Javier Book

PREPARED BY: ISLA, KRISTINA M.
ORDINARY FORM OF ACKNOWLEDGMENT
REPUBLIC OF THE PHILIPPINES

PROVINCE OF RIZAL) S.S.
CITY/MUNICIPALITY OF CAINTA)
At the locality above-mentioned on this 21 st day of March 2019,

personally appeared before me Neji Chan who exhibited his PRC no.
1234 issued at Manila City on 23rd of July 2017 known to me to be the
same person who executed the foregoing instrument and
acknowledged to me that the same in his/her free and voluntary act
and deed.
NOTARY PUBLIC
Until December 31, 2019
Doc. No. 30;

Page No. 2;
Book No. 3;
Series of 2019.
1
ACKNOWLEDGEMENT BY CORPORATION

CITY/MUNICIPALITY OF BINANGONAN)
ACKNOWLEDGEMENT
At the locality above-mentioned, on this 21 st day of February
2019, personally appeared before me Neji Chan who exhibited PRC ID
no. 1234 issued at Manila City on 23 rd day of July 2017 acting his
capacity as president (or manager) of ABC Corporation known to me to
be the same person who executed the foregoing instrument and
acknowledged to me that the same is the free and voluntary act and
deed of the Corporation/Association and that he/she is duly authorized
to sign the same
Witness my hand and seal on the date and place above written.
NOTARY PUBLIC
Doc. No. 5;
Page No. 3;
Book No. 5;
Series of 2019.
2
ANOTHER FORM OF ACKNOWLEDGEMENT BY A CORPORATION
PROVINCE OF LAGUNA) S.S.
CITY/MUNICIPALITY OF SAN PABLO)
ACKNOWLEDGEMENT
On the 14th day of April, 2019, before me, a notary public,
personally appeared Naruto Sy, who acknowledged himself to be the
treasurer of ABC Corporation, a corporation and that he, as such
treasurer, being authorized so to do, executed the foregoing
instrument for the purposes therein contained, by signing the name of
the corporation by himself as treasurer.
IN WITNESS WHEREOF, I have hereunto set my hand and
official seal on the date above written.
NOTARY PUBLIC
Doc. No. 4;
Page No. 3;
Book No. 2;
Series of 2019.
3
ACKNOWLEDGMENT OF A WILL
PROVINCE OF BATANGAS) S.S.
CITY/MUNICIPALITY OF LIPA)
ACKNOWLEDGEMENT
BEFORE ME, a notary public for and in the Province of Lipa,
personally appeared:
Name Competent Evidence Date and Place
of Identity Issued
Testator:
January 3,
Jed Sy Passport 2016/Manila
Witnesses:
Klaire Pimentel PRC ID 02/14/2015/Manila
Nica Salazar UMID ID 01/23/13/QC
Eunice Miguel Passport 05/12/18/Manila
The Testator and his instrumental witnesses, known to me and to me

known to be the same persons who executed and attested respectively
the foregoing Last Will and Testament of said Jed Sy, consisting of Fice
(5) pages including this page where this acknowledgement is written
and they all acknowledged to me that the said testator signed all the
pages of the will in each and every page at the left hand margin
thereof in the presence of all his instrumental witnesses and that the
latter acknowledged to me that they signed the will and every page
thereof on the left hand margin in the presence of the testator and of
one another; that the pages of said will are successively numbered on
the right lower corner of each page, and that the will and attestation
clause herein is written in English, a language known to the testator
and to all his instrumental witnesses who all acknowledged to me that
is voluntary act and deed.
IN WITNESS WHEREOF, I have hereunto signed and affixed my
Notarial Seal this 21 day of February 2019 at City of Lipa.
NOTARY PUBLIC
Doc. No. 5;
Page No. 5;
Book No. 5;
Series of 2019.
4
ACKNOWLEDGEMENT OF TWO (2) OR MORE PERSONS AND TWO
(2) OR MORE PAGES RELATING TO MORE THAN ONE PARCEL OF
LAND

PROVINCE OF CAGAYAN VALLEY) S.S.
CITY/MUNICIPALITY OF TUGUEGARAO)
ACKNOWLEDGEMENT
BEFORE ME, a notary public in and for the Municipality/ City of
Tuguegarao, Philippines, personally appeared the following:
Name Competent Identity Date

Evidence of and Place Issued
Mari Mario Passport 1/15/17/Manila
Jon Mario Passport 02/14/16/Manila
All personally known to me to be the same persons who executed the

foregoing instrument and acknowledged to me that the same is their
free and voluntary act and deed
This Deed consisting of 7 pages, including this page where this
acknowledgment is written, has been signed by the parties and by
their instrumental witnesses on the signature page and on left margins
of each and every page thereof, sealed with my notarial seal, and
relates to a sale of one (1) parcel of land covered by TCT No. 5432 and
registered with the Register of Deeds of Lipa.
WITNESS MY HAND AND SEAL this 21st day of March, 2019.
NOTARY PUBLIC
Doc. No. 6;
Page No. 7;
Book No. 3;
Series of 2019.
5
ANOTHER FORM OF ACKNOWLEDGEMENT IN A TAGALOG OF
MORE THAN ONE (1) PERSON REGARDING EXTRAJUDICIAL
SETTLEMENT
REPUBLIKA NG PILIPINAS
Probinsiya ng Batangas)
Lalawigan ng Lipa) S.S.
PAGKILALA
SA HARAP KO, Notario Publiko, lumapit at nagpakilala na taglay
ang kanilang sapat na katibayang patunay na pagkakakilanlan
(Competent evidence of identity) sina:
PANGALAN NUMERO NG PETSA AT LUGAR

KATIBAYAN NG ISYU
Mari Mario PRC ID 1/15/17/Manila
Jon Mario Passport 2/15/17/Manila
At pinatunayan nila sa akin na ang naunang kasulatan ay Malaya

at kusang loob nilang isinagawa.
Ang kasulatang ito ay may 8 pahina kasama ang pahinang ito na

nagtataglay ng aking patunay ay tungkol sa paghahating labas sa
hukuman (Extrajudicial Settlement) ng dalawang (2) lagay na lupang
naiwan ng yumaong si Ben Mario na nasa Lalawigan ng Lipa.
SAKSI ANG AKING LAGDA AT TATAK ngayong ika-12 ng Pebrero,

2019.
NOTARIO PUBLIKO
Kas Blg. 8;
Pahina Blg. 8;
Aklat Blg. 8;
Serye ng 2019
6
FORM OF JURAT
PROVINCE OF TARLAC) S.S.
CITY/MUNICIPALITY OF CAMILING)
SUBSCRIBED AND SWORN to before me this 19 th day of March,

in the City/Municipality of Camiling by Fumi Yam identified through his
PRC ID no. 1234 issued on Manila City at 31st of January 2016.
NOTARY PUBLIC
Commission Serial No.123
Roll of Attorney 5678
I.B.P. No. 234/01/15/17/Quezon City
P.T.R No. 567/02/01/16/Manila City
Doc. No. 5;
Page No. 5;
Book No. 5;
Series of 2019.
7
ANOTHER FORM OF JURAT
PROVINCE OF Laguna) S.S.
CITY/MUNICIPALITY OF Nagcarlan)
SUBSCRIBED AND SWORN to before me this 19 th day of April

2019, at Nagcarlan, Laguna. Affiant exhibited to me his Passport no.
5679 issued on 25th of July 2015
NOTARY PUBLIC
Doc. No. 5;
Page No. 5;
Book No. 5;
Series of 2019.
8
ANOTHER FORM OF JURAT IN TAGALOG
LUMAGDA AT SUMUMPA SA AKING HARAP, ngayong ika-22 ng

Hunyo 2019 sa Bayan/Siyudad ng Manila si Leon Ramos, may taglay
na katibayang patunay na pagkakakilanlang PRC identity No. 78910
petsa at lugar ng isyu (date and place issued) 02/15/18 (Manila).
NOTARIO PUBLIKO
Kas Blg. 2;
Pahina Blg. 3;
Aklat Blg. 6;
Serye ng 2019.
9
JURAT FOR BLIND AFFIANT – ILLITERATE WITH WITNESSES
SUBSCRIBED AND SWORN to before me on 14 th day of January,

2019 the same having been in my presence read to the affiant Jennifer
Ty, she being blind, and she appearing to me to understand the same,
and having made her mark in my presence and in the presence of the
3 persons who subscribed their names as witnesses to this affidavit.
NOTARY PUBLIC
Doc. No. 5;
Page No. 5;
Book No. 5;
Series of 2019.
10
JURAT FOR ILLITERATE AFFIANT - WITH WITNESSES
SUBSCRIBED AND SWORN to before me on 15 th day of January,

2019 the same having been in my presence read to the affiant, she
being unable to read or write, and she appearing to fully understand
the same, and having made her mark in my presence and in the
presence of the 3 persons who subscribed their names as witnesses to
this affidavit.
NOTARY PUBLIC
Doc. No. 5;
Page No. 5;
Book No. 5;
Series of 2019.
11
PREPARED BY: SIMBAHON, AILAMAE D.
SALE OF PERSONAL PROPERTY – GENERAL FORM
REPUBLIC OF THE PHILIPPINES)

CITY OF MAKATI ) S.S.
SALE OF PERSONAL PROPERTY
KNOW ALL MEN BY THESE PRESENTS:
I, MARTIN A. KING, of legal age, residing at #23

Sampaguita St. Guadalupe Viejo, Makati City for and
consideration of the sum of FIFTY THOUSAND PESOS
(P50,000.00), Philippine currency, to me paid by NESTOR C.
ACUPAN, also of legal age and residing at #6A Barlin St.
Comembo, Makati City, receipts whereof is hereby
acknowledged, do hereby SELL and CONVEY unto the said
NESTOR C. ACUPAN, his heirs and assigns, the following
described personal property:
One (1) Powergen Diesel Generator SFD4000 Black
I further covenant with the said NESTOR C. ACUPAN, that I own,

and I have the right to sell and transfer the title and ownership of the
above-described property, and I will defend the same against the
claims of any and all persons whatsoever.
IN WITNESS WHEREOF, the parties hereunto affixed their

signature this 20th day of March 2019, at Makati City, Philippines.
MARTIN A. KING
Vendor
Signed in the presence of:
CHRISTY E. CRUZ LINDA B. ALORAN
[ACKNOWLEDGMENT]
12
DEED OF SALE OF MOTOR VEHICLE – UNILATERAL FORM

CITY OF QUEZON ) S.S.
DEED OF SALE
I, CARLOS A. PELAYO am the absolute owner of a motor vehicle

covered by Certificate of Registration No.1301-0000000024156 issued
by the Land Transportation Office at Aurora Boulevard, Quezon City
which is particularly described as follows:
Make : HONDA
Type : SUV
Model : CIVIC
Engine No. : D4FAAU909580
Chassis No. : JT152EEA100302159
Plate No. : BED 2516
For and in consideration of Three Hundred Thousand Pesos

(P300,000.00) receipt whereof is hereby acknowledged in full to my
satisfaction, I have sold, transferred and conveyed and by these
presents hereby sell, transfer and convey unto ARMANDO F. VIADOY
his/her heirs, successors and assigns the above described motor
vehicle free from all liens and encumbrances.

signature this 20th day of March 2019, at Quezon City, Philippines.
CARLOS A. PELAYO
WITNESSES:
TERESA C. PEREZ MALU B. DORERO
[ACKNOWLEDGMENT]
13
SALE OF PERSONAL PROPERTY WITH MORTGAGE

CITY OF PASAY ) S.S.
SALE OF PERSONAL PROPERTY IN INSTALLMENT, WITH

MORTGAGE
This AGREEMENT made and executed in Pasay City this 21 st day

of March 2019, by and between NINA T. GERMAR, of legal age,
married, residing at #35 Herrera St. Brgy. 183, Pasay City, hereinafter
called the VENDOR – MORTGAGEE,
and
MARICRIS C. CHEN, of legal age, married, residing at #115D

Santiago St. Brgy. 115, Pasay City, hereinafter called the VENDEE-
MORTGAGOR.
WITNESSETH THAT:
1. That the VENDOR – MORTGAGEE is the absolute owner of

a certain personal property, particularly described as follows, to wit:
Make : TOYOTA
Type : SEDAN
Model : COROLLA
Engine No. : E8HCCU812326
Chassis No. : RC021IAS112542352
Plate No. : CEF 3596
2. That for and in consideration of the sum of TWO HUNDRED

THOUSAND PESOS, the VENDOR – MORTGAGEE hereby sells the above
described property to the VENDEE – MORTGAGOR, under the following
terms and conditions:
(a) The sum of ONE HUNDRED THOUSAND PESOS shall be

paid in cash upon the signing of this agreement, and the balance of
ONE HUNDRED THOUSAND PESOS shall be payable in two equal
monthly installments until the full purchase price has been paid.
(b) Said monthly installments shall be paid as follows, to wit:
P50,000.00 on April 20,2019;
P50,000.00 on May 20, 2019
(c) Any monthly installment due and unpaid shall bear interest
at the rate of 12% per annum, computed from the date of default until
paid;
14
(d) Pending the payment of the full purchase price, the above-
described property, located in #35 Herrera St. Brgy. 183, Pasay City
and now in the actual possession of the VENDEE – MORTGAGEE, is
hereby conveyed to the VENDOR – MORTGAGOR by way of chattel
mortgage as security for the payment of the unpaid balance, under the
express understanding that if the said VENDEE – MORTGAGEE, his
heirs or assigns shall well and truly perform the obligation herein
above stipulated, then this mortgage shall become null and void;
otherwise it shall remain in full force and effect and shall be
enforceable in accordance with the provisions of the Chattel Mortgage
Law in connection with Art. 1484 of the new Civil Code;

signature this 20th day of March 2019, at Pasay City, Philippines.
[AFFIFAVIT OF GOOD FAITH]
MARICRIS C. CHEN NINA T. GERMAR
WITNESSES:
CLEO A. VENTURA MARICEL T. EDUARTE
[ACKNOWLEDGMENT]
15
PURCHASE ORDER
BUYER’S PURCHASE ORDER
No. : 2019-068
Date : 20 March 2019
To: HIGH TECH CORP.

12F Pacific Star Building, 1226 Sen Gil Puyat Avenue
Makati, Metro Manila
Please furnish us the following goods:
Unit
No. of Units Goods Total
Price
100 APPLE IPAD CASING – WHITE 500.00 50,000.00
50 SAMSUNG GALAXY TAB 10.1” 200.00 10,000.00
CASING - BLACK
TOTAL 60,000.00
Shipment by: HIGH TECH CORP.
Delivery date: 03 April 2019
Invoicing instructions: Please make invoice to MERIDIAN CORP.
Mail invoice to us at: [email protected]
Confirmation must be returned to us on or before March 25, 2019.
Additional terms on reverse side hereof are applicable to this

order.
This order is accepted and confirmed.
MERIDIAN CORP. HIGH TECH CORP.
By: By:
BENJAMIN T. CUA ALLAN T. MAGBOO

Purchasing Officer 03/20/19 Sales Agent 03/22/19
16
SALES CONTRACT THRU QUOTATION
BLOOMS CORPORATION
4F Rufino Pacific Tower, 6784 Ayala Avenue, Makati City
For: MGC Corporation Reference No. 19-0034

Address: 18F Ortigas Tower Date: 20 March 2019
Mandaluyong City
Tel.: (02) 812 4323 Fax: (02) 812 4320
Attention: ALEX E. REYES

General Manager
Dear Sir:
We have the pleasure of submitting the following quotation for

your kind consideration and approval.
ITEM NO. DESCRIPTIO QTY UNIT PRICE TOTAL

N
E25 Eremus 50 P500.00 P25,000.00
G06 Gardenia 50 1,000.00 50,000.00
D01 Daffodil 100 1,000.00 100,000.00
TOTAL P175,000.00
1. TERMS OF PAYMENTS – [CHECK NO. 11221]
All check payments shall pass for clearing.
Should this proposal meet with your approval, please sign on

the CONFORME space below and return or fax to (02) 775
8802.
This quotation serves as a contract of sale between us.
Thank you for the opportunity to service your

requirements.
Very truly yours,
YOLLY B. CEPEDA
Manager
CONFORME:
JUDD T. ARENAS
17
CONTRACT FOR SALE BY EXCHANGE OF LETTERS
ELY TECHNOLOGIES CORP

th
4 Floor W Tower Mother Ignacia, Quezon City
20 March 2019
To: LINTAS CORP.

23rd Floor Corporate Center
Salcedo Village, Makati City
I hereby offer to sell to you 2 units of Intel Xeon Server and

Desktop Workstation at a total price of Six Hundred Thousand Pesos
(P600,000.00).
The goods are to be delivered at 23 rd Floor Corporate Center

Salcedo Village, Makati City, as and when required, between 21 st
March 2019 and 04 April 2019, in quantities of not less than or more
than two (2) after seven working days’ notice in writing to be given to
the SELLER. Payment in cash for the Six Hundred Thousand Pesos is to
be made on the 7th day from the date hereof.
MARJORIE V. CANO
Sales Manager
LINTAS CORP.
rd
23 Floor Corporate Center Salcedo Village, Makati City
22 March 2019
To: ELY TECHNOLOGIES CORP

4th Floor W Tower Mother Ignacia, Quezon City
I hereby accept your offer dated 20 March 2019 for 2 units of

Intel Xeon Server and Desktop Workstation.
LIZA T. YLAGAN
Manager
18
SALE OF GOODS WITH SEVERAL CONDITIONS
CONTRACT FOR SALE OF GOODS
ARIBA CORP. with address at 35th Floor PBCOM Tower Ayala

Avenue, Makati City, agrees to sell and PRIMA ENTERPRISES CORP.
with address at 36 Kamagong St. Tandang Sora, Quezon City, agrees
to buy ten (10) tons of gravel at Thirty Five Thousand Pesos
(P35,000.00) per ton to be delivered by ARIBA CORP. to PRIMA
ENTERPRISES CORP. at 36 Kamagong St. Tandang Sora, Quezon City
on or before 30 April 2019. In consideration of the promises and of the
mutual benefits to each party, it is further agreed as follows:
1. DESCRIPTION – The goods subject of this sale and which

the seller shall deliver to the buyer, and for which the BUYER shall
pay, shall conform to the following specifications:
¾” crushed gravel
maximum size: 20mm
quality assurance: fully complies with ASTM
C33, including Grading #6
2. WARRANTY – The SELLER warrants that the goods shall

meet the specifications described herein. The foregoing warranty is
exclusive, and is in lieu of all other warranties, whether written, oral or
implied, including the warranty of merchantability and the warranty of
fitness for a particular purpose.
3. DELIVERY - Delivery shall be on or before 30 April 2019
and shall be to BUYER at the SELLER’s place of business. SELLER
agrees to furnish the facilities and, at his cost, to load the goods on
trucks furnished by the BUYER.
4. PACKAGING – BUYER shall give the SELLER instructions for
the packaging of the goods not less than four hours prior to the date of
delivery and the reasonable cost of such packaging shall be charged to
the BUYER.
5. TITLE - Title shall remain with the SELLER until delivery
and actual receipt thereof by the BUYER.
6. RISK OF LOSS – Identification shall take place on the
packaging of the goods, and the risk of loss shall pass on such
identification.
7. PRICE AND TIME OF PAYMENT – The price of the goods
shall be Thirty Five Thousand Pesos (P35,000.00) per ton, and shall be
paid at the time of delivery and at the place of delivery in bank draft or
cashier’s check or certified check.
8. INSPECTION – Inspection shall be made by the BUYER at
the time and place of delivery.
9. CLAIMS – BUYER’s failure to give notice of any claim within
seven days from the date of delivery shall constitute an unqualified
acceptance of the goods and a waiver by the BUYER of all claims with
respect thereto.
10. REMEDIES – BUYER’s exclusive remedy and SELLER’s limit
of liability for any and all losses or damages resulting from defective
goods or from any other cause shall be for the purchase price of the
particular delivery with respect to which losses or damages are
claimed, plus any transportation charges actually paid by the BUYER.
11. ASSIGNMENT AND DELEGATION – BUYER may not assign
its right or delegate its performance hereunder without the prior
19
written consent of the SELLER, and any attempted assignment or
delegation without such consent shall be void.
12. INTEGRATION OF CONTRACT – This document constitutes
the full understanding of the parties, and no terms, conditions,
understandings or agreement purporting to modify or vary the terms
of this document shall be binding unless hereafter made in writing and
signed by the parties.
Executed this 20th day of March 2019 at Quezon City.
FELIPE V. TAÑAMOR BERNARD T. GAN

Sales Manager Operations Manager
WITNESSES:
JOY T. CALMA ROBERT A. MONTEMAYOR
[ACKNOWLEDGMENT]
20
BILL OF SALE OF GOODS – SHORT FORM

CITY OF MANDALUYONG ) S.S.
BILL OF SALE
MICHELLE A. MONTEFALCO of #32 St Thomas St. Betterliving
Subdivision, Parañaque City, in consideration of Thirty Thousand Pesos
(P30,000.00) paid and delivered by ALAIN T. ALCANTARA of #125
Rose St. Brgy 43, Mandaluyong City, the receipt of which is hereby
acknowledged by the SELLER to have been received in full, the latter
does hereby sell, assign, convey, transfer and deliver to ALAIN T.
ALCANTARA at #125 Rose St. Brgy 43, Mandaluyong City the following
goods:
Livestock Species: Cattle

No. of Head: 10
Sex: 3 males, 7 females
Total Weight: 17,000
Color: Brown Spotted
To Have and To Hold the same unto the said BUYER and
the heirs, executors, administrators, successors and assigns of the
BUYER forever.
WITNESS MY HAND this 20 th day of March, 2019 at
Mandaluyong City.
I hereby acknowledge receipt of the foregoing goods at the
place above-written all in good condition
MICHELLE A. MONTEFALCO ALAIN T. ALCANTARA
WITNESSES:
EDRIAN T. GOMEZ ERLIN C. GUZMAN
[ACKNOWLEDGMENT]
21
BILL OF SALE WITH WARRANTY OF TITLE

