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COMMON GOAL 1. Preamble 1.1 The purpose of this Project Cooperation and Donation Agreement (hereinafter referred to as "this Agreement")is to outline the terms and conditions of how the two Parties will collaborate in carrying out the "Lay's Replay League" (hereinafter referred to as the "League", "RePlay league" and the "Program").The Program will enable the implementation of sustainable soccer for good programs in a league format on the RePlay soccer pitch to support youth welfare. 11 Common Goal USA, Inc. is exempt from Federal income tax under section 501(c) (3) of the Internal Revenue Code for supporting youth welfare through soccer, with registered office address at 195 Plymouth St,Brooklyn,NY,11201 USA,Common Goal isthe global home of soccerforgood,a movement rooted in the belief that the world's most popular sport is one of the few cultural forces strong enough to help shift society towards an even playing field for all, where all young people, regardless of their background,can play,learn,and thrive. 1.3 Cooperation Partner is The City of Santa Ana.The City of Santa Ana will support its social impact goals during the 2026 FIFA World Cup by delivering the Lay's RePlay World Cup League as a locally driven youth soccer initiative centered on leadership,inclusion,and positive community development Hosted at the Santa Ana Cesar Chavez Campesino RePlay Pitch, the league will remove financial and access barriers by offering free participation and culturally relevant programming in a trusted neighborhood space. Beyond competition, the program will intentionally promote teamwork, respect, and accountability through values-based play and restorative approaches that reinforce life skills alongside athletic development.By elevating youth voices,engaging families,and connecting local participants to a global moment,the City will create lasting community benefit that extends well beyond the World Cup. 1.4 In view of their similar focus of charitable work, the Parties aim to pool their respective resources by this agreement in order to deliver the charitable Program more effectively. A joint program implementation in which both parties can bring in their specific know-how and resources provides for both,a professional and a targeted implementation of the Program. 1.5 In this perspective,Common Goal and the Cooperation Partner wish to closely cooperate in the Program as per the terms of this agreement. 2. Timeframe 2.1 The project-based cooperation starts on 1 January 2026 and is scheduled to end on 31 May 2026. 2.2 The Parties agree on discussing collaboratively in order to reach an agreement and review the timeframe for the implementation of the activities in case the conditions in the country of intervention of the Program and/or the countries in which the involved Parties are based are impacted by any adverse factor that directly or indirectly hinder the capacity of the Parties to achieve a timely Teague implementation.These factors include,but are not limited to,governmental instructionsor bans,safety and health hazards,unexpected social or economic deteriorations in the community.