1. Objective and Scope

1.1. Objective of this Operation

Management of the internal and external Agency agreements worldwide (creation, amendment, termination, indemnity).

An Agent is a commercial intermediate which creates the contact between a customer and a Syensqo provider. For this service the agent receives a
commission from the Syensqo provider. The relationship between the Syensqo provider and the agent is formalized through an “agency agreement”. The goal
of this procedure is to define the existing types of agreements and grant the correct commission based on its type.

1.2. Scope

WW - World wide

• Only when Syensqo is the seller of the product, the agents can be classified as below:
  • Syensqo SCP Agent
  • Syensqo Non-SCP Agent
  • External Agents

2. Definitions

See Finance Glossary:

• BU
• Transfer Price
• GBU
• SCP

3. Tasks description

3.1. I define the Agent's type.

1 – Syensqo SCP Agent

• A Syensqo company, belonging to the Strategic Channel Partner Network (ex-MBU)

2 – Syensqo Non-SCP Agent

• A Syensqo Company, not belonging to the Strategic Channel Partner Network

3 – External Agents

• Third party agents, not belonging to Syensqo Group

3.1. I define the Agreement.

Agent

• Remuneration proportional to sales
• SCP = fixed costs coverage + 0,5% on sales
• Syensqo non-SCP or external : % on sales

Service Provider

• Remuneration covers the costs + a markup on costs
• Generally admitted markup = 5%
• Markup should be local tax compliant : 10% Indonesia, Vietnam 6%

Distributor

• Remuneration proportional to sales
• Generally admitted distribution margin : EBIT = 3,5% on sales
• Purchase price is calculated = sales price*(1-0,035) – logistic – SG&A
• Distribution Agreement should mention a year-end margin true-up

The commission is defined based on the type of agreement.