CITY OF PASIG ) S.S.
BILL OF SALE OF GOODS
EVERROME B. MIJARES of #14D Camachile St. Caniogan, Pasig

City, in consideration of Eighty Thousand Pesos (P80,000.00) paid by
JESS T. ESPARCIA of #88 Patag St., Rosario, Pasig City, the receipt of
which is hereby fully acknowledged by the SELLER from the BUYER,
the SELLER sold and delivered, and by these presents does hereby sell
and deliver, unto JESS T. ESPARCIA all of the following described
properties in 88 Patag St., Rosario, Pasig City on 20 th April 2019, to
wit:
(2) Xerox Model No. 5636, Serial Nos. 146236 and 241563
And the SELLER does hereby bind himself forever to defend the
title to the aforesaid properties unto the said BUYER, his/her heirs,
assigns and representatives against the lawful claim or claims of any
and all persons whomsoever.
EXECUTED this 20th day of March 2019 at Pasig City, Philippines.
WITNESSES AT REQUEST OF GRANTOR:
JESS T. ESPARCIA EVERROME B. MIJARES
WITNESSES:
GENEBETH T. PASCUAL CHERRY V. AMOR
[ACKNOWLEDGMENT]
22
BULK SALE OF BUSINESS

CITY OF TAGUIG ) S.S.
CONTRACT OF SALE OF BUSINESS
This AGREEMENT made and executed on this 20 th day of March,

2019 at Taguig City, by and between
ANA LOURDES A. ORTEGA, of legal age, residing at #36

Malunggay St. Bambang, Taguig City, hereinafter referred to as the
SELLER
-and-
MARLENE C. LEGAZPI, of legal age, residing at #145 Anonuevo

St. Tuktukan, Taguig City, hereinafter referred to as the BUYER
WITNESSETH THAT:
WHEREAS, SELLER desires to sell to BUYER, and BUYER desires

to purchase from seller that certain restaurant business of SELLER
operated under the name of FOODIE EXPRESS together with the
inventory and stock in trade as of the date of possession, the fixtures
and equipment listed on Exhibit “A” attached hereto, and by this
reference incorporated in this agreement, the right to use of the name
FOODIE EXPRESS, the goodwill, on the terms and conditions and for
the price hereinafter provided.
NOW, THEREFORE, IT IS MUTUALLY AGREED AS FOLLOWS:
1. SELLER hereby assigns, transfers and sells to BUYER, and

BUYER hereby purchases from SELLER, that certain restaurant
business operated by SELLER under the name of FOODIE EXPRESS,
together with the inventory and stock in trade as of the date of
possession, the fixtures and equipment listed on Exhibit “A” attached,
the name FOODIE EXPRESS, and the goodwill, with respect to the
business, located at #10 Santol St. Wawa, Taguig City.
There is excluded from the sale all cash on hand and
Accounts Receivable with respect to the business.
2. The purchase price is as follows:
(a) Fixtures and equipment listed on Exhibit
“A”………………………………………………..P230,000.00
(b) Goodwill, franchises and name…….P240,000.00
(c) Inventory………………………………………P30,000.00
Total……………………………………………..P500,000.00
3. It is contemplated that possession of the property sold

under this agreement will be given to BUYER on April 30, 201, at which
time the full purchase price referred to in Paragraph 2 will be paid by
the BUYER to the SELLER.
4. SELLER agrees that it will not engage in any competitive
business as an owner, employee, or partner for a period of one year
23
within the Philippines. For the purposes of this agreement, a business
is competitive if it is conducted for the purpose of selling signature and
exclusive meals of FOODIE EXPRESS or related merchandise to the
retail or wholesale trade. SELLER further agrees not to induce, solicit
or encourage customers of the business being sold to do business with
any other entity or person than BUYER.
5. Risk of loss or damage by fire or other causes to the
physical property or assets to be transferred under this agreement is
in SELLER until transfer of possession. Title to the property sold passes
to BUYER upon transfer of possession. After the transfer of possession,
BUYER bears all risk of loss with respect to the property.
6. SELLER agrees to pay all claims and indebtedness for bills
or liabilities of any nature whatsoever incurred or owing by
reason of SELLER’s operating and conducting the business before
transfer of possession. SELLER agrees to hold BUYER free and
harmless from bills, claims, demands, indebtedness, liability and
taxes, and any other claims of any nature whatsoever incurred or
arising out of or by reason of the conduct and operation of the
business by SELLER. SELLER agrees to deliver title to the property free
and clear of all claims, demands, encumbrances and liens. SELLER
warrants that BUYER will have title free, clear and marketable with
respect to the assets sold under this agreement.
7. SELLER shall pay all wages due to employees up to and
including the date of transfer of possession. BUYER is under no
obligation to retain or keep in BUYER’s employ the employees of
SELLER. If BUYER determines not to retain an employee of SELLER,
SELLER agrees to hold BUYER free and harmless from any claim or
demand of that employee.
8. SELLER shall pay to LINDA G CASTILLO the sum of Twenty
Five Thousand Pesos (P25,000.00) for the organization’s brokerage
commission in selling the business.
9. SELLER agrees to hold BUYER harmless from claims arising
from guarantees or warranties of SELLER and agrees to investigate
each claim made and to satisfy the claimant. BUYER upon receiving a
claim shall immediately notify SELLER of the claim and SELLER shall
have a reasonable time in which to investigate it and satisfy the
claimant. If the claimant is not satisfied and bring suit upon the claim,
SELLER shall defend against the claim at its own cost.
signature this 20th day of March 2019, at Taguig City, Philippines.
MARLENE C. LEGAZPI ANA LOURDES A. ORTEGA
WITNESSES:
MHARNA G. MORENO RUBY S. ABANES
[ACKNOWLEDGMENT]
24
SALE OF HARVEST
REPUBLIC OF THE PHILIPPINES )

PROVINCE OF PANGASINAN )S.S.
MUNICIPALITY OF TAYUG )
AGREEMENT

2019 at Pasay City, by and between
CHRISTINE E. CATAAG, of legal age, residing at #03 Maulan St.

Libertad, Tayug, Pangasinan hereinafter referred to as the SELLER;
-and-
JAMES T. DIAZ, of legal age, residing at #46 San Jose St.

Guadalupe Viejo, Makati City, hereinafter referred to as the BUYER;
WITNESSETH THAT:
1. FOR AND IN CONSIDERATION of Two Hundred Thousand

Pesos (P200,000.00), receipt of which is hereby acknowledged, the
SELLER has sold, transferred and conveyed and by these presents
hereby sells, transfers and conveys unto the BUYER, all his standing
crops to be produced from the land of the SELLER situated at #11
Mangaoang, Lawak, Tayug, Pangasinan and covered by Certificate of
Title No. 645126 of the Register of Deeds of Tayug, Pangasinan. The
SELLER hereby warrants that the said crops are free from any lien and
encumbrances.
2. The SELLER shall bear all expenses for the conservation,
protection, care, safekeeping and insurance of the standing crops
herein sold, while growing under the supervision of the BUYER, and
who shall be obliged to immediately harvest the same at the proper
time.
3. The SELLER shall not be liable for any loss of the crop due
to fortuitous event such as but not limited to fire, rain, locusts, and/or
other accident including strikes, war, rebellion, and the likes
circumstances. In case such situation arises, the loss should be borne
and assumed by the BUYER.

signature this 20th day of March 2019, at Pasay City, Philippines.
CHRISTINE E. CATAAG JAMES T. DIAZ
SIGNED IN THE PRESENCE OF:
RODOLFO T. CANO ROSANA Q. REYES
[ACKNOWLEDGMENT]
25
SALE OF REAL ESTATE PROPERTY – GRANT OF OPTION TO BUY
IN LETTER FORM
March 20, 2019
ERLANDO C. HERNANDEZ
37 Luna St. Lower Bicutan, Taguig City
Re: OPTION TO BUY
Dear Mr. Hernandez:
This is to acknowledge receipt from you option money in the

sum of One Hundred Thousand Pesos (P100,000.00), for and in
consideration for my granting you the exclusive option to buy my
property located at 38 Luna St. Lower Bicutan, Taguig City, covered by
OCT24632 issued by the Register of Deeds of Taguig City.
The conditions of this option are as follows:
1. This exclusive option to buy, granted herein to you, is valid
only for an unextendible period of three (3) months from date hereof
within which you may exercise your right to buy my property.
2. Your failure to exercise your option shall immediately
cancel your option to buy my said property and shall have no further
force and effect, and the amount you paid for my granting you this
option shall not be returned to you anymore.
3. It is understood that should you however elect to or
exercise your option to buy my property, the option money you have
paid me will not be part of the purchase price to be paid upon
execution of the Deed of Sale the draft of which is hereto attached as
Annex “A” hereof.
Should you agree with the foregoing, including the conditions
embodied in the draft of the Deed of Sale, Annex “A” hereof, kindly
sign your conformity on the space provided for below.
Sincerely,
JOVENCER T. RES
Conforme:
ERLANDO C. HERNANDEZ
26
SALE OF REAL ESTATE PROPERTY – GRANT OF OPTION TO BUY
WITH EARNEST MONEY IN LETTER FORM
March 20, 2019
FELIX V. GAPUZAN
26 Araneta St. Salitran I, Dasmarinas City
Re: Your Offer with Earnest Money
Dear Mr. Rivera,
This is to acknowledge receipt today of your earnest money in

the sum of Two Hundred Thousand Pesos (Php200,000.00) for the
purchase of my property located at #14 Langkaan St. Brgy. Sambong,
Tagaytay City and covered by OCT987155 issued by the Register of
Deeds of Tagaytay City, which you have already examined and
investigated to be in order.
I am enclosing herewith as Annex “A” of this letter a draft of the
Deed of Sale the conditions of which we have previously discussed and
agreed.
It is understood that within sixty days from today we shall
execute the necessary Deed of Sale with your earnest money forming
part of the purchase price. However, if within said period you fail or
refuse to buy my said property, the earnest money you remitted shall
ipso facto be considered forfeited in my favor.
Kindly sign your conformity on the space provided for below
Sincerely,
FELIX V. GAPUZAN
CONFORME:
RENEBOY C. RIVERA
Date Signed: March 25, 2019
27
DEED OF SALE OF UNREGISTERED LAND ILLUSTRATED IN SEC.
127, ACT 496, WITHOUT WARRANTY
DEED OF SALE OF UNREGISTERED LAND WITHOUT WARRANTY
I, VIRGIE A. YCONG, of #26 Enrile St. Bagasbas, Daet in the

Province of Camarines Norte, in the Philippines, in consideration of
Fifty Thousand Pesos (P50,000.00), to me paid by LUISA G. PAZ of #3
Caguioa St. Pamorangon, Daet, in the Province of Camarines Norte, in
the Philippines, do hereby sell and convey to the said LUISA G. PAZ
his/her heirs and assigns that parcel of land, together with all the
buildings and improvements thereon, situated in the municipality of
Daet and Province of Camarines Norte, in the Philippines, bounded and
described as follows:
“A parcel of residential land situated in Brgy. Dogongan, Daet,
Camarines Norte; bounded on the North by #2341; East by # 2688;
South by #2689; West by #2689, containing an area of SEVENTY
SQUARE METERS (70 sq.m.) more or less, bearing the latest Tax
Declaration ARP No. 19-12003-00782 declared in the name of VIRGIE
A. YCONG.”
signature this 20th day of March 2019, at Daet, Camarines Norte,
Philippines.
MILDRED L. GANA EDNA S. MESTIOLA
[ACKNOWLEDGMENT]
28
DEED OF SALE OF UNREGISTERED LAND ILLUSTRATED IN SEC.
127, ACT 496, WITH WARRANTY
DEED OF SALE OF UNREGISTERED LAND WITH WARRANTY
I, MATTHEW T. OQUINDO, of #22 Mapinid St. Cabugao, Siruma

in the Province of Camarines Sur, in the Philippines, in consideration of
One Hundred Fifty Thousand Pesos, to me paid by CHRISTOPHER Z.
ABELINDE of #25 Marina St. Binaliw, Calabanga, in the Province of
Camarines Sur, in the Philippines, do hereby sell and convey to the
said CHRISTOPHER Z. ABELINDE, his/her heirs and assigns that parcel
of land, together with all the buildings and improvements thereon,
situated in the municipality of Siruma, and Province of Camarines Sur,
in the Philippines, bounded and described as follows: residential land
situated in Brgy. Pinitan, Siruma, Camarines Sur; bounded on the
North by #6512; East by # 6523; South by #6863; West by #6524,
containing an area of TWO HUNDRED SQUARE METERS (200 sq.m.);
and the said MATTHEW T. OQUINDO does hereby covenant and agree
with the said CHRISTOPHER Z. ABELINDE that he/she is lawfully seized
in fee of said premises, that they are free from all encumbrances, that
he/she is a perfect right to convey the same, and that he will warrant
and forever defend the same unto the said CHRISTOPHER Z.
ABELINDE, his/her heirs and assigns, against the lawful claims of all
persons whomsoever.

signature this 20th day of March 2019, at Siruma, Camarines Sur,
Philippines.
RENEGIE B. HILOT CZARINA G. SEVILLA
[ACKNOWLEDGMENT]
29
PREPARED BY: TAN, GIAN MIGUEL A.
CONTRACT TO BUY AND SELL CONDOMINIUM UNIT

METRO MANILA) S.S.
CITY OF MAKATI)
CONTRACT TO BUY AND SELL
KNOWN ALL MEN BY THESE PRESENTS:
This Contract to Buy and Sell made and entered into this 3 rd day
of January, 2019 at Makati City, Philippines, by and between:
Fiancheto Realty, a corporation duly organized and existing

under and by virtue of Philippine laws, with principal office address at
Fiancheto Towers, Ermita, Manila. Represented herein by its Corporate
Sales Vice-President Priscila Javier (hereinafter, the “SELLER”);
— And —
Noel Salumbides, of legal age, single, residing at No. 1, Yellow

Tail Way, Balara, Quezon City (Hereinafter, called the “BUYER”);
WITNESSETH THAT:
WHEREAS, SELLER is setting up a multi-cluster residential

condominium the development of which is on No. 15, Makati Avenue,
Makati City, hereinafter called (the “Land”) covered by TCT No.
1234567 issued by the Registry of Deeds for Makati;
WHEREAS, in accordance with Republic Act No. 4726, otherwise

known as the “Condominium Act”, SELLER shall execute a Master Deed
and Restrictions governing the Project (hereinafter, the “Master
Deed”), which shall be recorded in the Registry of Deeds for Makati
and annotated in the certificate of title covering the Land;
WHEREAS, BUYER has examined the proposed plans and

specifications of the Project and desires to purchase certain
condominium unit/s and/or parking slot/s in the Project;
NOW, THEREFORE, for and in consideration of the foregoing

premises and the payment of the purchase price herein below
specified, BUYER hereby offers to purchase from SELLER, and SELLER
hereby accepts such offer to purchase, the condominium unit/s and/or
parking slot/s hereinafter designated, subject to the terms and
conditions hereinafter set forth:
1. THE PROPERTY SUBJECT OF THIS CONTRACT
30
(a) The condominium unit/s and/or parking slot/s subject of this
Contract to Buy and Sell (hereinafter, “this Contract”) is/are more
particularly described as follows:
PHASE : 15
CLUSTER : 2
UNIT : 1
FLOOR : 15
APPROXIMATE FLOOR AREA : 62 square meters
PARKING : Basement 2B
(Hereinafter, the “Subject Property”)
(b) Subject Property is being sold at the lump sum purchase

price hereunder stipulated. Thus, any discrepancy between the area of
the property actually delivered and the area indicated in this Contract
or in SELLER’s brochures and/or price lists for the Project shall not
serve to increase or decrease the lump sum purchase price hereinafter
stipulated. The purchase price is established principally on a per unit
basis and not on the basis of unit measurement or dimension.
(c) Subject Property shall be delivered unfurnished. The

appliances and furniture and other details indicated in the
plans/brochures are for illustration purposes only and are not included
in the sale.
(d) At the request of BUYER, SELLER may, but is not obliged to

introduce modifications to the plans and specifications of Subject
Property, provided that: such modifications shall not violate any of the
restrictions of the Master Deed nor alter the general concept and
scheme of the Project, nor substantially interfere with or diminish the
practical enjoyment and use by the other condominium unit owners of
their respective condominium units or the common areas. BUYER shall
pay for any additional costs that may be incurred by SELLER in the
implementation of such modifications. The period for completion and
deliver of Subject Property shall be accordingly extended by such
period of time as may be necessary to implement such modifications.
BUYER hereby consents to any modifications to the plans and
specifications of the common areas and the other condominium units
that SELLER may introduce upon the request of the other buyers.
2. PURCHASE PRICE AND TERMS OF PAYMENT
(a) The lump sum purchase price (the “Purchase Price”) of

Subject Property is Five Million Pesos (P5, 000,000.00) in Philippine
Currency, and shall be payable as follows:
1. 20% of total purchase price as down payment or One Million

Pesos (P1, 000,000.00);
2. The remaining Four Million Pesos (P4, 000,000.00) to be payable
in increments of twelve (12) months at a fixed interest rate of
5% per annum.
(b) Notwithstanding the payment terms stated in the preceding

paragraph, any unpaid portion of the Purchase Price, including
penalties and interests that may have accrued thereon, if any, shall
become due and payable to SELLER within thirty (30) days from
31
receipt by BUYER of SELLER’s Notice of Turn-Over of the Subject
Property.
(c) SELLER shall require BUYER to issue and deliver to SELLER

promissory notes or postdated checks to cover any unpaid portion of
the Purchase Price. SELLER is hereby empowered by BUYER to assign
BUYER’s promissory notes or postdated checks in favor of any banking
institution, and BUYER hereby consents and warrants to execute all
acts and deeds as may be necessary to effect and implement said
assignment.
(d) Should BUYER choose to pay the Purchase Price through a

loan, BUYER shall apply for and secure a loan with a financing
institution acceptable to the SELLER, BUYER shall submit, or cause to
be submitted, to SELLER a Letter of Guaranty or its equivalent issued
by said financing institution evidencing approval of his loan. BUYER
hereby irrevocably and unconditionally assigns to SELLER the entire
proceeds of the said loan. Such irrevocable and unconditional
assignment shall constitute the SELLER’s absolute authority to receive,
and the financial institution’s authority to release and remit to SELLER,
the entire proceeds of the said loan.
(d.1) BUYER shall immediately comply with all the requirements

of the financing institution to ensure the prompt release of the loan
proceeds to SELLER.
(d.2) Upon receipt by SELLER of the Letter of Guaranty (or its

equivalent) mentioned above, and subject to the requirement that the
appropriate Register of Deeds has already issued the
condominium certificates of title covering the condominium unit and
parking slots in the Project, SELLER shall, within a reasonable time,
transmit, or cause to be transmitted, to the said financing institution
the Condominium Certificate of Title (CCT) covering the Subject
Property already under the BUYER’S name.
(d.3) In case the amount of the loan obtained by the BUYER is

less than the Purchase Price, the difference shall be paid by the
BUYER to SELLER immediately upon receipt by BUYER of the demand
by SELLER to pay such difference.
(d.4) Should the proceeds of the loan obtained by the BUYER not
be remitted to SELLER within the period stated in the Letter of
Guaranty (or its equivalent), SELLER may, at its option, cancel this
Contract without need of any legal or judicial action in accordance with
the provisions of this Contract on cancellation and/or
termination. Without prejudice to the remedies of cancellation/
termination, SELLER may at its option charge BUYER a penalty of ten
percent (10%) on any unpaid amount for every month of delay in (i)
the submission of the Letter of Guaranty (or its equivalent) or (ii)
the release of BUYER’s loan proceeds. For purposes of this penalty, a
fraction of a month shall be considered as one (1) month.
(e) Notwithstanding the schedule of payments abovementioned

and BUYER’s initial payments in accordance with said schedule, BUYER
may, upon written conformity of SELLER, choose to pay the Purchase
Price or any balance due thereon through a loan with a financing
institution acceptable to the SELLER. In such an event, the provisions
of this Contract on loans [under paragraph (d) and its subparagraphs
above] shall be applicable with equal force as if BUYER has initially
32
decided to pay the Purchase Price through such loan, provided,
however, that BUYER shall still comply with the original schedule of
payments until actual remittance and receipt by SELLER of BUYER’s
loan proceeds.
(f) At any time during the effectivity of this Contract, and while
there exists any unpaid portion of the Purchase Price, the SELLER may,
at its option, require the BUYER to procure a life insurance policy from
an insurance company acceptable to the SELLER which must comply
with all the following conditions:
(f.1) The value of the policy should at least be equal to the

unpaid portion of the Purchase Price at the time it is procured by the
BUYER;
(f.2) The SELLER shall be designated as the irrevocable

beneficiary under the life insurance policy to the extent of the value of
the unpaid portion of the Purchase Price; and
(f.3) The policy shall be effective as long as there is any unpaid

portion of the Purchase Price.
The BUYER shall be exclusively responsible for the payment of all

premiums and other amounts or costs due on or required to maintain
such life insurance policy. Failure of the BUYER to secure and maintain
such policy when required by the SELLER shall be an event of default
and entitle the SELLER to exercise its options on termination and
cancellation of this Contract as provided below.
(g) All payments under this Contract, including penalties or

incidental charges, shall be made on or before their respective due
dates without the necessity of demand or legal or judicial action.
Failure to make any such payment on time shall entitle SELLER to
charge interest thereon, by way of penalty at ten percent (10%) per
month, with a fraction of a month counted as one month, without
prejudice to other remedies available to SELLER under this Contract or
under the law.
(h) Unless otherwise notified by SELLER in writing, all payments

by the BUYER shall be by crossed check payable to and shall be made
at the SELLER’s principal office at Fiancheto Towers, Ermita, Manila.
Payments made to sales agents or real estate brokers shall not
produce the effect of payment unless the SELLER, through its duly
authorized officer or cashier, has issued a written receipt therefor in
the name of the SELLER.
(i) BUYER agrees that SELLER has the exclusive option to apply
BUYER’s payments under this Contract to BUYER’s obligations in the
following order: (1) penalty; (2) interest; (3) SELLER’s Advances (as
hereinafter defined) for taxes, association dues, etc.; and (4) principal
of whatever obligation is due.
3. TITLE AND OWNERSHIP OF SUBJECT PROPERTY
(a) Subject to the provisions in paragraph 2(d) and its

subparagraphs above, the title of and ownership to the Subject
Property shall remain with SELLER for the duration of this Contract.
The SELLER shall execute a Deed of Absolute Sale conveying unto
33
BUYER all its title, rights and interest in Subject Property only after all
of the following shall have been fully accomplished:
(1) Full payment by BUYER of the Purchase Price and all

interest and penalties, if any, which may have accrued thereon;
(2) Performance by BUYER of all his other obligations

under this Contract, including reimbursement to the SELLER of all
amounts advanced by it; and
(3) Issuance and release by the appropriate Register of

