M E N T

REPUBLIC OF THE PHILIPPINES ) S.S

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BEFORE ME, Notary Public, for and in Quezon City, Philippines, this _______ day of

_____________________ 1987

DATE/PLACE

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NAME

RES. CERT. ISSUED TAN

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known to me to be the same persons who executed the foregoing Marketing Agreement consisting of _________ pages including this page on which the acknowledgement is written and signed by the parties and their instrumental witnesses on each day and every page hereof and they acknowledged the same to be their free and voluntary act and deed as well as those of the entity represented.

WITNESS OUR HAND AND SEAL on the date and place above-written.

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Notary Public

Doc. No. ________

Page No. _______

Book No. ________

Series of 198_____