Value-Sharing Agreement

Adopt-An-agarwood™ | Value Sharing | Pricing & Payment | Sharing Calculation | Risk Disclosure

ADOPT-AN-AGARWOOD™ VALUE-SHARING AGREEMENT

1. PARTIES

This Value-Sharing Agreement (“Agreement”) is entered into by and between:

Plantation Operator:
AETHERIAL NATURAL OILS CORP, a duly registered corporation operating a DENR-registered agarwood plantation, with principal office at Christine Village Subd., Brgy. Biga, Tanza, Cavite, Philippines (“Operator”).

Tree Steward / Adopter:
[Individual / Corporation Name], with address at [Address] (“Steward”).

Collectively referred to as the “Parties”.

2. PURPOSE AND NATURE OF AGREEMENT

2.1 This Agreement governs the adoption and stewardship of plantation-grown Aquilaria malaccensis trees and the Steward’s participation in realized value derived from agarwood harvested from such trees.

2.2 This Agreement:

  • Does not constitute a security, investment contract, or guarantee of profit;
  • Does not convey land ownership or control over plantation operations;
  • Establishes a stewardship relationship with outcome-based value sharing.

3. TREE ADOPTION DETAILS

  • Species: Aquilaria malaccensis (Bari)
  • Number of Trees Adopted: [#]
  • Plantation Site: Christine Village Subd., Biga, Tanza, Cavite, Philippines
  • Tree Identification: Individually tagged and recorded in the Plantation Registry
  • Adoption Term: [Multi-year term, e.g., 7–12 years]

4. STEWARDSHIP FEES

4.1 The Steward shall pay stewardship fees as outlined in the Adopt-An-Agarwood™ Pricing Schedule, covering:

  • Propagation or seedling costs
  • Land use and plantation management
  • Maintenance, monitoring, and reporting
  • Regulatory compliance and documentation

4.2 Stewardship fees are non-refundable and are not contingent on harvest outcome.

5. OPERATOR RESPONSIBILITIES

The Operator shall:

  • Cultivate adopted trees using science-guided and sustainability-aligned practices;
  • Maintain DENR and CITES compliance;
  • Determine appropriate timing and method of resin induction and harvest;
  • Provide periodic growth and status reports;
  • Ensure traceability from tree to product.

6. STEWARD RESPONSIBILITIES

The Steward shall:

  • Pay stewardship fees in accordance with agreed schedules;
  • Acknowledge biological, environmental, and market risks;
  • Refrain from interfering with plantation operations;
  • Comply with all applicable laws related to receipt of products or value.

7. VALUE-SHARING MECHANISM

7.1 Upon harvest of agarwood from adopted trees, and subject to regulatory approval, the Steward may elect one of the following, subject to availability:

a. Product Allocation
Receipt of agarwood chips, oil, or derivative products proportional to adopted trees and resin grade.

b. Revenue-Equivalent Sharing
Participation in net realized value from sale of harvested agarwood products, calculated after direct harvest, processing, and compliance costs.

c. Reinvestment Credit
Conversion of realized value into credit toward adoption of new agarwood trees or programs.

7.2 Value-sharing is:

  • Outcome-based and non-guaranteed;
  • Dependent on biological yield, resin quality, market conditions, and compliance approvals.

8. NO GUARANTEE CLAUSE

The Steward acknowledges that:

  • Agarwood formation is a natural biological process;
  • Resin quantity, quality, and timing cannot be guaranteed;
  • No minimum return, yield, or value is promised.

9. REGULATORY AND EXPORT COMPLIANCE

9.1 All harvest, processing, and distribution shall comply with:

  • DENR regulations;
  • CITES requirements;
  • Applicable Philippine and international trade laws.

9.2 Export of agarwood products, if applicable, is subject to permits and approvals beyond the control of the Operator.

10. TERM AND TERMINATION

10.1 This Agreement shall remain in force for the Adoption Term unless terminated earlier by:

  • Mutual written agreement; or
  • Material breach by either Party.

10.2 Termination does not entitle the Steward to refund of stewardship fees.

11. RISK DISCLOSURE

The Steward acknowledges risks including, but not limited to:

  • Pest, disease, or climatic events;
  • Regulatory changes;
  • Market price volatility;
  • Force majeure events.

12. CONFIDENTIALITY

Both Parties agree to maintain confidentiality of proprietary cultivation methods, pricing, and non-public information.

13. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the Republic of the Philippines.

14. ENTIRE AGREEMENT

This document, together with referenced schedules, constitutes the entire agreement between the Parties.

15. SIGNATURES

IN WITNESS WHEREOF, the Parties have executed this Agreement on the date first written below.

AETHERIAL NATURAL OILS CORP. (Operator)

Authorized Signatory –
Date: ___________

Tree Steward / Adopter
Date: ___________