Deeds of the condominium certificates of title covering the
condominium unit and parking slots in the Project.
(b) SELLER shall prepare and furnish BUYER with the Deed of
Absolute Sale covering the Subject Property for BUYER’s signature.
BUYER undertakes to return to SELLER the fully signed and executed
Deed of Absolute Sale within thirty (30) days from receipt thereof. In
case BUYER fails, for whatever reason, to comply with this provision,
SELLER may, at its option, rescind this Contract and apply the
provisions on forfeiture of BUYER’s payments in case of termination
and cancellation.
(c) The title, right and interest that will be conveyed unto BUYER
over Subject Property shall be subject to the provisions of the
Condominium Act, the Master of Deed, other easements of records,
Articles of Incorporation and By-Laws of, and rules, regulations,
policies and guidelines that may be adopted by, the Condominium
Corporation, zoning regulations or such other restrictions on the use of
the Subject Property or Project as may be imposed by governmental
and other authorities having jurisdiction thereon, and BUYER hereby
agrees to be bound thereby.
(d) The use of Subject Property shall be governed by the Master

Deed, which shall be annotated on the condominium certificate/s of
the title covering Subject Property and shall be treated as an
encumbrance thereto.
(e) The creditable withholding tax on the sale of Subject

Property to BUYER shall be for the account of SELLER. The
documentary stamp tax, business tax, registration fee, assurance
fund, transfer tax and all other taxes, fees and expenses which are
now or may hereinafter be imposed or incurred in connection with the
sale of Subject Property to BUYER, the execution and registration of
the Deed of Absolute Sale with the appropriate Registry of Deeds, and
the transfer in favor of BUYER of the corresponding condominium
certificate/s of title covering Subject Property, and any increase in the
rates prevailing as of the date of this Contract of all taxes, fees and
expenses, whether specified to be for the account of BUYER or for the
account of SELLER under this contract or under the law (including
value added tax), shall be for the account of BUYER.
4. DELIVERY SCHEDULE
The Subject Property shall be ready for delivery to BUYER not

later than March 3, 2019, subject to a grace period of one (1) year,
barring delays due to fire, earthquakes, acts of God, war, civil
disturbances, strikes or other labor disturbances, government and
economic controls making it, among others, impossible or difficult to
34
obtain the necessary materials, permits and licenses, acts of third
persons, including any legal or judicial actions initiated by third
persons or any other cause or condition beyond the control of SELLER.
Upon the occurrence of any of the aforementioned events, the delivery
of the Subject Property shall be deemed extended accordingly without
liability on the part of SELLER. The foregoing notwithstanding, SELLER
reserves the right to withdraw from this Contract and refund the
BUYER under this Contract if for any reason not attributable to SELLER
or any event beyond its control, such as but not limited to fire, storms,
floods, earthquakes, rebellion, insurrection, wars, coup d’ etat or civil
disturbances, the Project may not be completed or it can only be
completed at a financial loss to SELLER. In any event, all structures so
far constructed on the Project shall remain the property of SELLER.
5. DELIVERY AND OCCUPANCY
(a) Upon completion of the Subject Property, SELLER shall send

to BUYER by personal delivery, facsimile, and/or registered mail a
written notification (“Notice of Turn-Over”) informing the latter that
the Subject Property is ready for turn-over and inviting BUYER to
inspect the Subject Property. Upon acceptance by BUYER of Subject
Property, all risk of loss or damage to Subject Property shall pertain
to, and all obligations, association dues, real property taxes and other
assessments accruing on Subject Property shall be for the account of
the BUYER. However, should BUYER fail to make arrangements with
SELLER for the inspection of Subject Property within the period stated
in the Notice of Turn-Over, or fail to be present on the date and time
of a previously scheduled inspection, or unjustifiably refuse to accept
Subject Property, the delivery to BUYER of the Notice of Turn-Over
through any of the aforementioned means shall constitute constructive
delivery of Subject Property to BUYER, and BUYER shall be deemed to
have constructively accepted the physical possession, occupancy and
beneficial use of Subject Property for all intents and purposes.
(b) The delivery, whether actual or constructive, to and

acceptance by the BUYER of the Subject Property shall constitute full
and absolute acceptance by the BUYER of the Subject Property and
shall have the following effects:
(b.1) It shall be conclusive proof upon BUYER that all the terms,
conditions and specifications with respect to the Subject Property have
been complied with by SELLER to the entire satisfaction of the
BUYER;
(b.2) All risks of loss or damage to Subject Property shall pertain

to, and all obligations, association dues, real property taxes and other
assessments accruing on Subject Property shall be for the account of
BUYER;
(b.3) It shall operate to discharge and relieve the SELLER of any

and all obligations with respect to, and any real property tax,
association dues or assessments accruing on, Subject Property and
from any responsibility for any loss, damage or injury that may be
caused to Subject Property; and
(b.4) It shall bind the BUYER to immediately pay the full amount
of the Purchase Price without need of demand or court action.
35
(c) BUYER shall not enter or occupy the Subject Property without
the Notice of Turn-Over and a written authority issued by SELLER
through its duly authorized representative or officer. Likewise, before
entering and occupying the Subject Property, the BUYER shall issue to
the SELLER a signed Certificate of Completion and/or Certificate of
Acceptance for the Subject Property.
(d) The issuance and delivery by the BUYER of the signed

Certificate of Completion and/or Certificate of Acceptance shall
constitute and have the same effects as full and absolute acceptance
by the BUYER of the Subject Property as stated in paragraph (b)
above.
(e) The entry to and/or occupancy by the BUYER of the Subject

Property or any portion thereof without the written authority from the
SELLER and the signed Certificate of Completion and/or Certificate of
Acceptance shall be deemed and shall have the same effect as full and
absolute acceptance by the BUYER of the Subject Property in
accordance with paragraph (b) above.
6. CONDOMINIUM CORPORATION — SELLER is hereby

authorized and empowered to organize a Condominium Corporation
(the “Condominium Corporation”) for the purpose of holding title to
the common areas of the Project and managing the Project. All owners
of condominium units in the Project shall automatically become
members of the Condominium Corporation, to the exclusion of others.
BUYER shall be required to join and remain a member in good standing
of the Condominium Corporation which shall, moreover, have for its
purpose the promotion of the common benefit of all condominium unit
owners, protection of their mutual interests and assistance in their
community development.
All agreements lawfully entered into, and all rules and

determinations lawfully passed or made, by the Condominium
Corporation shall be binding on all condominium unit owners in the
Project.
7. PROPERTY TAXES, INSURANCE AND OTHER ASSESSMENTS
(a) Real estate taxes and other assessments that may be levied
on Subject Property for the year during which Subject Property is
delivered to BUYER shall be pro-rated between SELLER and BUYER
such that the latter will be liable only for all taxes and other
assessments accruing from the date of actual or constructive delivery
of Subject Property to BUYER up to the end of the year. Should BUYER
fail to pay the corresponding real estate taxes and assessments
pertaining to him, including such charges and penalties in case of
delinquency, SELLER may, at its option, advance the payment of the
same and any amount so advanced by SELLER shall be considered an
obligation due and demandable from BUYER.
(b) SELLER is hereby authorized by BUYER to procure such

insurance on the Project as SELLER may deem necessary for the first
year after completion of the Project. The premium on said insurance
shall be assessed pro-rata against all owners of condominium units in
the Project. BUYER shall be liable to pay his pro-rated share in said
insurance premiums or to reimburse SELLER for all amounts which
SELLER may have advanced in satisfaction of BUYER’s pro-rata share
in insurance premiums.
36
(c) SELLER is further authorized to advance the payment of
required utility deposits for Subject Property such as the MERALCO
service and meter deposit, and BUYER shall reimburse SELLER for all
amounts that the latter may have advanced in satisfaction of any
utility deposit for Subject Property.
(d) Any amounts advanced by the SELLER under this paragraph

or under any other paragraphs of this Contract shall be paid by the
BUYER immediately upon receipt of the bill thereof from the SELLER.
Failure to make any such payment on time shall entitle SELLER to
charge interest thereon, by way of penalty, at ten percent (10%) per
month, with a fraction of a month counted as one month, without
prejudice to other remedies available to SELLER under this Contract or
under the law.
8. DEFAULT
(a) Should BUYER be in default in the payment of any of BUYER’s

obligations under this Contract, such as but not limited to the Purchase
Price or any part thereof, penalty, interest, taxes, and assessments
accruing on Subject Property, or any other amounts advanced by the
SELLER, SELLER shall be entitled to exercise the following remedies
alternatively or cumulatively: (1)enforce the payment in full of
BUYER’s obligations under this Contract and charge a penalty of ten
percent (10%) per month from date of default until all of the accrued
and overdue obligations of BUYER are fully paid; and/or (2) rescind
and cancel this Contract without the necessity of judicial action, in
which case the BUYER shall be liable for liquidated damages as stated
below.
(b) In the event that SELLER elects to rescind and cancel this
Contract as provided above, this Contract, without any need to resort
to judicial action, shall be considered cancelled or rescinded fifteen
(15) days after service by SELLER upon BUYER, by personal delivery,
facsimile, and/or registered mail, of a notice of cancellation or
rescission. Upon cancellation or rescission, all payments made by
BUYER shall be forfeited in favor of the SELLER as liquidated damages,
and any improvements and/or construction on the Subject Property,
whether authorized or unauthorized by the SELLER, shall become the
property of SELLER, without any obligation on the part of the SELLER
to indemnify BUYER. The sending of such notice by registered mail to
BUYER’s address as specified in this Contract shall be deemed
sufficient service thereof for this purpose, whether or not such notice
was actually received by BUYER.
(c) In case of such cancellation or rescission of this Contract in

accordance with the immediately preceding paragraph, BUYER shall no
longer be allowed to occupy and remain in possession of the Subject
Property and shall immediately vacate the same without need of notice
or demand. Should BUYER fail to immediately vacate and turnover
possession of the Subject Property to the SELLER, SELLER is hereby
constituted and appointed as BUYER’s attorney-in-fact with the
following powers:
(i) open, enter, padlock, secure, enclose or fence Subject

Property and discontinue or cause the discontinuance of the supply of
public utilities and services to Subject Property, or otherwise take full
and complete physical possession and control of Subject Property;
37
(ii) assume ownership and take full control and possession
of all alteration, additions, improvements or installments placed in or
on Subject Property which cannot be removed without defacing or
injuring the premises of Subject Property or any common area;
(iii) take an inventory of and place in storage at BUYER’s

cost, the equipment, furniture, articles or merchandise found or
located in the premises which may be removed therefrom without
defacing or injuring any portion of Subject Property or any common
area. In the event that BUYER fails to liquidate all unpaid liabilities to
SELLER and remove at BUYER’s expense said equipment, furniture,
articles or merchandise within thirty (30) days from the time SELLER
takes possession of the premises, SELLER shall dispose of said
properties in a public sale and apply the proceeds thereof to the
payment of BUYER’s liabilities including expenses incurred by SELLER
in connection with the storage and sale of such properties, without
prejudice to the right of SELLER to collect any deficiency;
(iv) collect from BUYER any deficiency after proceeds from

the sale of said equipment, furniture, articles or merchandise have
been applied to the payment of BUYER’s liabilities.
The appointment of SELLER as attorney-in-fact of BUYER shall be

deemed coupled with interest and shall be irrevocable for as long as
any obligation of BUYER to SELLER remains unpaid.
Should BUYER or any of his privies or successors-in-interest,

after such rescission or cancellation, continue to be in possession of
Subject Property, such person shall become a mere intruder or in
unlawful detainer of the same, without any further right, title, interest
or claims of any kind or character to Subject Property and the
improvements, if any.
(d) Should either party be constrained to seek relief in court for

the enforcement of this Contract, either to protect its rights or to seek
redress for its grievances under this Contract, the losing party shall
pay to the other (i) by way of attorney’s fees, a sum of at least One
Hundred Fifty Thousand Pesos (P150, 000.00) if the case is filed in the
Municipal or City Court, Two Hundred Fifty Thousand Pesos (P250,
000.00) if the case is filed or elevated to the Regional Trial Court, and
Three Hundred Thousand Pesos (P350, 000.00) if the case is filed or
elevated to the Court of Appeals or the Supreme Court and (ii) the
costs and expenses of litigation and any damages to which the winning
litigant may be entitled under the law. Nothing in this paragraph shall
prejudice the right of SELLER to rescind the Contract or consider the
same automatically cancelled as provided for in this Section.
9. ASSIGNMENT
(a) By mere notice to BUYER and without necessity of securing

BUYER’s consent, SELLER shall have the right to sell, assign, or
transfer to one or more purchasers, assignees, or transferees,
absolutely or unconditionally, its rights ad interest under this Contract,
the promissory notes of postdated checks with may have been issued
pursuant hereto, and/or Subject Property, provided, that such
purchaser, assignee or transferee expressly binds himself to honor the
terms and conditions of this Contract with respect to the rights of
BUYER herein.
38
(b) On the other hand, BUYER cannot assign or transfer his
rights under this Contract and to Subject Property without the express
written consent of SELLER or its assigns, which consent shall not,
however, be unreasonably withheld. BUYER further undertakes not to
advertise Subject Property for purposes of effecting an assignment. In
the event that SELLER consents to an assignment, BUYER shall be
liable to pay to SELLER an assignment fee in the amount of One
Hundred Fifty Thousand Pesos (P150, 000.00) for each assignment
made. In no case shall BUYER be allowed to assign Subject Property
unless (i) BUYER upgrades his payments to correspond to the standard
payment terms of 10% down payment as of the date of this Contract
with the balance payable in twenty-four (24) equal monthly
installments commencing not later than one (1) month from date of
this Contract; and (ii) the standard payment terms are adopted by
BUYER’s assignee.
10. TERMINATION AND CANCELLATION
(a) This Contract may be terminated or cancelled by SELLER

without need of any legal or judicial action in any of the following
cases:
(a.1) Non-compliance with or violation and breach of the terms

and conditions of this Contract or any other similar act by BUYER;
(a.2) Any act of fraud and/or misrepresentation by BUYER in

connection with the Contract, including, but not limited to, obtaining
the consent of SELLER to enter into this Contract;
(a.3) Disapproval, in whole or in part, of the loan application of

BUYER as mentioned above, unless a separate financing agreement
acceptable to SELLER is secured by BUYER;
(a.4) Any act or cause not attributable to SELLER which

prevents the payment to SELLER of the full amount of the Purchase
Price, or any portion thereof, within the time and period specified.
(b) Upon occurrence of any of the above events, the BUYER shall
be in default under this Contract and the SELLER may terminate or
cancel this Contract in accordance with the procedure for the
rescission or cancellation stated in paragraph 8 and its subparagraphs.
Said termination or cancellation shall likewise produce the same
effects and liabilities on the part of the BUYER as those stated in
paragraph 8 and its sub paragraphs.
11. EXTRAORDINARY INFLATION AND DEVALUATION
(a) In case extraordinary inflation should supervene during the

effectivity of the Contract, the value of the currency at the time of the
execution of this Contract shall be the basis of payment of the
Purchase Price. For the purpose of this Contract, it is agreed that
“extraordinary inflation” shall occur when the inflation rate reaches the
level of fifteen (15%) percent as reflected in the NEDA official report.
In such event, any unpaid balance of the Purchase Price shall be
adjusted monthly using as basis the inflation rate and the value of the
currency at the time of execution of this Contract.
39
(b) On the other hand, in case extraordinary depreciation or
devaluation of the currency should supervene during the effectivity of
this Contract, the value of the currency at the time of the execution of
this Contract shall likewise be the basis of payment of the Purchase
Price. For purposes of this Contract, it is agreed that the term
“extraordinary depreciation or devaluation” shall mean the diminution
to the extent of ten percent (10%) in the exchange rate of the
Philippine Currency vis-a-vis the US Dollar prevailing at the close of
trading hours on the date of this Contract as reflected in the records of
the Bangko Sentral ng Pilipinas. In such event, any unpaid balance of
the Purchase Price shall be adjusted monthly using as basis the value
of the currency and exchange rate at the time of execution of this
Contract.
12. OTHER PROVISIONS
(a) This Contract shall not be considered as changed, modified or

altered by acts of tolerance on the part of SELLER unless such
changes, modification or alteration are in writing and signed by both
parties.
(b) This Contract states the entire agreement between the

parties, and SELLER is not and shall not be bound by any stipulations,
representations, agreements, or promises, oral or otherwise, not
contained in this Contract.
(c) Should any party seek relief in court for the enforcement of
this Contract or any of the documents hereto attached, the parties
hereby agree to submit to the jurisdiction of the proper court of Makati
City and hereby waive any other jurisdiction or venue.
(d) SELLER reserved the right, at any time before the

construction of the Project is completed, to make any alterations and
additions to, or omissions hall in no way affect or void this Contract
nor shall SELLER be held accountable for any delay in the release of
the condominium certificates of title as a consequence thereof. The
difference in cost thereby occasioned shall be added to or deducted
from the Purchase Price of Subject Property, as the case may be,
pursuant to a fair and reasonable valuation.
(e) Prior to the conduct of any fit-out, renovation or finishing

works on Subject Property, a cash deposit in the amount of at least
One Hundred Thousand Pesos (P100, 000.00) shall be required from
BUYER before BUYER or the contractor hired by BUYER will be allowed
to begin fit-out, renovation or finishing works. The cash deposit shall
answer and stand as security for the immediate repair of any damage
which may have been caused to any part of the Project or injury to
any person, without prejudice to BUYER’s liability for a greater amount
should the amount of damage or injury exceed the amount of the cash
deposit. The cash deposit shall be returned to BUYER or the latter’s
contractor without interest after completion of the fit-out, renovation
or finishing works, less any deductions which may have been applied
to the repair of any damage or injury.
(f) The breach of BUYER of any of the conditions of this Contract

shall have the same effect and consequences as the non-payment of
installments as stated in Section 8 hereof unless otherwise specified.
40
(g) If there are two or more buyers under this Contract, the
obligations mentioned herein are deemed contracted by BUYERS
jointly and severally.
(h) All notices and correspondence of any nature sent to BUYER

at the latter’s address specified herein shall bind BUYER unless prior
written notice of change of address is received by SELLER.
(i) Should any part of this Contract be declared null and void by
the courts, the nullity thereof shall not affect the rest of the provisions
of this Contract which shall remain valid and binding.
IN WITNESS WHEREOF, the parties have hereunto signed this

Contract to Buy and Sell on the date and at the place first above
written.
Fiancheto Realty Noel Salumbides

(SELLER) (BUYER)
By:
Priscila Javier
Coleen Rivera Lannie De Castro
[ACKNOWLEDGMENT]
41
MASTER DEED (CONDOMINIUM)

METRO MANILA) S.S.
CITY OF MAKATI)
MASTER DEED
This AGREEMENT, made and entered into this 3rd day of January
2019 at Makati City, Philippines, by and between:
Fiancheto Realty a corporation organized and existing

under and by virtue of the laws of the Philippines, with office address
at Fiancheto Towers, Ermita, Manila, represented by its Corporate
Sales Vice-President Priscila Javier, hereinafter referred to as the
“GRANTOR”; and Noel Salubmides hereinafter called the GRANTEE.
WITNESSETH THAT:
1. GRANTOR owns a parcel of land with improvements therein

situated at No. 15, Makati Avenue, Makati City, covered by Transfer
Certificate of Title No. 1234567 issued by the Register of Deeds of
Makati City, and more particularly described as follows:
Bound to the North by Ayala Towers, Bound to the East by SMDC

Residences, Bound to the West by Robinson’s Residences, bound to
the South by Makati Avenue.
2. GRANTOR has constructed on said parcel of land a

condominium project known as the Su Casa, [“the project”] according
to the plans attached and made part hereof as Annex “A” and which
were approved by the Engineer’s Office of Makati City, on January 3,
2016.
3. “The project” has 20 floors including the ground floor. Each of

the floors has ten (10) individual residential units with separate
entrance and exit to common areas and facilities in “the project”. All
units are for sale and each owner shall have, not only a particular and
exclusive property right thereto, but also an individual interest in the
general and/or restricted common area and facilities of “the project”,
42
as listed hereinafter in this Deed, all of which are in accordance with
Republic Act No. 4726, otherwise known as the “CONDOMINIUM ACT.”
4. Each “UNIT” has Sixty Two (62) square meters constituting

general and/or restricted common areas and facilities.
5. Each floor consists of ten (10) units which are numbered

consecutively from one to ten. The numbers will be preceded by the
number of the floor where such units is located.
a. The units are more particularly described in the attached

plan indicating the shape and the corresponding measurement of its
width and length which plan is attached hereto and made part hereof
as Annex “B”. The corridor of the respective floors is accessible to the
main entrance. All unit have the following:
A living room of Twenty (20) square meters;
A dining room of Ten (10) square meters;
A kitchen of Ten (10) square meters;
One/Two/Three bedrooms of Ten (10) square meter each;
Two bathrooms of Five (5) square meters.
A servant’s quarter of Five (5) square meters;
b. The following are the common areas and facilities:
The parcel of land described in paragraph 1 of this Deed;
Parking facilities consisting of Eight Hundred (800) square

meters as shown in the plan attached hereto and made part hereof
as Annex “C”;
c. Each floor as shown in the plan attached hereto and

made part hereof as Annex “D” shows the common areas and facilities
not restricted and limited to the exclusive use and enjoyment of the
owners and guests of each unit in the respective floor:
i. The lobby which gives access to the elevators and

the stairway;
ii. At the South end of each corridor there is a

janitor’s quarters;
iii. The Four (4) elevators;
iv. A stairway leading to all the floors up to the roof

which is Thirty Five (35) meters wide as shown in the attached plan
attached hereto and made part hereof as Annex “E”;
v. A Water Tank together with water pump located

on the roof of the project;
vi. Elevator room with the equipment located on the

roof of “the project”;
43
vii. Plumbing networks throughout the project;
viii. Necessary light, telephone, gas and water

connections and services.
6. Each owner of a unit in the general common area and facilities

listed herein shall share in the common expenses in the said general
common areas and facilities as well as the proportionate
representation for voting purposes in the meeting of the association of
owners of the Su Casa based on the proportionate value of each family
unit to the total values of all family units or 20%.
7. The administration of the Su Casa consisting of the project

and the parcel of land described in this Deed shall be in accordance
with the provisions of its Constitutions and By-Laws which are made
part of this Deed, and attached hereto and made part hereof as Annex
“F”.
A plan of apartment ownership is hereby constituted under and

subject to the provisions of Republic Act No. 4726 so that the family
units be conveyed and recorded as individual properties capable of
independent use, on account of each having its own exit to a common
area and facility of the project, each family unit owner having an
exclusive and particular right over his respective family unit and in
addition, the specified undivided interest in the common areas and
facilities.
8. For the purpose of recording fees, the value of the

Condominium is distributed as follows:
a. Parcel of land described in paragraph 1 Fifteen Million

Pesos (P15, 000,000.00)
b. The project described in paragraph 2 Forty Million Pesos

(P40, 000,000.00)
9. So long as the grantor owns one or more of the family units, it

shall be subject to the provisions of this Deed; the grantor covenants
to take no action which will adversely affect the rights of the
association with respect to assurances against latent defects in the
project and other rights assigned to the association by reason of the
establishment of the condominium.
10. The general and/or restricted common areas and facilities

shall remain undivided and no owner shall bring any action for
partition or division.
11. The percentage of the undivided interest in the general

and/or restricted common areas and facilities established herein shall
not be changed except with the unanimous consent of all the owners
expressed in the amendment to this Deed duly recorded.
12. The undivided interest in the general and/or restricted

common areas and facilities shall not be separated from the unit to
which is appertains and shall be deemed conveyed or encumbered with
the unit even though such interest is not expressly mentioned or
described in the conveyance or other instrument.
44
13. Each owner shall comply with the provisions of this Deed,
the Constitution and By-Laws, decisions and resolutions of the
association of owners or its representative, as lawfully amended from
time to time, and failure to comply with any such provisions, decisions,
or resolutions, shall be grounds for an action to recover sums due, for
damages, or for injunctive relief.
14. The dedication of the property to the plan of apartment

ownership herein shall not be revoked, or the property removed from
the plan of apartment ownership, or any of the provisions herein
amended, unless all the owners and the mortgagee of all the
mortgages covering units unanimously agree to such revocation or
amendment, or removal of the property from the plan by duly
recorded instructions.
15. No owner of a family unit may exempt himself from liability

for his contribution towards the common expenses by waiver of the
use or enjoyment of any of the general and/or restricted common
areas and facilities or by the abandonment of his family unit.
16. All present or future owners, tenants, or any other person

that might use the facilities of the project in any manner, are subject
to the provisions of this Deed and that the mere acquisition or rental of
any of the family units of the project or the mere act of occupancy of
any of said units shall signify that the provisions of this Deed are
accepted ratified.
17. In voluntary conveyance of a family unit, the grantee of the

unit shall be jointly and severally liable with the grantor for all unpaid
assessments by association against the latter for his share of common
expenses up to the time of the grant or conveyance.
18. The owner of the unit shall automatically, upon becoming the
owner of the unit, be a member of the association and shall remain a
member of said association until such time that his ownership ceases
for any reason, at which time his membership in said association shall
automatically cease.
19. The units shall be occupied and used by the respective

owners only as private dwelling for the owner, his family, tenants and
social guests and for no other purpose.
20. If the property subject to the plan of apartment ownership is

totally or substantially damaged or destroyed, the repairs,
reconstruction or disposition of the property, shall be as provided by
an agreement approved by majority of the votes at a duly called
meeting of the association of owners.
21. Assessments by the association for corresponding

contributions of each unit shall constitute as lien on the said unit.
22. The entire project shall be insured by the association of

owners of units against fire and the insurance premiums for such
blanket insurance shall be common expenses to be paid by monthly
assessments levied by the association of owners. The owners of unit
each may obtain separate individual unit insurance.
23. The corporation, registered owner of the condominium,

hereby gives its consent to the registration of this Deed and it shall be
45
a condition, before any interests in any unit or in the condominium can
be mortgaged or given in security, that the holder of the lien or
encumbrance shall give its consent to the registration of the deed.
IN WITNESS WHEREOF, etc.
WITNESSES:
[ACKNOWLEDGMENT]
DETAILED FORM — MASTER DEED WITH DEED OF

RESTRICTIONS
MASTER DEED with DECLARATION OF RESTRICTIONS
of
Su Casa
This Master Deed with Declaration of Restrictions executed this

rd
3 day of January, 2019 at Makati City, Philippines by:

under and by virtue of the laws of the Republic of the Philippines, with
office and business address at the Fiancheto Towers, Ermita, Manila,
represented herein by its Corporate Sales Vice-President Priscila Javier
and hereinafter referred to as the “DECLARANT.”
WITNESSETH THAT:
WHEREAS, the DECLARANT is the registered owner of Su Casa,

located in No. 15, Makati Avenue, Makati City, and covered by Transfer
Certificate of Title Nos. 1234567 (the “Property”). Copies of the
Certificate of Titles Nos. 1234567 are hereby attached as Annexes “A,”
“A-1,” and “A-2”;
WHEREAS, the DECLARANT will construct in the portion of the

three (3) parcels of land consisting of an area of One Thousand
(1,000) square meters, a mixed residential/commercial condominium
project to be known as Su Casa (“the Project”), in accordance with
Republic Act No. 4726, as amended, otherwise known as “The
Condominium Act”;
WHEREAS, in order to preserve and enhance the value, design,

and quality of the Project, the DECLARANT desires to impose upon the
Project certain mutually beneficial restrictions, which shall constitute a
lien upon each condominium unit, all areas appurtenant thereto, and
upon the Project as a whole, which restrictions shall inure to and bind
46
all parties owning or holding any right or interest in the Project as well
as their successors-in-interest;
Now, therefore, for and in consideration of the foregoing

premises, the DECLARANT hereby constitutes the Su Casa
condominium project on the land in accordance with Republic Act No.
4726, as amended, otherwise known as ”The Condominium Act.”
PART I
THE MASTER DEED
Section 1. Name of Project — The Project shall be known as

the Su Casa condominium project.
Section 2. Description of Project — The Project will be

constructed on a One Thousand (1,000) square meter portion of land
located along No. 15, Makati Avenue, Makati City, Philippines. The
Project, as proposed, is a residential and commercial condominium
building consisting of Twenty (20) levels of residential units, and
resting on a one-level basement and a common ground floor. The
Project shall form part of the Su Casa residential and commercial
development which shall consist of mixed-use residential and
commercial/retail condominium buildings.
A copy of the location map and site development plan of the

Project i hereto attached as Annex “B.” The Project will be constructed
in accordance with the plans and specifications hereto attached as
Annex “C.”
Section 3. The Condominium Units. — The Project shall have

a total of Two Hundred (200) residential condominium units and
commercial/ retail condominium units.
A. Residential Units. The residential condominium units

shall occupy the 2nd to 20th floors of the Project.
Horizontally, each residential unit shall consist of the area

measured from the top of the concrete floor to the underside of the
concrete ceiling up to the point of intersection with the horizontal
boundaries of the unit.
Vertically, each residential unit shall consist of the area

measure from the top of the concrete floor to the underside of the
concrete ceiling up to the point of intersection with the horizontal
boundaries of the unit.
B. Commercial Units. The commercial units will be built at

the ground floor of the Project.
Horizontally, the commercial unit shall consist of the area

measured: (1) from the exterior surface of the windows or masonry
wall; and/or (2) from the center line of the interior wall and/or door
separating the commercial unit from a common area.
Vertically, the commercial unit shall consist of area

measured from the top of the concrete floor of the ground level to the
underside of the concrete ceiling of the 1 st floor, up to the point of
intersection with the horizontal boundaries of the commercial unit.
47
Section 4. The Parking Areas. — The parking facility of the
Project shall have a total of One Hundred (100) parking slots.
The parking slots assigned to each unit, if any, shall be

appurtenant thereto. The parking slots shall be used for the parking of
motor vehicles. The kind, make, or number of vehicles which may be
allowed in the Project’s parking facility at any one time and traffic
patterns to be observed by the unit owners in entering or leaving the
Project shall be regulated by the Condominium Corporation (as
hereinafter defined). The DECLARANT may, at its opinion, retain
ownership of certain parking slots in the Project which shall be
operated as a parking facility for use at cost by the general public as
the DECLARANT may decide.
Section 5. The Common Areas. — The common areas of the

Project (the “Common Areas”) shall consist of the land, building, and
all other areas in the Project other than the residential units,
commercial units, and parking slots. The Common Areas shall either
be unlimited or limited. Unlimited Common Areas are Common Areas
for the common use or benefit of all condominium units in the Project.
Limited Common Areas are common areas assigned to one or more
unit but less than all units in the Project for their exclusive use benefit.
A. Unlimited Common Areas are Common Areas for the use or

benefit of all condominium units in the Project. These include:
1) The land encompassed within the Project, including its

perimeter walls, if any;
2) All road, walkways, and alleys found within the Project;
3) All lawns, landscaped gardens, and ornamental features

within the Project;
4) All driveways and ramps in the parking facility of the

Project;
5) All amenities of the Project located at the 2nd floor;

such as, but not limited to the swimming pool, children’s pool, outdoor
shower, changing rooms, and landscape gardens and the laundromat
located at the 1st level basement;
6) All foundations, footings, columns, girders, beams,

load-bearing walls, masonry walls, supports, concrete floor slabs,
concrete ceilings and other common structural elements in the
common basement parking facility;
7) All stairways, staircases, corridors, fire exits, and other

passages servicing the entire Project;
8) The lobby;
9) All equipment servicing all units in the Project, such as

the sewage holding tank, water and fire tank, pump room, generator
set room, garbage room, mechanical room, and storage area;
10) All utility installations and all other equipment which

are for the common use of all the units in the Project, such as
48
power, light, telephone, drainage, and water (includingall pipes, coils,
ducts, vents, wires, hoses, cables, conduits, valves, and outlets
designed and intended for common use in connection thereto),
whether located in the Common Areas or in the units, including the
transformer vault, metering area, fan rooms, refuse room, pump
room, fire water tank, and sewage facility;
11) All other apparatuses, equipment, installations, and

facilities not mentioned herein but existing on the Project for common
use and convenient to the existence, maintenance, or safety of the
Project; and
12) All other property rights herein granted in favor of or

for the benefit of the Project under the Master Deed with Declaration
of Restrictions and such property rights as may hereafter be granted
to, acquired, or vested in the Condominium Corporation, such as but
not limited to easements and other property rights.
‘
B. The Limited Common Areas are lift lobbies, electrical rooms,
sanitary/water rooms, mechanical rooms, and hallways for the
exclusive use or benefit of each floor in the Project. Where an entire
floor, however, constitutes one unit, the lift lobby, electrical room,
mechanical room and hallways located on said floor shall be
considered as forming part of such unit.
The Condominium Corporation may from time to time classify as

Limited Common Areas any portion of available and unutilized
Unlimited Common Areas to be devoted to the exclusive use and
enjoyment of particular units, subject to such special assessments or
fees as may be reasonable imposed against said units by the
Condominium Coloration. The Condominium Corporation may
subsequently cancel, amend, or revive any such classification of the
Unlimited Common Areas into Limited Common Areas as may have
been affected by it pursuant to this paragraph.
Section 6. Property Rights of Unit Owners. — Upon full

payment of the purchase price of a unit, the purchaser of said unit
shall acquire title to and ownership of the unit, subject to the terms
and conditions of the instrument conveying such unit from the
DECLARANT to such purchaser and to the terms and condition of any
subsequent conveyance under which the purchaser takes title to the
unit, and subject further to this Master Deed with the Declaration of
Restrictions of Su Casa. All unsold units and parking slots and all units
and parking slots not yet fully paid for shall pertain to and be owned
exclusively by the DECLARANT in accordance with their respective
shares in the Project and may be disposed of, leased, or used by
DECLARANT in a manner each deems best.
A unit owner shall acquire an undivided interest in and the non-

exclusive right to utilize the Unlimited Common Areas and the right to
the exclusive use or benefit, alone or with other unit owners similarly
situated, of the Limited Common Areas assigned to them, subject to
reasonable rules and regulations as may be promulgated by the
Condominium Corporation from time to time. The appurtenant interest
and obligation of each unit owner in the Common Areas and in the
Condominium Corporation shall be determined as follows:
Percentage of Interest Floor Area of Unit Owned
49
in the Condominium = -
————————————————-
Corporation/ Project Total Floor Area of all Units in
the Project
A table reflecting the percentage of participation of the

condominium units in the Project is attached as Annex “D” hereof.
Prior to the completion of the entire Project, however, the

appurtenant interest and obligation of each unit owner in the Common
Areas and in the Condominium Corporation shall be determined using
the following formula:
Percentage of Interest Floor Area of Unit Owned

in the Condominium =
————————————————-
Corporation/ Project Total Floor Area of all Units in
the Completed Clusters
The Condominium Corporation shall have the exclusive authority

to determine the prevailing percentage of participation of the
condominium units in the Project or in the completed portions thereof
using the formulas stated above, which determination shall be final
and binding on all persons having an interest in any part of the
Project.
Any provisions of this Master Deed with Declaration of

Restrictions to the contrary notwithstanding, the commercial units in
the Project shall have the option to use only those common areas
which are essential or indispensable to the peaceful use and
enjoyment of said units taking into consideration the purpose to which
said units will be exclusively devoted, subject to payment of
reasonable assessments for common area charges mentioned in
Section 4D, Part II of this Master Deed with Declaration of Restrictions.
Section 7. The Condominium Corporation — The

DECLARANT shall form and organized a condominium corporation,
subject to the control and/or regulation of the Su Casa Association,
Inc. or such other name, as it shall ultimately be designated for the
maintenance of common areas such as roads, sewage treatment plant,
utilities, etc., pursuant to the provisions of the Condominium Act, for
the purpose of holding title to the Common Areas and of managing the
Project, and for such other purposes as may be necessary, incidental,
or convenient to the accomplishment of said purposes.
A. Powers and Management Body
The powers of the Condominium Corporation shall be such

as may be provided by pertinent laws, this Master Deed with
Declaration of Restrictions, its Articles of Incorporation, and By-Laws,
and shall include, but shall not be limited to, the following:
1) Enforce the provisions of this Master Deed with

Declaration of Restrictions, pass such Project Rules (as hereinafter
defined) not contrary to this Master Deed with Declaration of
Restrictions, on the use, occupancy, and enjoyment of the units and
the Common Areas;
50
2) Levy and collect such dues, special assessments, and
similar fees from the owners or their successors-in-interest to be used
for the management, maintenance, improvement, or insurance of
the Project;
3) Enter into contracts on behalf of the unit owned,

whenever warranted regarding the management, maintenance,
improvement, or insurance of any part of the Project; and
4) Acquire and hold, for the benefit of the unit owners,

tangible and intangible properties and dispose of or encumber the
same by sale, mortgage, lease, or otherwise.
All powers of the Condominium Corporation shall be exercised by

a Board of Trustees, which shall be the management body of the
Condominium Corporation. The Board of Trustees shall consist of five
(5) members who will be elected at large by the members of the
Condominium Corporation. The Board of Trustees shall elect a
chairman from among themselves.
B. Term. The term of the Condominium Corporation shall be co-

terminus with the duration of the Project. Nevertheless, the
Condominium Corporation may be dissolved by the affirmative vote of
all the members thereof at a meeting duly called for the purpose in
accordance with the requirements of pertinent laws. In the event that
the Condominium Corporation is dissolved, the members thereof shall
become co-owners of the Common Areas, with equity interest thereto,
corresponding to their respective equity interest in the Condominium
Corporation.
C. Membership. All unit owners shall automatically become

members of the Condominium Corporation, to the exclusion of all
others. The term “unit owner” shall mean a person or entity who has
acquired title to or ownership of a unit, by purchase or by any other
lawful means, subject to the terms and conditions of the instrument
conveying such unit to said person or entity.
The equity of each member in the Condominium Corporation

shall be in proportion to the unit owner’s interest in the Project, which
shall be determined in accordance with the formulas set forth in
Section 66, Part I of this Master Deed with Declaration of Restrictions.
In case of co-owners, the co-owners shall designate one from among
themselves who shall become a member of the Condominium
Corporation.
Membership in the Condominium Corporation cannot be

assigned, encumbered, or transferred in any manners by a member
except as an appurtenance to his unit. Any member who ceases to
own a unit in the Project shall automatically cease to be a member of
the Condominium Corporation.
D. Voting Rights. Only unit owners shall have voting rights, in

proportion to their respective equity interest in the Condominium
Corporation, in any meeting of the Condominium Corporation where
voting is called for, subject to the requirements of pertinent laws.
PART II
DECLARATION OF RESTRICTIONS
51
The Project shall be held, conveyed, encumbered, leased, used,
occupied, maintained, and improved subject to the conditions,
limitations, restrictions, and covenants found in this Master Deed with
the Deed of Restrictions of Su Casa. Said limitations, restrictions,
covenants, and conditions shall be effective for the entire duration of
the Project and shall be binding upon all owners, occupants, and other
persons holding or acquiring any right, title or interest in the Project.
Section 1. Limitation on the Use of the Units and Common

Areas — No use or practice shall be permitted in any part of the
Project which may be the source of grave annoyance to occupants
therein or which may severely interfere with the peaceful possession
and proper use of the units in the Project by the occupants, except
when such use or practice is inherent in the very nature of a particular
unit or common area. The DECLARANT may, however, use any part of
the Project, except the sold units, in completing the construction of the
Project and in marketing any of the unsold units. Thus, the
DECLARANT shall be authorized to maintain a sales office in the
Project, conduct project tours for the benefit of prospective buyers, or
display marketing signs in the Project.
A. No immoral, improper offensive, or unlawful use shall be

made on or in any part of the Project.
B. All parts of the Project shall be kept in a pleasant and sanitary

condition. No clothes or laundry items shall be hung or dried by the
doors, windows, porch, or terrace as will expose them to public view.
No rubbish, refuse, or garbage shall be allowed to accumulate or
anything which constitutes a fire hazard be allowed to exist in any part
of the Project.
C. No curtains, drapes, or blinds that can be seen from outside

the building shall be in any other colors, except for beige and white, to
maintain the uniformity in the appearance of the building facade.
D. No construction or installation of any structure or facility

within the Project shall be done which will impair the structural
strength and safety of the Project or change the appearance of any
exterior portion thereof, and in all cases, only upon securing a prior
written approval of the architectural and engineering plans from the
Condominium Corporation.
E. There shall be no obstruction of the Common Areas intended

for ingress, egress, or access to any part of the Project in violation of
the construction and design guidelines of the DECLARANT.
F. Nothing shall be stored in the Common Areas, except in those

areas intended for storage, without the previous written consent of the
Condominium Corporation.
G. No residential unit shall be used to conduct any commercial

activity therein.
H. No residential unit may be divided or subdivided into smaller

units nor any portion thereof sold or otherwise transferred. Residential
units may, however, be combined to form a larger unit.
52
I. Nothing shall be done or kept in any unit or in the Common
Areas which will increase the rate of insurance of the Project, or any
part thereof, without the prior written consent of the Condominium
Corporation, which consent it may, in its absolute discretion, withhold.
Any such increase in insurance premiums shall be charged to the
owner responsible. No owner shall permit anything to be done or kept
in his unit or in the Common Areas which will result in the cancellation
of insurance on any of the Project or any part thereof, or which would
be in violation of law.
J. No sign of any kind shall be displayed to the public view in or

from any unit or any other portion of the project without the prior
written consent of the Condominium Corporation.
K. All unit owners and the Condominium Corporation shall

observe and comply with all the existing laws, ordinances, rules,
and/or regulations of the national and local governments as well as the
House Rules regarding the use and occupancy of the units and the
Project.
L. The Project shall form part of the Su Casa development, and

shall thus be subject to the covenants, conditions, and restrictions
contained in the Deed of Restrictions of The Vilage. The limitations,
restrictions, covenants, and conditions contained in the said Deed
Restrictions shall likewise be binding upon all owners, occupants, and
other persons holding or acquiring any right, title or interest in the
Project.
Section 2. Easements —
A. Each unit in the Project shall be subject to an easement for

the passage of water, sewerage, drainage, gas, electricity, garbage,
and other utilities and services in favor of the Condominium
Corporation as well as every other unit necessarily depending on said
easement for the extension of such utilities and service to the unit.
These easements shall be exercised in such manner as would least
interfere with the use and enjoyment of the servient units.
B. The Condominium Corporation, through its duly authorized

agents, shall have a right of access to each unit to inspect all pipes,
wires, ducts, cables, conduits, public utility lines, and other Common
Areas located within the units. To remove violations therefrom and to
maintain, repair, or replace such Common Areas. Such right of access
shall be exercised during reasonable hours and with as little
inconvenience to the occupant of the unit as possible, except in cases
of emergency, in which case the right of access shall be exercised at
any time.
Section 3. Maintenance, Repairs and Alterations. —
A. Designation of the DECLARANT as Property Manager. The

DECLARANT is hereby designated as the Property Manager of the
Project for a period of fifteen (15) consecutive years. In this
connection, the DECLARANT may designate any of its subsidiaries,
associates, and/or affiliates to act as a property manager for the
Project.
B. Sharing of Expenses.
53
1) Expenses for the maintenance, repair, improvement, or
reconstruction of any unit shall be borne by the owner of such unit.
Each unit owner shall be liable for all damages to the other units and
to the Common Areas resulting from his failure or refusal to effect
such maintenance and/or repairs and/or his conduct of such
improvements or reconstruction.
2) Expenses for the maintenance and repair of the

Unlimited Areas and Limited Common Areas shall be borne by all unit
owners in proportion to their respective equity interest in the Project
or in the completed portions of the Project, as the case may be, using
the formulas in Section 6, Part I of this Master Deed with Declaration
of Restrictions.
3) Capital expenditures or expenses for extraordinary

repairs, improvements, or reconstruction of the Unlimited Common
Areas shall be borne by all unit owners in proportion to their respective
equity interest in the Project or in the completed portions of the
Project, as the case may be, using the formulas in Section 6, Part I of
this Master Deed with Declaration of Restrictions.
4) Capital expenditures or expenses for extraordinary

repairs, improvement, or reconstruction of the Limited Common
Areas shall be borne by the unit owners entitled to the exclusive use
thereof. The concerned unit owners shall share in said expenses in
proportion to their respective equity interest in the Limited Common
Areas, as may be equitably determined by the Condominium
Corporation, which determination shall be final and binding on all
persons having an interest in the Limited Common Areas.
C. Construction and Maintenance Limitations. Any construction,

improvement, alteration, reconstruction, or similar work in the units or
any other part of the Project shall:
1) Be subject to and shall strictly comply with the

construction and design guidelines of the DECLARANT which should
incorporate the Construction Guidelines laid down in the Deed of
Restrictions of Su Casa as well as all subsequent rules and regulations
issued pursuant thereto;
2) In no case impair the structural integrity or strength

and safety of the Project or any easement in favor of another unit or a
common area;
3) Be based on such architectural and engineering plans

approved in writing by the Condominium Corporation;
4) Be effected only by such contractors or workers

approved by the Condominium Corporation.
Security services and housekeeping services, including janitorial,

pest control, and other services, to be rendered for the units and all
other areas in the Project shall be rendered only by such agencies or
contractors previously approved in writing by the Condominium
Corporation.
Section 4. Association Dues. —
54
A. Regular Assessment. The Condominium Corporation shall
periodically collect association dues from all owners of the units, in
such amount as is sufficient to cover the cost of maintenance, repair,
insurance, security, as well as real property taxes accruing on the
Unlimited Common Areas and Limited Common Areas, and all other
reasonable expenses, incurred solely for the benefit of said areas,
subject to the provision on Sharing of Expenses in Part II, Section 3B,
paragraphs 1 to 4.
B. Special Assignments. All or some of the unit owners may be

subjected to a special assessment for legitimate expenditures,
including the following:
1) Any deficiency in the regular assessment specified in

the preceding Section 4A;
2) Non-common expenses, including unpaid utility bills,

taxes, and the cost of maintenance and repair of any unit if such
maintenance or repair is, in the judgment of the Condominium
Corporation, necessary to safeguard the value of the floors, Common
Areas, or any other portion of the Project, and the owner of said unit
fails or refuses to perform such maintenance or repair on such unit
within the time fixed in the written notice of the Condominium
Corporation;
3) Capital expenditures on the Unlimited Common Areas

and Limited Common Areas, subject to the provision on Sharing of
Expenses in Part II, Section 3B, paragraphs 1 to 4, which shall include
the cost of extraordinary repairs, reconstruction, or restoration
necessitated by damage, depreciation, obsolesce, expropriation, or
condemnation of said areas of parts thereof, as well as the cost of
improvements or additional thereto as may be authorized by the By-
Laws of the Condominium Corporation.
C. Overdue Assessments. The Condominium Corporation shall be

authorized to impose interest charges upon any unit owner in the
payment of any assessment and/or interest charges thereon, the
Condominium Corporation, without prejudice to such other rights or
remedies to which it is entitled under the pertinent laws or this Master
Deed with Declaration of Restrictions, upon prior written notice to the
defaulting unit owner, shall be authorized to withhold from such unit,
utilities and/or other services being provided by the Condominium
Corporation, for such reasonable period of time as may be determined
by the Condominium Corporation.
The amount of any assessment and interest due in case of

delinquency, the cost of collection thereof, including attorney’s fees, if
any, shall constitute a continuing lien against the unit and the unit
owner’s equity interest in the Condominium Corporation. Except as
otherwise provided in Republic Act No. 4726, otherwise known as the
Condominium Act, said lien shall be superior to all other liens and
encumbrances.
In case of foreclosure, the transfer as well as the redemption of

the delinquent unit shall include the unit owner’s proportionate equity
interest in the Condominium Corporation.
D. Assessments on Commercial Units.
55
Any provision of the Master Deed with Declaration of Restrictions
to the contrary notwithstanding, the commercial units in the Project
shall have common areas and be assessed with charges only with
respect to those Common Areas actually used by or directly benefiting
said units. Such common area charges represent the share of the
commercial units in the cost of operating, managing, maintaining, and
replacing Common Areas actually used by or directly benefiting the
commercial units and shall be in such amounts as may equitable be
determined by the Condominium Corporation using the same or
analogous formulas as the ones provided in Section 6, Part I of this
Master Deed with Declaration of Restrictions for the determination of
the appurtenant interest and obligation of each unit owner in the
Common Areas.
Section 5. Insurance. —
A. Common Insurance. The Condominium Corporation shall, for

its own benefit and for the common benefit of all the owners, maintain
at all times fire and such other insurance coverage which is customary
for similar building in the locality, on the Unlimited Common Areas and
Limited Common Areas for their full reinstatement value. The
respective insurance policies shall provide that the proceeds thereof
shall be payable to the Condominium Corporation which shall use or
pay the same in the manner provided for in paragraph D hereof.
B. Separate Insurance. The Condominium Corporation may, at

its option, maintain a separate fire and such other insurance coverage
as is customary for similar units in the locality, on each unit in the
Project (excluding furniture, furnishings, fixtures, and improvements
installed by, and personal properties of, the owner or occupant), and
shall, for this purpose, be the irrevocable attorney-in-fact of the
owners of the insured units for said purpose. Each policy shall provide
that the proceeds thereof shall be payable to the Condominium
Corporation, as trustee for the respective unit owners, which shall use
or pay the same in the manner provided for in paragraph D hereof.
C. Additional Separate Insurance. Each unit owner may obtain

insurance on his unit, in addition to the separate insurance obtained by
the Condominium Corporation in the preceding paragraph, provided
that such right shall not be exercised in such a way as to decrease the
amount realizable under the common insurance or the separate
insurance.
D. Use of Insurance Proceeds. All proceeds o the insurance

claims on all parts of the Project, whether from the common insurance
or separate insurance, shall be used for the reconstruction or repair of
the areas respectively insured by the difference insurance policies.
Reconstruction or repair shall mean restoration fo the Project or the
damages parts thereof (excluding the allowed personal improvements
introduced by each owner or occupant) to the same condition as it
existed prior to the loss or damage, with each unit, Limited Common
Area, and Unlimited Common Area having, to the closest
approximation possible, the same vertical and horizontal boundaries
that each possessed before being damaged.
If for any reason, the proceeds of the common insurance and

separate insurance for the insured units are not used for the
reconstruction or repair as herein provided, the proceeds thereof shall
56
be paid pro-rata after deducting the amount of any assessments due
to their respective owners.
E. Deficiency in Proceeds. If the proceeds from the common

insurance ae insufficient to pay all the costs of reconstruction or repair
of the Unlimited Common areas, a special assessment shall be made
against all unit owners to make up for the deficiency, in accordance
with their respective equity interest in the Project. Any further
deficiency shall be covered by funds to be raised by the Condominium
Corporation in the manner determined at a special meeting of its
members duly called for the purpose.
If the proceeds from the common insurance are insufficient to

pay all the costs of reconstruction or repair of the Limited Common
Areas, a special assessment shall be made against all unit owners
entitles to the exclusive use thereof to make up for the deficiency, in
accordance with their respective equity interest in the Limited
Common Areas.
If the proceeds from the separate insurance are insufficient to

pay all the costs of reconstruction or repair of one or more of the
destroyed or damage units, the Condominium Corporation may
nevertheless proceed with the reconstruction or repair of the destroyed
or damaged units and the respective owners shall become liable to pay
a special assessment for the deficiency, unless the conditions for the
dissolution of the Condominium Corporation exist.
Section 6. Taxed and Assessments— each unit owner shall be

solely responsible for the real property taxes and assessments
accruing on his unit. Nevertheless, if there is any possibility that any
tax or assessment may become a lien on any unit, the same may be
paid in advance by the Condominium Corporation and said amount
shall in turn be assessed against said unit owners in accordance with
Section 4B, Part II, of this Master Deed with Declaration of
Restrictions, with interest at the prevailing market rate together with
all reasonable costs incurred by the Condominium Corporation in
making the advance payment.
All unit owners shall share in the payment of real property taxes
and assessments accruing on the Unlimited Common Areas and
Limited Common Areas, in proportion to their respective interest in the
Project. All payments for taxes on the Unlimited Common Areas and
Limited Common Areas shall be assessed against the unit owners
either as a regular assessment or special assessment in accordance
with section 4B, Part II of this Master Deed with Declaration of
Restrictions.
Section 7. Transfer of Units. — No transfer of any unit shall

be binding upon the Condominium Corporation unless accompanied by
a certificate, issued upon payment of a reasonable processing fee by
the Condominium Corporation and signed by an authorized officer
thereof, that such transfer is in accordance with the provisions of the
Condominium Act and this Master Deed with Declaration Restrictions
and that all fees and assessments on the unit subject for the sale have
been fully paid. If the sale, assignment or conveyance does not violate
the Condominium Act or this Master Deed with Declaration of
Restrictions and the selling unit owner is not in any manner delinquent
with respect to any assessment, the Condominium Corporation shall be
57
under obligation to issue the required certification within three (3)
business days from receipt of the request.
Section 8. Lien and Encumbrances. —
A. A unit owner shall give written above notice to the

Condominium Corporation of every lien or encumbrance upon his unit,
other than liens in favor of the Condominium Corporation, within five
(5) days after the constitution of the lien or encumbrance. The unit
owner shall likewise give written notice to the Condominium
Corporation of every suit or other proceeding affecting his title to, or
possession, of his unit, within five (5) days after the unit owner has
received knowledge thereof.
B. Each unit owner shall be free to lease his unit, provided that
proper notice thereof, with such particulars as the Condominium
Corporation may reasonably require, is given to the Condominium
Corporation within five (5) days from the effectivity of the lease. Such
lease shall not, however, free the unit owner from complying with his
obligations under the Condominium Act, this Master Deed with
Declaration of Restrictions, the Articles of Incorporation and By-Laws
of the Condominium Corporation, and the House Rules.
C. In case the unit owners is delinquent in the payment of any

assessment, including any interest or penalties thereon, the
Condominium Corporation may require the lessee of any leased unit to
remit directly in its favor any and all of the rentals accruing to the
delinquent accounts with the Condominium Corporation, first to the
interest, then to the principal, until the account is fully paid. Any
excess shall be returned to the delinquent unit owner.
Section 9. Rights of the DECLARANT. —
A. The DECLARANT shall have the exclusive right name the

Project even after management of the Project has been turned over to
B. All names and marks relative to the Project which are owned
by the DECLARANT shall be the exclusive property of such DECLARANT
and may not be used by any other person without the express written
consent of the DECLARANT.
C. The DECLARANT shall have the right to enforce by legal

proceedings, all restrictions, conditions, covenants, reservations, liens,
and charges imposed by the provisions of this Master Deed with
Declaration of Restrictions and all amendments thereto.
D. Prior to the organization of the Condominium Corporation, all

powers of the Condominium Corporation granted under this Master
Deed with Declaration of Restrictions shall be exercised by the
DECLARANT.
Section 10. Enforcement of Master Deed by Condominium

Corporation and Unit Owners. —
A. The Condominium Corporation or any unit owner shall have

the right to enforce, by legal proceedings, all restrictions, conditions,
covenants, reservations, liens and charges imposed by the provisions
of this Master Deed with Declaration of Restrictions and all
58
amendments thereto, or by Articles of Incorporation, and By-Laws of
B. The Condominium Corporation shall have the right to enforce

the House Rules and to assess and collect association dues and other
assessments authorized by this Master Deed with Declaration
Restrictions, the By-laws of the Condominium Corporation, and the
House Rules.
C. The Condominium Corporation shall also be empowered, to

the extent allowed by the By-Laws, to impose separate assessments
on some or any one of the affected owners to cover the costs of any
suit, attorney’s fees, or litigation expenses.
D. Failure by the DECLARANT, the Condominium Corporation, or

any unit owner to enforce any covenant, conditions, or restriction in
any instance or on any particular occasion shall not be deemed as a
waiver of the right to proceed against any breach of the same
covenant, conditions, or restriction.
Section 11. Destruction of the Project. — The other

provisions of this Master Deed with Declaration Restrictions to the
contrary notwithstanding, in the event that more than eighty percent
(80%) of the gross floor area of the Project is destroyed or rendered
untenantable by fire, act of God, force majeure, or other similar
calamity, the members of the Condominium Corporation shall have the
following options:
1. To sell and dispose of their separate interests in and to

all the remaining assets of the Project, in which case the Condominium
Corporation shall be deemed to hold a special power of attorney from
all the members for the purpose of selling the entire Project (inclusive
of all members’ interest therein) as if the Condominium Corporation
owned the whole thereof, subject to the rights of the Condominium
Corporation; provided, however, that the DECLARANT or their
successors-in-interest and assigns shall have the right of first refusal
to purchase the entire Project (inclusive of all members’ interests
therein), the value of which, in the event that the purchase price
cannot be determined within a period of three (3) months based on
bona fide offers of third parties to purchase the Project, shall be
estimated and appraised by a qualified and reputable appraiser
mutually acceptable to the Condominium Corporation and
DECLARANT or their successor-in-interest and assigns, whose report
on the matter shall be final and binding; provided, further, that in the
event of the sale of the entire Project, the Condominium Corporation
shall thereafter be dissolved; or
2. To build and construct a new condominium project.
In case of any dispute regarding the interpretation,

construction, or implementation of the provisions of this Section,
the matter shall be referred to and settled in arbitration in accordance
with Philippine laws.
Section 12. Options in Case of Involuntary Dissolution of

the Condominium Corporation. —
A. In the event that the Condominium Corporation is dissolved,

the members thereof shall become co-owners of the Common Areas
59
with such shared corresponding to their appurtenant interest or
participation in the Condominium Corporation as provided herein.
B. In case of involuntary dissolution of the Condominium

Corporation for any of the causes provided for by law, the members
thereof shall have the option to decide, by the affirmative vote of the
members representing at least two-thirds (2/3) of the entire
appurtenant interest or participation therein in a regular or special
meeting called for the purpose, on whether or not to convert their
interest or participation in the Condominium Corporation into individual
co-ownership interest in the Common Areas, or to sell and dispose of
the Project as a whole, including their separate units therein, before
dissolution and liquidation of the Condominium Corporation.
Section 13. Project Rules. — The proper use, enjoyment, or

occupancy, whether by the unit owners, his tenants, or lessees, of the
Common Areas, any unit, the other properties of the Condominium
Corporation, and such other areas devoted to the use or benefit of the
Project shall likewise be subject to such uniform rules and regulations
(herein referred to as the “Project Rules”) consistent with this Master
Deed with Declaration of Restrictions, as the Condominium
Corporation, may, from time to time, deem necessary or convenient
for the efficient and mutually beneficial management and operation of
the Project.
Section 14. Procedure and Penalties for Violation of

Restrictions and Project Rules. — In the event that any unit owner
and/or his tenant or lessee fails or refuses to comply with any
limitation, restriction, covenant, or condition herein contained
involving an obligation other than the payment of money or with the
Project Rules or such other rules and regulations as may be validly
promulgated by the Condominium Corporation, the Condominium
Corporation may remedy such breach or violation after failure of the
unit owner to do so within the period fixed in the notice of violation of
the Master Deed with Declaration of Restrictions, the Project Rules, or
other rules and regulations of the Condominium Corporation, and
assess against the unit owner the expenses incurred by the
Condominium Corporation. The Condominium Corporation is also
empowered to impose in case of violation of this Master Deed with
Declaration of Restrictions, the Project Rules, and all other lawful rules
and regulations promulgated by the Condominium Corporation,
liquidated damages, fines, or other penalties, whether monetary or
otherwise, upon the unit owner in such amount and in the manner
prescribed in the By-Laws of the Condominium Corporation and the
Project Rules, including, but not limited to, the right to suspend the
right of the erring unit owner, tenant, or lessee to use the Common
Areas or any portion thereof and to suspend or disconnect any of the
public utility services connected to the unit. When such liquidated
damages, fines, or penalties are imposed, the same shall be
considered as an assessment upon the unit and, like the assessment
or expenses, shall be secured in such manner as may be provided in
the By-Laws of the Condominium Corporation and/or in the Project
Rules.
Section 15. Waivers — No limitation, restriction, covenant, or

condition herein contained and no rules or regulation in the By-Laws of
the Condominium Corporation or Project Rules shall be deemed to
have been abrogated or waived by reason of any failure to enforce the
60
same, irrespective of the number of violations or breaches thereof
which may occur.
Section 16. Entry for Repairs. — Every unit in the Project

shall be subject to a right of entry by the Condominium Corporation or
its duly authorized agent when necessary in connection with any repair
for which the Condominium Corporation is responsible. Such entry
shall be made upon prior notice to the unit owner or occupant, and
such repair shall be undertaken during reasonable hours of the day,
except in cases of emergency, and with as little inconvenience to the
owner as possible.
Section 17. Obligations of Unit Owners of Units Pending

Transfer of Title. — Any provision of the Master Deed with
Declaration of Restrictions to the contrary notwithstanding, the unit
owner, from and after delivery date, shall observe all the conditions
and restrictions as provided and shall be liable for all risks of loss and
damage to the unit (except those resulting from structural defects),
charges and fees for the utilities and services, taxes, and other
obligations and assessments appertaining to the unit pursuant to the
Master Deed with Declaration of Restrictions even if the title to the
said unit has not been transferred to the unit owner thereof.
Section 18. Other Provisions. —
A. Eminent Domain. In the event that any appropriate

governmental authority expropriates all or any portion of the Unlimited
Common Areas or Limited Common Areas, the unit owners affected
thereby hereby appoint the Board of Trustees and/or such persons as
the Board of Trustees may designate to represent all of the unit
owners concerned in connection with such expropriation. Any award
received on account thereof shall be paid to the Condominium
Corporation for distribution to the affected unit owners in proportion to
their respective equity interest in the Project or in the Limited
Common Areas, as the case may be.
B. Amendments. At any time prior to the conveyance to and

acceptance of the project by the Condominium Corporation, the
DECLARANT may unilaterally amend this Master Deed with Declaration
of Restrictions. After such conveyance and acceptance, this Master
Deed with Declaration of Restrictions may be amended only by the
affirmative vote of unit owners whose equity interest in the
Condominium Corporation constitutes at least a simple majority of the
total equity interest in the Condominium Corporation, at a meeting
duly held in accordance with the By-Laws of the Condominium
Corporation.
C. Severability. The invalidity of any provision of this Master

Deed with Declaration of Restrictions shall not be affected in any
manner the validity of enforceability of the remainder hereof and the
other provisions of this Master Deed with Declaration of Restrictions
shall continue in full force and effect as if such invalid provision had
never been included herein.
FIANCHETO REALTY
(DECLARANT)
By:
61
Priscila Javier
Corporate Sales Vice-President
[ACKNOWLEDGMENT]
CONDITIONAL SALE OF CONDOMINIUM UNIT UNDER

DEVELOMENT WITH FINANCING

METRO MANILA) S.S.
CITY OF MAKATI)
DEED OF CONDITIONAL SALE

(Governing the Purchase and Sale of a Condominium Unit)
This DEED OF CONDITIONAL SALE, is made and entered into this

3rd day of January, 2019, at Makati City, by and between:

under and by virtue of the laws of the Philippines, with principal office
and place of business at Fiancheto Towers, represented herein by its
duly authorized Corporate Sales Vice-President Priscila Javier by virtue
62
of the powers conferred upon them, hereinafter referred to as the
“SELLER”
-and-
Noel Salumbides, of legal age, single, residing at No. 1 Yellow

Tail Way, Balara, Quezon City, hereinafter referred to as the “BUYER”
WITNESSETH THAT:
WHEREAS, the SELLER is developing a condominium project

(hereinafter, the “Project”) in accordance with Republic Act No. 4726,
as amended (otherwise known as The Condominium Act) and
Presidential Decree No. 957 as amended (otherwise known as The
Subdivision and Condominium Buyer’s Protective Decree) which is
described in Section 1 and has been designated with the project name
specified in Annex “C”;
WHEREAS, it is the intention of the SELLER to constitute the

Project as a condominium project pursuant to applicable law, and to
develop the same where the general welfare of its members is
promoted and protected through covenants, restrictions and
limitations imposed as voluntary easements on the Project. For this
purpose, the SELLER has executed the Master Deed with Declaration
Restrictions for the Project (hereinafter, the “Master Deed”), a copy of
which is hereto attached and made an integral part hereof as Annex
“A”;
WHEREAS, the BUYER has offered to purchase from the SELLER,

and the SELLER is willing to sell to the BUYER, subject to certain terms
and conditions, a condominium unit located in the Project;

premises, the payment of the purchase price and all other amounts
herein below specified, and the BUYER’s faithful compliance with the
Master Deed and the covenants hereinafter set forth, the SELLER has
agreed to sell, transfer and convey to the BUYER, and the BUYER has
agreed to purchase from the SELLER, the condominium unit herein
below specified, subject to the following terms and conditions:
1. THE PROJECT
The Project is a condominium project more particularly

described in the Master Deed wherein covenants, restrictions and
limitations are imposed as voluntary easements on the ownership and
use of the condominium units and the common areas located therein
in order to promote and protect the general welfare of its members.
2. THE UNIT TO BE PURCHASED
The BUYER agrees to buy a residential condominium unit in

the Project, together with its appurtenant parking slot(s), if any
(hereinafter collectively referred to as the “Unit”) having the
specifications described in Annex “B” and which is more particularly
described in Annex “C.”
The sale of the Unit to the BUYER shall include an

undivided interest in the common areas of the Project and membership
63
in the condominium corporation for the Project (the “Condominium
Corporation”) to be established pursuant to Section 10 hereof.
The BUYER hereby acknowledges that, in buying the Unit,

the BUYER has independently assessed the location of the Project and
the Unit in relation to the Project. Further, the BUYER hereby
acknowledged that it has full knowledge that land development
work(s) and improvement(s) are actually being undertaken or which in
the future may be undertaken by the SELLER or any other person
within or in the vicinity of the Project. The BUYER, for himself and
his successor(s) and assign(s) hereby hold the SELLER, its successors
and assigns, harmless and free from any claim, action damage or
expenses of whatsoever nature and kind which arises out of, or may
be cause to the Unit or whatever features which the Unit may have
based on current plans, on account of any inconvenience,
discomfort, disturbance and/or nuisance due to any development
work(s) and improvement(s) undertaken or to be undertaken within or
in the vicinity of the Project.
3. PURCHASE PRICE AND MANNER OF PAYMENT
3.1 The Purchase Price of the Unit herein purchased,

receipt in full of which is hereby acknowledged by the SELLER is
set forth in Annex “C.” The sale by the SELLER of the Unit, and the
agreement of the BUYER to purchase the Unit at the Purchase Price
herein stated, is understood to have been made in accordance with
Article 1542 of the Civil Code.
3.2 If the BUYER has availed himself and/or obtained

financing for the purchase of the unit and the payment of the
Purchase Price, or any part thereof, from a bank or financing
institution acceptable to the SELLER and the loan application of the
BUYER is approved by said bank or financing institution the BUYER
hereby confirms that it has authorized the lending bank or financing
institution to release directly to the SELLER whatever amount may be
available from the approved loan of the BUYER to pay the Purchase
Price, or any part thereof.
3.3 In the event that the BUYER fails to pay the Purchase
Price or any amount constituting a portion of the same, as well as any
of the amounts required to be paid under the Deed of Conditional
Sale and in Annex “C” on the applicable due dates therein specified,
the SELLER shall have the right to collect penalty interest at the rate of
ten (10) percent per month (or a fraction thereof) of the unpaid
amount, for every month (or fraction thereof) of delay in remitting to
the SELLER the amount due. The imposition of the penalty or the
forfeiture of the deposit shall be without prejudice to the exercise by
the SELLER of any remedy provided hereunder and by law. Penalty
interest shall be computed daily and compounded monthly.
4. DEFAULT
4.1 The following events shall constitute an event of

default under this Deed of Conditional Sale:
(a) failure or delay of the BUYER to pay any

amount due hereunder and/ or in Annex “C” on the date or within the
period specified for its payment for any reason whatsoever;
64
(b) failure or delay of the SELLER to obtain and
receive the actual receipt of the proceeds of any post-dated check due
to insufficiency of funds, closure of account, refusal of the drawee
bank to honor the check on the date of presentment for payment, or
for any reason whatsoever, other than due to the willful act or gross
negligence of the SELLER;
(c) Cancellation by the BUYER of this Deed of

Conditional Sale or withdrawal of the purchase of the Unit, for any
reason whatsoever, other than due to the willful act or gross
negligence of the SELLER;
(d) failure of the BUYER to comply with any

covenant or obligation required to be performed or undertaken
hereunder or to comply with any covenant or restriction under the
Deed or Restrictions; or
(e) the concealment of any material fact, or

providing any information which is determined to be false or
misleading in the Application or its supporting documents, or any of
the documents signed, executed or delivered by the BUYER (including
this Deed of Conditional Sale) on the basis of which the SELLER shall
have agreed to the sale of the Unit to the BUYER.
4.2 Upon the occurrence of any of the events specified in

Section 4.1, the SELLER shall be entitled to exercise or avail itself, at
the SELLER’s option and discretion, of any, some or all of the following
rights or remedies, whether cumulatively or alternatively, in
conjunction with or separately, from any other right or remedy granted
hereunder or under the law:
4.2.1. The SELLER shall have the right to collect penalty

interest pursuant to Section 3.3 hereof. The payment of penalty
interest charges as provided hereunder shall not be a substitute for
and shall be in addition to, the payment of the amounts otherwise
due under this Deed of Conditional Sale and Annex “C’” and shall not
prejudice the exercise by the SELLER of any other right to remedy
granted to it under this Deed of Conditional Sale.
4.2.2. The SELLER shall be entitled to cancel this Deed of

Conditional Sale without need of a court declaration to that effect by
giving the BUYER a written notice of cancellation sent to the address of
the BUYER as specified herein by registered mail or personal delivery,
As a result of such cancellation, the SELLER shall have the right to
forfeit from the amounts paid by the BUYER liquidated damages in an
amount and under the terms and conditions specified in Annex
“C.”
4.3 Any amount to be refunded to the BUYER shall be

collected by the BUYER at the office of the SELLER designated in the
notice of cancellation. Upon the cancellation of this Deed of
Conditional Sale, the SELLER shall be free to dispose of the Unit
covered hereby as if this Deed of Conditional Sale had not been
executed.
4.4 Upon the cancellation of this Deed of Conditional Sale,

the BUYER shall immediately vacate the Unit and deliver to the SELLER
full and vacant possession of the same. The SELLER or its
representative shall have the right to enter the Unit and take full and
65
complete physical possession of the same and take whatever action is
necessary or advisable to protect or enforce the SELLER’s rights and
interest in the Unit, without any interference by the BUYER.
4.5 It is understood and agreed that no failure or delay by

the SELLER in exercising any right, power or privilege under this
Deed of Conditional Sale shall be construed as a waiver thereof nor
shall any single or partial exercise thereof preclude any further
exercise of any other right, power, or privilege. Acceptance by the
SELLER of any payments made in a manner or at any time other than
as herein provided shall not be construed as a variation, novation or
waiver of the terms hereof.
4.6 The BUYER hereby agrees that any and all acts
performed by the SELLER, its authorized agents or representatives,
under the provisions of this section may not be subject to any petition
for injunction and that the SELLER and/or its authorized agents or
representatives, shall be free from any and all civil and/or criminal
responsibility whatsoever. The right or authority of the SELLER to
pursue any remedy provided herein arising out of or in connection with
the default of the BUYER shall not require the BUYER’s prior written
consent or the performance of any other act.
5. TAXES, REGISTRATION COST AND EXPENSES
The following taxes, costs and expenses shall be for the account
of the BUYER:
(a) documentary stamp tax, transfer taxes, registration fees

and other expenses, costs and taxes (other than taxes on the net
income of the SELLER or any other tax credited thereto) imposed or to
be imposed in connection with the sale of the Unit and/or transfer of
title of the Unit from the SELLER to the BUYER, the execution and
registration of this Deed of Conditional Sale, the issuance of the tax
declaration and corresponding condominium certificate of title covering
the Unit in the name of the BUYER;
(b) value added tax, if any, accruing by reason of the receipt

by the SELLER of the Purchase Price (or any portion thereof) of the
Units as well as all the other amounts to be due and payable to the
SELLER under this Deed of Conditional Sale;
(c) real property taxes and assessments which shall be

imposed on or which shall accrue in connection with the Unit shall be
pro-rated between the SELLER and the BUYER for the purpose of
making the SELLER liable only for the portion of such taxes or
assessments which correspond to the period ending on the date at
which the Unit is deemed delivered to the BUYER as determined under
Section 7, it being understood that from such date, all real
property taxes and assessments which shall be due on the Unit shall
be for the sole account of the BUYER;
(d) Charges for all utility connections supplied to the Unit and
utility services commencing upon delivery of the Unit to the BUYER;
(e) Dues and assessments duly levied and imposed by the

Condominium Corporation constituted pursuant to Section 10 hereof;
and
66
(f) Other fees, charges, expenses and penalties herein
provided to which the SELLER is entitled.
6. TRANSFER OF TITLE AND OWNERSHIP
6.1 The SELLER shall retain title and ownership of the Unit until
the BUYER has fully paid all amounts due to the SELLER.
6.2 Title to the Unit shall transfer to the BUYER upon full
payment of the Purchase Price and all taxes, charges, fees and other
amounts which are payable hereunder or which may have accrued
thereto. Upon such full payment, the SELLER shall execute Deed of
Conditional Sale in favor of the BUYER conveying all the SELLER’s
rights, title and interest in and to the Unit to the BUYER and thereafter
deliver to the BUYER the condominium certificate of title covering the
Unit upon the issuance thereof by the appropriate Register of Deeds.
7. ACCEPTANCE OF THE UNIT
The SELLER shall notify the BUYER in writing of the readiness of

the Unit for acceptance by the BUYER and delivery by the SELLER to
the BUYER of the same. The BUYER shall have Thirty (30) days from
receipt of such notice to inspect or cause the inspection of the Unit
together with SELLER and notify the SELLER of his acceptance of the
Unit by executing an Acceptance Form for the purpose, or of his
request for necessary rectifications or adjustments thereto to be made
therein, if any. If the BUYER fails to inspect or to cause the inspection
of the Unit within Thirty (30) days from receipt of such notice to
inspect, the BUYER shall be deemed to have accepted the Unit, and
the SELLER to have delivered the same. If rectifications or
adjustments are made in the Unit, the SELLER shall, upon completion
of such works, notify the BUYER of the readiness of the Unit for final
inspection and the BUYER shall have Thirty (30) days from the receipt
of such notice of final inspection to inspect or to cause the inspection
of the unit together with the SELLER, but only for the purpose of
determining whether the necessary rectification or adjustments
requested by the BUYER in connection with the first inspections have
been effected. The BUYER hall be deemed to have accepted the Unit,
and the SELLER shall be deemed to have delivered the same, on the
date of final inspection on which date the BUYER shall execute an
Acceptance Form for the purpose or, if the BUYER fails to inspect or to
cause the inspection of the Unit within Thirty (30) days from the
receipt of the notice of final inspection upon the lapse of said Thirty
(30) day period. Risk of loss or damage to the Unit and all obligations
and assessments provided for in the Master Deed, the Article of
Incorporation and By-Laws of the Condominium Corporation shall
automatically be for the account of the BUYER from the date of
delivery as aforesaid.
Upon completion of the Project, the BUYER may take possession

of the Unit for the purpose of occupying the same only after the BUYER
shall have paid a portion of the Purchase Price which is at least equal
to the applicable percentage specified in Annex “C”; provided that: (i)
the BUYER is in compliance with all the terms and conditions of this
Deed of Conditional Sale; (ii) the possession and occupancy of the
BUYER shall be subject to the conditions under Section 15.1 hereof
and such other conditions as may be imposed by the SELLER as of the
date of acceptance and/or occupancy by the BUYER of the Unit; and
67
(iii) the BUYER formally accepts the Unit by signing the Acceptance
Form prescribed by the SELLER.
The Unit shall be delivered to the BUYER subject to the

covenants and restrictions specified in the Master Deed which will be
annotated on the corresponding certificate of title to the Unit as a lien
thereon, and which covenants and restrictions the BUYER undertakes
to faithfully and strictly comply with. Such undertaking of the BUYER
constitutes an essential consideration of the Deed of Conditional Sale
and the Deed of Conditional Sale when executed pursuant hereto.
8. CONSTRUCTION SCHEDULE
The SELLER shall endeavor to cause the completion of the

Project, and shall endeavor to deliver the Unit to the BUYER by the
expected date of delivery specified in Annex “C”; provided that, as of
such expected date of delivery, the BUYER is in compliance with all
terms and conditions of this Deed of Conditional Sale. In the event
that such completion is delayed due to fire, earthquake, other natural
elements, acts of God, war, civil disturbance, government and
economic controls, delay in the construction time table arising out of
unforeseen site conditions or difficulty in obtaining the necessary labor
or material for the Project, or due to any other cause beyond the
SELLER’s control which makes the completion of the Project at the
expected date of delivery specified in Annex “C” impossible, then the
SELLER may, at its option, extend the expected date of delivery of the
Unit as specified in Annex “C” by giving written notice to the BUYER of
such extension, or consider itself relieved of any obligation under this
Deed of Conditional Sale. In case the SELLER opts to consider itself
relieved of any obligation under this Deed of Conditional Sale, the
SELLER shall reimburse the BUYER, without interest, for all amounts
heretofore received from the latter and (where application), return the
BUYER’s unused post-dated checks. The amount to be reimbursed to
the BUYER may be collected by the BUYER at the office of the SELLER,
unless the BUYER chooses to remit the amount to be refunded outside
the Philippines, and in this case, the remittance of such amount shall
be the sole responsibility of the BUYER. In any event, the Unit remains
the property of the SELLER.
9. CONDOMINIUM CORPORATION
9.1 Pursuant to Section 30 of Presidential Decree No. 957, the

SELLER will organize, as the BUYER hereby authorizes the SELLER to
organize, the Condominium Corporation for the purpose of managing
certain areas of the Project for common use and benefit of all residents
of the Project and promoting and protecting their mutual interest and
assist in their community development.
9.2 Upon the incorporation of the Condominium Corporation and

the full payment by the BUYER of all amounts due under this Deed of
Conditional Sale, the BUYER shall automatically become a member of
the Condominium Corporation, shall pay to the latter all the dues and
assessments duly levied and imposed, and shall comply with its Article
of Incorporation, By-Laws and rules and regulations. In the event that
the BUYER is allowed to occupy the Unit pursuant to Section 7 hereof,
the SELLER shall, as registered owner of the Unit, remain as member
of the Condominium Corporation and shall continue to exercise all the
rights of a member, subject to the condition that the BUYER shall be
responsible for the payment to the Condominium Corporation of all
68
dues and assessments duly levied and imposed on the Unit and shall
comply with its Articles of Incorporation, By-Laws and rules and
regulations of the Condominium Corporation.
9.3 Until the Condominium Corporation is organized and

functioning, all rights, powers, and authority vested in it by the Deed
of Restrictions, unless otherwise prescribed by law, may be exercised,
performed, and enforced by the SELLER.
10. WARRANTIES
10.1 The SELLER hereby represents and warrant in favor of the

BUYER that: (a) it has absolute right and title to sell and transfer the
Unit to the BUYER; and (b) the Unit is free from all liens and
encumbrances, except those liens and encumbrances provided for by
law and or the Master Deed and those annotated and registered at the
back of the condominium certificate of the title corresponding to the
Unit.
10.2 The SELLER shall warrant to the Condominium Corporation,

for the pro-rata benefit of all purchasers of units in the Project, all the
warranties made in favor of the SELLER by the architects, engineers,
construction or project manager, contractors and material supplies in
connection with the plans, specifications, construction materials used
in the Project as provided under pertinent laws.
11. EXPROPRIATION
If at any time the government or any of its political subdivision,

instrumentalities, or any public company shall condemn or expropriate
the Unit or the parcel(s) of land (or any portion thereof) on which the
Project is constituted, the SELLER shall have the full and absolute right
to deal, received the proceeds of expropriation, resist or dispute such
expropriation or condemnation, or enter into a compromise with the
expropriating or condemning authority. Subject to the condition that
the SELLER shall have revived the full amount of the Purchase prices
from the BUYER on the date of payment by the expropriating or
condemning authority of any compensation paid as a result of an
expropriating or condemning of the Unit, the SELLER shall have
received from the expropriating or condemning authority. Other than
as aforesaid, the BUYER shall have no recourse against the SELLER to
recover any amount paid by the BUYER under this Deed of Conditional
Sale by reason of such expropriation or condemnation.
12. SEPARABILITY CLAUSE
In case more provisions contained in this Deed of Conditional

Sale shall be declared invalid, illegal or unenforceable in any respect
by competent authority, the validity, legality and enforceability of the
remaining provisions contained herein shall not in any way be affected
impaired thereby.
13. ASSIGNMENT
13.1 Until a condominium certificate of title is issued to and in

the name of the BUYER, the BUYER shall not assign, cede, lease
encumber, transfer or in any other manner dispose of its rights and
obligations under this Deed of Conditional Sale without the prior
69
written approval of the SELLER. In the event that the SELLER approves
of such assignment, cession , sale, lease, encumbrances, transfer or
disposition of the rights and obligations hereunder, the BUYER agrees
to the following conditions of transfer: a) all areas on the Unit, if any,
should have been paid before any transfer of rights, and obligations is
effected; (b) the SELLER is entitled to charge and be paid a transfer
fee as specified by the SELLER at the time of transfer of rights and
obligations of the BUYER, to cover the administrative expenses to
effect such transfer; and (c) the BUYER shall be responsible for
bearing any and all taxes (if any), costs and expenses arising from the
transfer of rights and obligations.
13.2 Any assignment, cession, sale, lease, encumbrances,

transfer, or disposition of rights, and obligations hereunder without the
prior written approval by the SELLER shall be null and void and shall
not be binding on the SELLER.
14. OTHER TERMS AND CONDITIONS
14.1 The BUYER hereby agrees that representatives of the

SELLER or any public service or utility company shall have the right to
enter the Unit at any time for the purpose of inspection, measurement,
relocation of necessary lines of water, gas, electric power, telephone
and other public services, and any inconvenience or disturbance this
cause shall not be caused for the rescission of this Deed of Conditional
Sale or an action for damages.
14.2 The payment of all pertinent utility services, including water

electric charges, shall be for the sole and exclusive account of the
BUYER upon delivery of the Unit to the BUYER.
14.3 Should the SELLER resort to the court of justice for the
protection or enforcement of its rights under this Deed of Conditional
Sale, the BUYER agrees to pay the SELLER, by way of attorney’s fees,
the amount equal to Ten (10%) percent of the amount claimed in the
complaint but in no case less than Three Hundred Thousand Pesos
(P300, 000.00), in addition to the costs and expenses of obligations,
damages, (whether, actual or consequential) to which the SELLER may
be entitled to, under the law, and other expenses which the law may
entitle the SELLER to recover from the BUYER. The parties hereby
agree to submit the jurisdiction of the proper court of Makati City.
14.4 The SELLER undertakes to register at the BUYER’s expense

the Deed of Conditional Sale covering the Unit (when executed
pursuant hereto) with the proper Register of Deeds pursuant to
Section 17 of Presidential Decree No. 957, as amended upon the
compliance with the requirements of Section 6.2.
14.5 Any notice required to be sent to the BUYER hereunder

shall be sent by registered mail or by personal delivery to the BUYER’s
address stated in this Deed of Conditional Sale, which notice when
sent to said address shall be considered sufficient compliance with all
requirements of notice for purposes of this Deed of Conditional Sale.
Noel Salumbides Fiancheto Realty

[BUYER] [SELLER]
70
By:
Priscila Javier
WITNESSES:
[ACKNOWLEDGMENT]
PREPARED BY: DEL MUNDO-MONTE, CELERINA
SALE OF LAND ON INSTALLMENT BASIS

PROVINCE OF BATANGAS) S.S.
MUNICIPALITY OF SAN JUAN)
SALE ON INSTALLMENT
71
This AGREEMENT made and executed on this 20th day of March,

2019, at San Juan, Batangas, by and between:
MARIA CLARA, Filipinos of legal age, single, herein-

after called SELLER;
- and -
JOSE RIZAL, Filipino, of legal age, married herein-

after called BUYER.
WITNESS THAT:
(1) For and in consideration of the agreed purchase price of ONE

MILLION PESOS (Php 1,000,000.00), Philippine currency, of which the
sum of FIVE HUNDRED THOUSAND PESOS (Php 500,000.00) has been
paid by the BUYER upon the execution of this instrument and the
balance to be paid within six months by installment in accordance with
the following monthly schedule:
On or before June 30, 2019 - P250,000.00

On or before September 30, 2019 - P250,000.00
the SELLER hereby sells unto the BUYER the property described herein
below with all the improvements existing thereon, embraced in and
covered by Original/Transfer Certificate of Title No. P-1234 issued by
the Register of Deeds of Batangas, and more particularly described as
follows:
TRANSFER CERTIFICATE OF TITLE NO. P-1234
A parcel of land (Lot 7 Blk. 5 of the

consolidation plan Pcs-11-003850) being a portion of Lot
4-B, Psd-11087314 & Lot 1, 2, 3 Pcs-12345-001234,
situated at Barangay Laiya Aplaya, Municipality of San
Juan, Province of Batangas. xx
Containing an area of seven hundred seventy (770)

square meters, more or less. xx
(2) Upon the payment of the total purchase price by the BUYER,
the SELLER binds himself/herself to deliver to the BUYER a good and
sufficient deed of sale and conveyance for the above-described
property free and clear of all liens and encumbrances except such as
may be subsisting by operation of law, the expenses for the transfer of
the title to be for the account of the BUYER;
(3) The BUYER, to whom the possession of the property is

deemed to be delivered by virtue of this contract, shall have the option
to pay the entire balance of the purchase price at any time within the
period stipulated;
(4) All taxes and any special assessments imposed by the

Government on the property, beginning with the year following the
execution of this instrument, shall be for the account of the BUYER as
72
if the property were his/her own, and if for any reason the payment
thereof, including penalties, if any, shall have been advanced by the
SELLER, the same shall be chargeable to the BUYER with interest
thereon at the rate of 6% per annum;
(5) In case the BUYER should fail to pay, when due, any of the
monthly installments herein stipulated for three (3) consecutive
months, all rights and interests of said BUYER, including the right of
possession in and to the above-described property shall ipso facto
cease and terminate, and all payments made by him/her prior to said
default shall be deemed to be forfeited and waived in favor of the
SELLER in settlement of rents and liquidated damages. The SELLER,
upon evidence satisfactory to him/her that the failure of the BUYER to
make any payment or payments has been due to sickness,
unemployment, or other unavoidable cause, may at his/her discretion
grant extension of the tem to make such payment or payments, but in
no case shall such extension so granted exceed a total period of 15
days;
(6) That all payments due and payable under this contract shall
be effected in the office of the SELLER, located at No. 12 Maganda
Street, Sitio Payapa, Barangay Laiya Aplaya, San Juan, Batangas,
unless another place shall have been subsequently designated by
him/her in writing;
(7) This agreement shall inure to the benefit of, and be binding
upon the parties hereto and their respective legal representatives and
assigns, but the rights of the BUYER by virtue hereof cannot be validly
transferred, assigned, or encumbered to a third party without the prior
written consent of the SELLER; and
(8) In case it shall become necessary for the SELLER to resort to

Court for the enforcement of this contract, or for the re-possession of
the property in case of termination of this agreement by reason of
default, the BUYER shall be liable to pay the costs of suit, attorney's
fees, and other incidental expenses, which in no case shall be less than
10% of the balance of the purchase price then outstanding and unpaid
aside from other obligations arising hereunder.
IN WITNESS WHEREOF, the parties affixed their signatures this

20th day of March, 2019 in San Juan, Batangas, Philippines.
MARIA CLARA JOSE RIZAL

[BUYER] [SELLER]
TIN No. 93568457 TIN No. 8956476
WITNESSES:
El Felibusterismo Noli Metangere
[ACKNOWLEDGMENT]
73
SHORT FORM OR SALE OF CONDOMINIUM UNIT

CITY OF QUEZON ) S.S.
DEED OF ABSOLUTE SALE
74
That Monte Corporation, a corporation duly organized and
existing under Philippine laws, with principal office at Unit 5,
Magsaysay Building, Quezon Avenue, Quezon City, represented by its
duly authorized president, Carl Monte, of legal age, for and in
consideration of the sum of THREE MILLION PESOS (Php
3,000,000.00), Philippine currency, receipt of which is hereby
acknowledged from CJ Reyes, to her entire satisfaction, Filipino, of
legal age, do hereby sell, transfer and convey, and by these presents,
have sold, transferred and conveyed, absolutely and unconditionally
unto the said CJ Reyes, her assigns and successors-in-interest that
condominium unit of the ABC Condominium, including the exclusive
parking space, situated at No. 28, 4 th Floor ABC Condominium, Visayas
Avenue, Quezon City, particularly described as follows:
Unit No. : 28
Floor Area : 50 square meters (sq. m.)
Parking Area : 18 sq. m.
Space No. : 8
Equiv. Gross Area: 58 sq. m.
Of the “ABC Condominium project”
In the diagrammatic floor plan appended to the master deed of the

condominium project annotated on Transfer Certificate of Title No. T-
5789, which embraces and describes the land located at Visayas
Avenue, Quezon City with total of one thousand (1,000) sq. m., more
or less, of which Monte Corporation is the registered owner as
evidenced by Condominium Certificate Title No. T-5789 issued by the
Register of Deeds of Quezon City, free from all liens and
encumbrances whatsoever except what appears at the back of the title
thereof;
It is agreed that the vendee shall bear all the expenses for this
Deed of Absolute Sale such as entry fee, registration expenses, legal
research fund, notarial fee, documentary stamps, transfer tax,
assurance fund fee and other similar expenses.
IN WITNESS WHEREOF, the parties herein have hereunto set

their hands this 20th day of March, 2019, at Quezon City, Philippines.
Carl Monte CJ Reyes

President, Monte Corp. [BUYER]
[SELLER] TIN No. 98743522
TIN No. 1234468
Hazel C. del Mundo Carlito L. Velasco
[ACKNOWLEDGMENT]
75

PROVINCE OF QUEZON ) S.S.
MUNICIPALITY OF TIAONG )
76
This DEED OF CONDITIONAL SALE is entered into this 20 th day of
March, 2019, at Lusacan, Tiaong, Quezon, by and between:
MARIA MAKILING, Filipino, of legal age, married,

resident of Tiaong, Quezon, hereinafter called SELLER
-and-
BUNDOK APO, Filipino, of legal age, single, resident of

Sta. Cruz, Laguna, hereinafter called BUYER
WITNESSETH THAT:
The SELLER is the true and absolute owner in fee simple or

a parcel of land located at Tiaong, Quezon, Philippines, covered
by OCT/TCT No. 12345 issued by the Register of Deeds of
Province of Quezon, declared for Taxation purpose under Tax
Declaration No. 234567 and which is particularly described as
follows:
TRANSFER CERTIFICATE OF TITLE NO. 12345
“A parcel of land Lot 20 Blk 54 of consolidation

subdivision plan (LRC) Pcs-13265, being a portion of the
consolidation of Lots 4751-A and 4751-B (LRC) Psd-50533,
Lot 3, Psd-100703, Lot 1, Psd150980, LRC Rec. Nos. Nos.
N-27024, 51768, 89632, N-11782, N-13466, and 21071
situated in Barangay Lusacan, Municipality of Tiaong,
Province of Quezon. Bounded on NE., point 4 to 1 by Road
Lot 22, on...to the point of beginning; containing an area
of one hundred fifty (150) square meters more or less."
The SELLER is willing to sell the afore-described property

to the BUYER and the parties hereby agree as follows:
a. Upon execution of this instrument, the BUYER shall pay

unto the SELLER, and the SELLER by these presents
hereby acknowledges to have received from the BUYER the
sum of ONE HUNDRED TWELVE THOUSAND, FIVE
HUNDRED PESOS (Php 112,500.00) representing one half
(1/2) of the total purchase price in the amount of TWO
HUNDRED TWENTY-FIVE THOUSAND PESOS (P225,000.00)
and the balance shall be paid on or before May 20, 2019;
b. Should the BUYER pay the balance on the stipulated date

hereof, the SELLER shall forthwith execute in favor of the
BUYER, his/her heirs, successors and assigns a deed of
absolute sale over the afore-described property. All
expenses including taxes necessary for the transfer of the
title to BUYER shall be for the exclusive account of the
latter;
c. In case of failure on the part of the BUYER to pay the

balance of the purchase price and the SELLER is compelled
to litigate, the BUYER hereby agrees to pay the SELLER the
sum of FIFTY THOUSAND PESOS (Php 50,000.00) by way
of attorney’s fees and liquidated damages.
77
IN WITNESS WHEREOF, the parties affixed their signatures
this 20th day of March, 2019, at the Province of Quezon,
Philippines.
MARIA MAKILING BUNDOK APO

[SELLER] [BUYER]
SSS ID No. 1234567 TIN No. 4567891
WITH MY MARITAL CONSENT:
Bernardo Carpio___
[SELLER’S SPOUSE]
Passport ID No. E-54698
WITNESSES:
Hibuk Hibuk Bulkan Mayon
[ACKNOWLEDGMENT]
ANOTHER FORM OF CONDITIONAL SALE

CITY OF MANILA ) S.S.
CONDITIONAL SALE AND PURCHASE AGREEMENT
78
This AGREEMENT is made and entered into on this 20 th day of
March 2019, at the City of Manila, Philippines by and between:
RIZAL PARK, Filipino, of legal age, married, resident

of Sampaloc, Manila, hereinafter called SELLER
-and-
Intra Muros, of legal age, married, resident of Port

Area, Manila, hereinafter called BUYER
In consideration of the mutual promises and obligations made by

the parties herein, the SELLER and the BUYER agreed with each other
as follows:
SECTION ONE
PROPERTY SOLD
The SELLER agrees to sell and convey to the BUYER and the
BUYER agrees to buy that parcel of land, as shown in the plan which is
attached herewith and made part hereof as Annex “A”, including its
improvements, situated at No. 12 Florentino Street, Sampaloc, Manila
covered by OCT/TCT No. 7654321 issued by the Register of Deed of
Manila, declared under Tax Declaration No. 345678 issued by the
Assessor’s Office of the City of Manila and more particularly described
as follows:
TRANSFER CERTIFICATE OF TITLE NO. T-7654321
“A parcel of Land (Lot 4-A-2-C, Psd-06-070567, being a

portion of Lot 4-A-2, Psd-06-069201, situated at No. 12
Florentino Street, Sampaloc, Manila. Bounded on the SE.,
along line 1-2 by Lot 4-A-2-D; on the SW.,along line 2-3
by Lot 3346, Psc-24; on the NW., along line 3-4 by Lot 4-
A-1, Psd-06-069201; and on the NE., along line 4-1 by Lot
4-A-2-J. x x x containing an area of three hundred (300)
square meters, more or less.”
SECTION TWO
PRICE AND TERMS OF PAYMENT
A. THE PURCHASE PRICE
The purchase price of the property is EIGHTEEN MILLION PESOS

(Php 18,000,000.00), Philippine currency.
B. TERMS AND MANNER OF PAYMENT
The purchase price shall be paid by the BUYER to the SELLER in

the following manner:
a. Down payment in the sum of TEN MILLION PESOS

(P10,000,000.00) is paid by the BUYER to the SELLER upon
the execution of this instrument, payment of which is hereby
acknowledged to have been received by the SELLER to his/her
full satisfaction;
79
b. The balance of the purchase price in the amount of eight
million pesos (P8,000,000.00), shall be paid by the BUYER to
the SELLER upon delivery of the following:
1. Original Transfer Certificate of Title over the property in

the name of the BUYER, or her substitutes and/or assigns,
free and clear of any annotations, liens, encumbrances,
conditions or restrictions;
2. Original Tax Declaration over the Property in the name of

the BUYER, her substitutes and/or assigns;
3. Official Receipts showing proof of payment of all real

property taxes on the land and improvements;
4. Original of the Real Property Tax Clearance for both the

land and improvements issued by the Local Government of
the City of Manila confirming that all real property taxes on
the Property have been paid up to the date of execution of
the Deed of Absolute Sale over the Property;
5. Clean and vacant possession of the Property free from any

and all occupations/dwellers;
6. Certificate that all utility charges have been paid.
SECTION THREE
REPRESENTATIONS AND WARRANTIES
1. The SELLER represents and warrants that he/she is the absolute

owner and has legal, valid and marketable title to the Property, free
and clear of any lien, encumbrance, or charge, and any easement,
usufruct, covenant, special assessments, and other restrictions which
impair the current use, occupancy, or value, or the marketability of
title, of the Property, whether registered or not, and that the Seller
has the absolute right and title to sell and transfer the Property to the
BUYER.
2. No suit, action or proceeding before any government authority is

pending, or, to the best of his knowledge, threatened, which may
affect his/her title or right to the possession of the Property, and no
judgment or order has been issued which has or is likely to have any
material adverse effect on such title or right of possession.
3. There are no pending or threatened adverse claims by any other

persons on the Property and the SELLER hereby covenants that it will
hold the BUYER free and harmless and shall defend and indemnify the
BUYER from any and all suits, adverse claims or actions on or in
relation to the Property.
4. There are no leases, subleases, or other agreements, written or

oral, granting to any party or parties the right of use or occupancy of
any portion of the Property.
80
5. There are no outstanding options or rights of first refusal to
purchase the Property, or any portion thereof or interest therein.
6. The SELLER shall be able to deliver clean and vacant possession

of the Property as stated in this Agreement.
7. The SELLER has paid all real estate taxes due on the Property
until the execution of this Agreement or shall pay all real estate taxes
due on the Property until the execution of the Deed of Absolute Sale.
The SELLER does not expect any governmental authority to assess any
additional taxes on the Property for any prior period.
8. There are no pending or threatened litigation, arbitration

proceeding, or government investigations and proceedings involving
the Property and the SELLER's ownership of the same.
SECTION FOUR
TAXES, FEES AND EXPENSES
The following provisions shall government the responsibility of

each Party for the taxes, fees and expenses relating to the
transactions contemplated by this Agreement:
1. DOCUMENTARY STAMP TAX, REGISTRATION FEE AND TRANSFER

TAX. The documentary stamp tax, registration and transfer tax shall
be for the account of the BUYER. All other taxes, fees and charges of
whatever nature incidental to the sale and transfer of the title of the
Property in favor of the BUYER shall be for the account of the SELLER.
2. PROPERTY TAX. Real estate taxes and assessments accruing on

the Property up to the nearest quarter to the date of execution of the
Deed of Absolute Sale over the Property shall be for the account of the
SELLER. Thereafter, taxes thereon shall be for the account of the
BUYER.
SECTION FIVE
ENTIRE AGREEMENT
This Agreement constitutes the entire agreement between the

Parties and supersedes any prior understandings, agreements, or
representations by or between the Parties, written or oral, to the
extent they are related in any way to the subject matter hereof.
SECTION SIX
SUCCESSSION AND ASSIGNMENT
By mere notice to the SELLER and without the necessity of the

SELLER’s consent, the BUYER may assign, transfer or sell any or all of
his/her rights and interests under this Agreement to any person.
SECTION SEVEN
NOTICES
All notices, requests, demands, claims, and other
81
communications hereunder will be in writing and shall be addressed to
the following persons, and sent by registered mail with return card
requested or by hand:
If to the SELLER:
Name: Rizal Park
Mailing Address: No. 2014 Lacson St., Sampaloc, Manila
E-Mail: [email protected]
If to the BUYER:
Name: Intra Muros
Mailing Address: 10 Bonifacio Drive, Intramuros, Manila
E-Mail: [email protected]
SECTION EIGHT
EXPENSES
The SELLER at his own costs shall bear all expenses for broker’s
fees, legal fees, consultant’s fees and other expenses incurred in
connection with the preparation of this Agreement and the
performance of the transactions contemplated hereby.

20th day of March, 2019 in the City of Manila, Philippines.
Rizal Park Intra Muros

[SELLER] [BUYER]
Passport No. E-56784 TIN No. 8975439
Sandara Park
TIN No. 987345
WITNESSES:
Remedios Circle Chino Roces Mendiola
[ACKNOWLEDGMENT]
DEED OF SALE OF REGISTERED LAND – UNILATERAL FORM

PROVINCE OF ORIENTAL MINDORO) S.S.
MUNICIPALITY OF BACO)
82
DEED OF SALE
On this 20th day of March 2019 at Municipality of Baco, Province

of Oriental Mindoro, I, PUERTO GALERA, of legal age, Filipino, married
to BUNDOK HALCON and resident of the Province of Mindoro,
Philippines, am the true, absolute and exclusive owner of a parcel of
land situated at Poblacion, Baco, Oriental Mindoro, Philippines, covered
by Original/Transfer Certificate of Title No. T- 987654 issued in the
Registry of Deeds of Oriental Mindoro and declared under Tax
Declaration No. 789012 particularly described as follows:
TRANSFER CERTIFICATE OF TITLE NO. T- 987654
“A parcel of land (Lot 3, Blk 12 of the subdivision

survey Psd 05-038553, being a portion of Lot 388-B-3,
Psd-05-026199), situated in the Barangay Poblacion,
Municipality Baco, Province of Oriental Mindoro, containing
an area of one hundred twenty (120) square meters more
or less.”
For and in consideration of ONE HUNDRED THOUSAND PESOS

(P100,000.00), Philippine currency, receipt of which is hereby
acknowledged by me in full from MANG YAN, Filipino, of legal age,
single and resident of Calapan City, Oriental Mindoro, I have sold,
transferred and conveyed and by these presents hereby sell, transfer
and convey unto said Many Yan, his/her heirs, successor and assign
the afore-described property free from all liens and encumbrances.
Any and all taxes, expenses of whatever nature including

documentation necessary to effect the transfer of said property to said
MANG YAN shall be for my account.
IN WITNESS WHEROF, the parties affixed their signatures this

20th day of March, 2019, Province of Oriental Mindoro, Philippines.
PUERTO GALERA MANG YAN

[SELLER] [BUYER]
SSS ID No. 8764329 TIN No. 898434
BUNDOK HALCON
SSS. No. 8985434
[ACKNOWLEDGEMENT]
DEED OF SALE OF REGISTERED LAND – BILATERAL FORM

PROVINCE OF PAMPANGA) S.S.
MUNICIPALITY OF LUBAO)
83
This DEED, made and executed on 20 th day of March 2019, at

Lubao, Pampanga, by GLORIA PINEDA, married to MIKE PINEDA, of
legal age, Filipino citizen, and resident of San Fernando, Pampanga
hereinafter called the SELLER, in favor of LILIA ARROYO, married to
BONG ARROYO, of legal age, Filipino citizen, with residence and postal
address at 12 Poblacion, Angeles City, Pampanga, hereinafter called
the BUYER.
WITNESSETH THAT:
For and in consideration of the sum of THREE HUNDRED

THOUSAND PESOS (PHP 300,000.00), Philippine currency, the receipt
whereof is hereby acknowledged from the BUYER to the entire
satisfaction of the SELLER, said SELLER hereby sell, transfer, and
convey, in a manner absolute and irrevocable, unto said BUYER,
his/her heirs, successors and assigns, that certain real estate, together
with the building and improvements existing thereon, situated at the
Municipality of Lubao, Pampanga, and more particularly described as
follows:

San Marcelino Street, Poblacion, Lubao, Pampanga.
Bounded on the SE., along line 1-2 by Lot 4-A-2-D; on the
SW.,along line 2-3 by Lot 3346, Psc-24; on the NW., along
line 3-4 by Lot 4-A-1, Psd-06-069201; and on the NE.,
along line 4-1 by Lot 4-A-2-J. x x x containing an area of
three hundred (300) square meters, more or less…”
of which said SELLER is the sole and exclusive owner in fee simple,
his/her title thereto being evidenced by Original/Transfer Certificate of
Title No. T-56789, issued by the Register of Deeds of Pampanga.
The SELER warrants valid title to, and peaceful possession of the
property herein sold and conveyed, and further declares that the same
is free from all liens and encumbrances of any kind whatsoever.
All taxes and expenses except capital gains tax which is for the
account of the SELLER and needed for the transfer of title to the buyer
shall be borne exclusively by the BUYER.

20th day of March, 2019, Province of Pampanga, Philippines.
GLORIA PINEDA LILIA ARROYO
[SELLER] [BUYER]
TIN No. 1234567 TIN No. 4567891
WITH MY MARITAL CONSENT
MIKE PINEDA
[Husband of SELLER]
84
SSS ID No. 10111213
WITNESSES:
Luli Aquino Noynoy Duterte
[ACKNOWLEDGMENT]
DEED OF SALE OF UNREGISTERED LAND

CITY OF GENERAL SANTOS ) S.S.
85
DEED OF SALE OF UNREGISTERED LAND
KNOW ALL MEB BY THESE PRESENTS:
This DEED of Sale is entered into on the 20 th day of March, 2019,

at General Santos City, by and between:
RONNEL RIVERA, of legal age, married, and resident

of 10 General Nakar Street, Poblacion, General Santos
City, Philippines, hereinafter called SELLER.
-and-
MANNY PACQUIAO, of legal age, married, and

resident of 18 Narciso Street, Upper Tambler, General
Santos City, Philippines, hereinafter called BUYER.
WITNESSETH THAT:
The SELLER is the true and absolute owner of a parcel/s of land

located at Barangay Fatima, General Santos City, Philippines, and
covered by Tax Declaration No. T- 131415 issued by the Assessor’s
office General Santos City and more particularly descried as follows:
TRANSFER CERTIFICATE OF TITLE NO. T- 131415

Psd-05-026199), situated in the Barangay Fatima, General
Santos City, containing an area of one hundred twenty
(120) square meters more or less.”
For and in consideration of ONE HUNDRED TWENTY THOUSAND

PESOS (Php 120,000.00), Philippine currency, the SELLER has sold,
transferred and conveyed and by these presents hereby sells, transfers
and conveys unto the BUYER his/her heirs, successors and assigns the
above-described parcel/s of land including the improvement existing
therein free from all liens and encumbrances.
The SELLER hereby warrants his/her right to convey the said

properties and will defend the same unto the BUYER, his/her heirs,
successors and assigns, against any lawful claims of any and all third
persons.
The afore-described property not being registered under the

Land Registration Act, the parties hereby agree to register this
instrument under the provision of Act No. 3344.

20th day of March, 2019, Province of Pampanga, Philippines.
EMMANUEL PACQUIAO RONNEL RIVERA

[BUYER] [BUYER]
TIN NO. 3456789 TIN No. 891011
WITH MY MARITAL CONSENT
86
Jinky Pacquiao
[Wife of Vendor]
TIN No. 5678910
WITNESES:
Bob Aruma Floyd Aguilar
[ACKNOWLDGMENT]
DEED OF SALE OF FORECLOSED LAND ON “AS IS” BASIS

PROVINCE OF CEBU ) S.S.
MUNICIPALITY OF LILOAN )
87
DEED OF ABSOLUTE SALE ON “AS IS” BASIS
This DEED OF ABSOLUTE SALE, made and executed on this 20 th

day of March, 2019, at Liloan, Cebu, by and between:
HILARIO DAVIDE, of legal age, Filipino, married,

hereinafter called SELLER;
-and-
GWEN GARCIA, of legal age, Filipino, married,

hereinafter called BUYER.
WITNESSETH THAT:
The SELLER is the absolute owner (through foreclosure) of a

parcel of land located at Calero, Liloan Cebu, including all
improvements thereon, covered by OCT/TCT No. 141516 issued by the
Register of Deeds of Cebu and Tax Declaration No. 234567 which is
more particularly described as follows:

Psd-05-026199), situated in the Barangay Calero,
Municipality of Liloan, Province of Cebu, containing an area
of two hundred (200) square meters more or less…”
For and in consideration of the sum of TWO HUNDRED

THOUSAND PESOS (Php 200,000.00), Philippine currency, receipt of
which is hereby acknowledged by the SELLER, the said SELLER has by
these presents, sold, transferred, conveyed unto the BUYER, his/her
heirs, successors and assigns, the afore-described property including
improvements thereon, free from all liens and encumbrances, subject,
however, to the following conditions.
1. Sale shall be on “as is” basis, by virtue of which the Property is

being sold to the BUYER and purchased by the latter at BUYER’s sole
risk, under the same physical conditions existing as at the time of sale
and subject to any and all present and future liens, charges, actions,
suits, proceedings, claims and encumbrances of whatever nature
[existing as at the time of sale or which may arose during or after the
sale, and annotated in the title or otherwise], and that the SELLER
makes no representations or warranties of any kind or nature, express
or implied whatsoever with respect to the Property and the BUYER has
not relied and shall not hereafter rely on any representation of the
SELLER with regard to the Claims related to the Property.
2. The BUYER hereby expressly acknowledges that the SELLER

makes no warranty or representation whatsoever with respect to the
area of the Property. In case a resurvey of the Property is conducted
at the instance of either party or of any third party, and the outcome
of such resurvey would reveal a difference in the area of the Property,
there shall be no corresponding adjustment in the stipulated selling
price P200,000.00. Moreover, the BUYER shall be responsible, at their
own expense, for causing the necessary amendment on the title to the
88
Property and in other related documents wherein such amendment is
required.
3. In case of any future sale or disposition of the Property by the

BUYER, the BUYER hereby agrees to indemnify and hold the SELLER,
its successors-in-interest, and assigns, free and harmless from any
claim, action, suit, damages, or liability whatsoever which may arise as
a result of or in connection with any difference in the areas of the
Property after resurvey.
4. The BUYER shall be the one to process the title in his/her name.
All national and local taxes as a consequence of this sale whether
assessed and/or become due upon the execution of this Deed of
Absolute Sale, shall all be for the account of the BUYER.
5. The BUYER shall pay and shoulder all the realty taxes, capital
gains tax, documentary stamps, transfer tax, registration feels,
notarial fees, and all other taxes and fees relevant to this transaction.

20th day of March, 2019, Province of Cebu, Philippines.
HILARIO DAVIDE GWEN GARCIA

[SELLER] [BUYER]
TIN No. 90876543 SSS ID No. 34567890
MARISSA DAVIDE
[SELLER’S SPOUSE]
TIN No. 90456789
WITNESSES:
Tomas Osmena Kenneth Cobonpue
[ACKNOWLEDGMENT]
DEED OF PACTO DE RETRO SALE
89
CITY OF MAKATI ) S.S.
CONTRACT UNDER PACT DE RETRO
This CONTRACT OF SALE WITH PACTO DE RETRO, entered into

on this 20th day of March, 2019, at Makati City, Philippines, by
between:
NANCY BINAY, of legal age, Filipino, married,

-and-
JUNJUN YABUT, of legal age, Filipino, married,

WITNESSETH THAT:
The SELLER is the true and absolute owner of a parcel of land

with improvements thereon covered by OCT/TCT No. 3456789 located
at No. 145 Marcelino Street, Bel-Air, Makati City, Philippines and more
A parcel of Land (Lot 4-A-2-C, Psd-06-070567, being a

San Marcelino Street, Poblacion, Lubao, Pampanga.
Bounded on the SE., along line 1-2 by Lot 4-A-2-D; on the
SW.,along line 2-3 by Lot 3346, Psc-24; on the NW., along
line 3-4 by Lot 4-A-1, Psd-06-069201; and on the NE.,
along line 4-1 by Lot 4-A-2-J. x x x containing an area of
one hundred eighty (180) square meters, more or less…”
For and in consideration of FIVE MILLION, FOUR HUNDRED

THOUSAND PESOS (Php 5,400,000.00), Philippine currency, receipt of
which in full is hereby acknowledged to the entire satisfaction of the
SELLER, the latter has sold, transferred and conveyed and by these
presents hereby sells, transfers and conveys unto the BUYER with
RIGHT OF REPURCHASE, the afore-described parcel of land free from
all liens and encumbrances.
It is the condition of this contract that the SELLER may, within a

period of one year from and after the execution of this instrument,
repurchase the said property from the BUYER herein for the same
amount paid by the latter to former. If within the period stipulated
herein, the SELLER shall fail to exercise her right of repurchase, then
this contract shall become irrevocable, final and absolute without the
necessity of executing another Contract of Deed of Sale.

20th day of March, 2019, City of Makati, Philippines.
JUNJUN YABUT NANCY BINAY

[BUYER] [SELLER]
90
TIN No. 8901234 SSS ID No. 7890123
MARK BINAY
[SELLER’S SPOUSE]
PASSPORT No. 6789012
WITNESSES:
Vhong Navarro Kid Lapena
[ACKNOWLEDGMENT]
DEED OF SALE OF LAND ON INSTALLMENT BASIS
91
PROVINCE OF ILOCOS NORTE ) S.S.
MUNICIPALITY OF PAGUDPUD )
SALE ON INSTALLMENT

2019, at the Municipality of Pagudpud, Ilocos Norte, Philippines, by
and between:
IMEE MARCOS, of legal age, Filipino, single,

-and-
CHAVIT SINGSON, of legal age, Filipino, married,

WITNESSETH THAT:
1. For and in consideration of the agreed purchase price of SIX

HUNDRED THOUSAND PESOS (Php 600,000.00), Philippine currency,
of which the sum of FOUR HUNDRED THOUSAND PESOS (Php
400,000.00) has been paid by the BUYER upon the execution of this
instrument and the balance to be paid within two months, by
installment in accordance with the following monthly schedule:
On or before April 20, 2019 – P100,000.00

On or before May 20, 2019 – P100,000.00
the SELLER hereby sells unto the BUYER the property described herein
below with all the improvements existing thereon, embraced in and
covered by Original/Transfer Certificate of Title No. 2345 issued by the
Register of Deeds of Ilocos Norte, and more particularly described as
follows:
“A parcel of land Lot 20 Blk 54 of consolidation

N-27024, 51768, 89632, N-11782, N-13466, and 21071
situated in the Barangay Ligaya, Municipality of Pagudpud,
Province of Ilocos Norte. Bounded on NE., point 4 to 1 by
Road Lot 22, on...to the point of beginning; containing an
area of six hundred (600) square meters more or less..."
2. Upon the payment of the total purchase price by the BUYER, the
SELLER binds himself/herself to deliver to hum/her a good and
sufficient deed of sale and conveyance for the above-described
property free and clear of all liens and encumbrances except such as
may be subsisting by operation of law, the expenses for the transfer of
the title to be for the account of the BUYER;
3. The BUYER, to whom the possession of the property is deemed

to be delivered by virtue of this contract, shall have the option to pay
92
the entire balance of the purchase price at any time within the period
stipulated;
4. All taxes and any special assessments imposed by the

government on the property, beginning with the year following the
execution of this instrument, shall be for the account of the BUYER as
if the property were his/her own, and if for any reason the payment
thereof, including penalties, if any, shall have been advanced by the
SELLER, the same shall be chargeable to the BUYER with interest
thereon at the rate of 6% per annum;
5. In case the BUYER should fail to pay, when due, any of the
monthly installments herein stipulated for two (2) consecutive months,
all rights and interests of said BUYER, including the right of possession
in and to the above-described property shall ipso fat cease and
terminate, and all payments made by him/her prior to said default
shall be deemed to be forfeited and waived in favor of the SELLER in
settlement of rents and liquidated damages. The SELLER, upon
evidence satisfactory to him/her that the failure of the BUYER to make
any payment or payments has been due to sickness, unemployed, or
other unavoidable cause, may at his/her discretion grant extension of
the term to make such payments, but in no case shall such extension
so granted exceed a total period of 30 days;
6. That all payments due and payable under this contract shall be
effected in the office of the SELLER, located at No. 8 Barangay San
Lorenzo, Laoag City, Ilocos Norte, unless another place shall have
been subsequently designated by him/her in writing.
7. This agreement shall insure to the benefit of, and be binding

upon, the parties hereto and their respective legal representatives and
assigns, but the rights of the BUYER by virtue hereof cannot be validly
transferred, assigned, or encumbered to a third party without the prior
written consent of the SELLER; and
8. In case it shall become necessary for the SELLER to resort to

Court for the enforcement of this contract, or for the re-possession of
the property in case of termination of this agreement by reason of
default, the BUYER shall be liable to pay the costs of suit, attorney’s
fees, and other incidental expenses, which in no case shall be less than
6% of the balance of the purchase price then outstanding and unpaid
aside from other obligations arising hereunder.

20th day of March, 2019, Ilocos Sur, Philippines.
CHAVIT SINGSON IMEE MARCOS

[BUYER] [SELLER]
TIN No. 57483093 TIN No. 87345609
WITNESSES:
Imelda Romualdez Bongbong Edralin
93
[ACKNOWLEDGMENT]
CONTRACT TO SELL SUBDIVISION LOT
94
PROVINCE OF LEYTE ) S.S.
CITY OF TACLOBAN )
Contract No. 123 Price/sq.m. P1,200.00

Contract Price Php 120,000.00 Phase I Area 100 sq.m.
Down Payment Php 10,000.00 Lot. No. 2 Block No. 4
Balance Php 110,000.00 Terms Payable in 2 years without
Interest
Discount of Php 10,000.00 if fully paid within one year
Monthly Php 4,583.35
CONTRACT TO SELL
This CONTRACT TO SELL, executed and entered into on March

20, 2019 by and between:
ATLANTIC CORP., a corporation duly organized and

existing by virtue of the laws of the Republic of the
Philippines with office address at No. 18 Good Samaritan
St., Tacloban City, Leyte, represented in this act by its
President, RODOLFO ROMUALDEZ, hereinafter referred to
as the SELLER;
-and-
CRISTINA GONZALES, Filipino, of legal age, married

and with residence and postal address at No. 7 Hidalgo St.,
Alahag, Jaro, Leyte, hereinafter referred to as the BUYER.
WITNESSETH THAT
The SELLER, for and in consideration of the sum of ONE

HUNDRED TWENTY THOUSAND PESOS ONLY (Php120,000.00),
Philippines currency, and all the terms and conditions agreed upon
herein, has contracted to sell to the BUYER (and who in turn has
contracted to buy) that certain lot more particularly described as Lot
No. 2 Block 4 Phase I of Atlantic Subdivision, located at Abucay,
Tacloban City, Leyte, with a total area of 120 square meters, more or
less, with TCT No. 456789;
The terms and conditions of this contract to sell are as follows:
1. The BUYER hereby agrees to pay the purchase price of PESOS:

ONE HUNDRED TWENTY THOUSAND (Php 120,000.00) at the office of
the SELLER situated at No. 18 Good Samaritan St., Tacloban City,
Leyte, without necessity of demand and of the service of a collector,
by paying:
1.a. PESOS: TEN THOUSAND (Php 10,000.00) as

down payment, upon the execution of this contract;
1.b. The balance of PESOS: ONE HUNDRED TEN

THOUSAND ONLY (Php 110,000.00) shall be paid within
two (2) years as per attached computation. Monthly
payments shall commence on April 10, 2019 with
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subsequent payments every 10th day of each month
thereafter over the contract term;
2. There shall be a surcharge of ten (10%) percent per month on

installment arrears, or any fraction thereof, provided, that the
surcharges shall cease to be imposed upon cancellation of this contract
and forfeiture of the payments in accordance with paragraph thirteen
(13) hereof. Surcharges shall be computed on a compounded basis.
3. The BUYER further agrees to pay, in addition to the purchase

price and interest/s thereon mentioned in Paragraph one (1) hereof,
the following:
3.a. Realty Taxes and Assessment. – After actual or

constructive possession, occupancy and use of the lot/s
subject hereof having been transferred to the BUYER, by
the SELLER, BUYER binds herself/themselves to pay,
commencing in the calendar year following such
possession or occupancy, the real estate and special tax
and assessment levied or which may hereafter be levied on
the property subject hereof within the period provided by
law, including the corresponding charges and penalties, in
case of delinquency. Should the BUYER fail to pay the
corresponding taxes within the period provided by law,
including the corresponding charges and penalties in case
of delinquency, the SELLER may, at its option, pay the
same and any and all payments made by the SELLER shall
be reimbursed by the BUYER immediately with interest at
6% per annum. Provided further, that in all cases, all real
estate taxes thereon accruing from the date of signing of
the BUYER of the Deed of Absolute Sale shall already be
for the account of the BUYER.
3.b. Expenses for Transfer. – Documentary stamps,

notarial and processing fees of this contract as well as
those of the corresponding deed of absolute sale, the
registration fees, transfer taxes and other expenses for the
registration of the deed of absolute sale.
3.c. Withholding Tax. – Payment of the Expanded

Withholding Tax (EWT) shall be based on the Contract
Price to be advanced by the BUYER, subject to
reimbursement by the SELLER. EWT over and above the
Contract Price shall be for the sole account of the BUYER.
3.d. Expenses of Final Deed. – Upon full payment, the

BUYER shall sign the DEED OF ABSOLUTE SALE which shall
be processed by the SELLER. Thereafter, it shall be the
obligation of the BUYER to secure the release of the Deed
of Absolute Sale, Transfer Certificate of Title, as well as
other documents necessary for the registration of the title
in BUYER’s name from the office of the SELLER as least six
(6) months from the date of receipt of notice of the
completion of the processing of the required documents.
Failure of the BUYER to do so, a daily storage fee in the
amount of Php 100.00 per day shall be imposed.
Furthermore, the delay by the BUYER shall render the
SELLER free and harmless from any accountability arising
from additional or increase in taxes or any other
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governmental fees including any and all damages resulting
thereon. By agreement of both parties, and upon payment
by the BUYER or appropriate fees, the SELLER may cause
the registration of the deed of absolute sale survey,
location plan, maintenance and security fees, construction
permit fees and the likes.
4. Upon complete payment by the BUYER of all the obligation

herein stipulated, the SELLER agrees to execute a final deed of
absolute sale in favor of the BUYER, free from all liens and
encumbrances, except those which may be provided in the Land
Registration Act, Property Registration Decree, and those contained in
paragraphs 6 and 7 of this agreement and by existing subdivision rules
and regulations.
5. Whenever the Government or any of its instrumentalities

empowered by law shall cause or authorize an amendment of the
subdivision plans, an appropriate adjustment shall accordingly be
made with the view of having the lot areas in the original plan conform
to the amendment. In such an event, there shall be no change in the
rights and obligations of the parties under the contract, except only
that caused by the adjustment in the area and proportionate increase
or decrease in the purchase cost computed at the same price per
square meter. Provided, that in case there is an increase in area to the
extent of not more than 3% of the area, the BUYER agrees to pay for
the additional area at the contract price. If the increase is more than
3%, the BUYER agrees to pay the area based on the current market
price. In case of decrease in area, the PARTIES agree to recompute
the consideration based on the exact area under the original contract
price. In the event of remapping, imposed by the Lands Management
Section, causing the rearrangement of the location and shape of lots
and road lots, including the lot subject of this contract, the BUYER
hereby agrees to be transferred to another suitable lot. However, if the
change consists only in the renumbering of the phases, lots and
blocks, without any change in the location of the lots subject of the
sale, BUYER shall have no right to ask for a transfer to another lot.
6. The lot covered by this contract is subject to the Deed of

Restrictions which is made an integral part hereof and hereto attached
as Annex “A.” The attached restrictions shall be annotated at the back
of the Transfer Certificate of Title to be issued for the lot subject of this
contract. The lifetime of these restrictions shall be for a period of five
(5) years from the execution of this contract.
7. The BUYER shall, at his/her/its expenses, fill or construct any

improvement on the land which may be required by the topography of
the lot, or by the Government or other competent authority, and in
case the SELLER is compelled to make such filling or improvements by
reason of inability of the BUYER to comply with such requirements, the
latter shall reimburse the SELLER the cost and expenses thereby
incurred by the SELLER by paying an initial payment of 10% of total
cost and the balance in equal monthly installments for two (2) years
from the date the SELLER commenced to full or improve the lot, plus
interest of 12% per annum on the unpaid balance, and in the latter
case, this account shall be added to the purchase price and the
resulting account shall be considered as the new consideration of the
property subject of this contract. Should this contract be cancelled or
terminated for failure of the BUYER to comply with any of the
conditions herein contained, the filling or any other improvements
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made, whether totally or partially paid by the BUYER, shall form part
of and be attached to the land, and shall become the property of the
SELLER, without any obligation on the part of the latter to indemnify
the BUYER for the cost of the same.
8. All payments herein agreed to be made by the BUYER shall be

paid at office of the SELLER located at No. 18 Good Samaritan St.,
Tacloban City, Leyte, or through accredited banks, at the option of the
BUYER. Official Receipt shall cover all payments. It is hereby expressly
understood that payments made to agents or real estate brokers
SHALL BE UNDER THE SOLE AND EXCLUSIVE RESPONSIBILITY AND
RISK OF THE BUYER, and any and all receipts shall not be recognized
by the SELLER as valid payments unless the same have been duly
signed and issued by the SELLER’s duty authorized office and/or
cashier.
9. The BUYER hereby agrees that the representative of the SELLER

shall have the right to enter the property at any reasonable time of the
day for the purpose of inspection, measurement, verification survey,
laying of monuments or of necessary lines for water, gas, electric
power, telephone and other public services, to undertake work of
whatever nature for the general interest of the subdivision, and
enforce the rules and regulations of the SELLER, and any
inconvenience of disturbance this caused shall not be a ground for the
rescission of this contract or an action for damages.
10. The BUYER also agrees not to sell, encumber, transfer or in any
other manner dispose of his rights and obligations under this contract
without the express written consent of the SELLER, and upon payment
of the required transfer fee, any such sale, encumbrance, transfer or
any other manner or disposition in violation thereof shall be deemed
ipso facto void. The BUYER further agrees not to take soil, filling
materials or any other matter from this/these parcel/s of land or in
any other lot in the subdivision, nor undertake any works inimical to
the general interest of the subdivision.
11. If at any time before the payment of the full purchase price, the
government units, instrumentalities, public corporations and political
subdivisions, shall condemn or expropriate the property, the BUYER’s
payment of installments, shall not hereby be affected, as the BUYER
shall bear the consequence of such expropriation. This
notwithstanding, the SELLER shall have the authority to deal,
negotiate or receive the proceeds of expropriation or resist the
expropriation of the condemning authority in behalf of the BUYER. It is
hereby understood that the proceeds realized from said expropriation
shall accrue to the BUYER, provided that the latter shall have paid the
full purchase price. Otherwise, the SELLER may apply the said
proceeds in payment of whatever balance still outstanding on the
account of the BUYER.
12. If there are two or more buyers under this contract, the
obligation mentioned herein are deemed contracted by the BUYERS in
their joint and solidarity capacities.
13. In case of failure by the BUYER to pay any two (2) consecutive
monthly installments, the seller shall have the right to extrajudicially
cancel this agreement and forfeit as liquidated damages whatever
amount had already been paid, subject to the provisions of R. A. No.
6552. The provisions of the “Realty Installment Buyer Act (R. A. No.
98
6552)” are hereby made as integral part of this contract. However,
payment of cash surrender value, if any, pursuant to R. A. No. 6552,
in the event of forfeiture, shall be made at the office of the SELLER
within fifteen (15) days from receipt by the BUYER of the notice to
collect the cash surrender value. Provided further, that should the
BUYER fail to collect the cash surrender value within said period, this
contract shall be considered automatically cancelled and the amount
shall be held in trust by the SELLER for the BUYER. A fee of Php
500.00 shall be paid by the BUYER for the notice of cancellation herein
required, deductible from the cash surrender value or added to the
total delinquency to be paid as the case may be.
14. When the BUYER shall have already availed of the grace period
under Section 3(a) of the “Realty Installment Buyers Protection Act,”
the following provisions shall govern:
14.a. Should the BUYER again fail to pay any two (2) monthly
amortizations as provided in Paragraph 1 hereof, this contract, shall,
by the mere fact of non-payment, expire by itself and become
cancelled, demand therefor and/or the necessity of judicial declaration
to that effect being hereby expressly waived, and any and all sums of
money paid under this contract shall be considered to liquidate
damages and/or become rentals on the property and, in such event
the BUYERS, should they be in possession of the property, become
mere intruders of the same and may be ejected therefrom by the
means provided by law for tresspassers. Upon such default, the
SELLER shall be at liberty to dispose of said parcel/s of land to any
other person/s in the same manner, as if this contract had never been
executed or entered into.
14.b. The breach by the BUYER of any of the conditions

contained herein shall have the same effect as non-payment of
the installments within the meaning of the preceding
paragraphs;
14.c. In any of the above cases, the SELLER or its

representatives shall have the right to enter into the property, to
take possession of the same and take whatever action is
necessary or advisable to protect the rights and interests of
SELLER in the property, and nothing that may be done or made
by the BUYER shall be considered as revoking this authority.
15. The herein BUYER agrees to start the construction of a

residential house on the herein property not later than 12 months from
the date hereof, in accordance with the deed of restrictions and
easements imposed on the low, with plans and specifications
previously approved by the SELLER. Failure on the part of the BUYER
to do so, give the SELLER the right to repurchase the lot by
reimbursing the former whatever he/she has paid on the account of
the principal (interest or surcharges excluded). Provided, however,
that the BUYER shall not be allowed to construct a house on the lot
unless he/she has paid in full the purchase price (principal) herein.
Construction of the residential house shall be in accordance with the
Deed of Restriction and with the plans and specifications approved by
the SELLER/DEVELOPER. Further, within the 12-month period
stipulated above, BUYER is hereby obliged to conduct a survey of the
purchased lot.
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16. The parties hereby agree that the roads in the subdivision are
made available only to the BUYER and members of his family who shall
utilize and make use of the lot or lots so acquired for residential
purposes, and not otherwise to gain entrance to and/or exit from the
subdivision in such way that the BUYER shall create a right of way
through the roads of the subdivision or to have access to the
properties within, beyond or adjoining subdivision, be it belonging to
said BUYER or other persons. The SELLER shall have the right to
cancel the Contract to Sell ex-parte, without right to reimbursement
for whatever the BUYER has paid on account of the purchase price of
the lot for breach of this contract. In case the title has already been
conveyed to the BUYER, SELLER may compel the BUYER to reconvey
the same subject to reimbursement to BUYER of 70% of his/her/its
principal payment.
17. The SELLER hereby retains, all rights, title, ownership and
interest over the creek, dry creek, bed of flowing water and/or such
similar areas adjacent to the lot subject of this contract, including the
right to quiet title thereto and/or claim said adjacent area.
18. The BUYER agrees to pay corresponding processing fee for the
following:
18.a. for any true copy of the lost contract and passbook;
18.b. for any amendment of the contract;
18.c. for any transfer of rights per lot; and
18.d. for issuance of construction permit or fencing permit.
19. VALUE/PURCHASING POWER OF PHILIPPINE CURRENCY. – In

the event of any supervening change (such as, but not limited to
increase or decrease, inflation or deflation, devaluation) in the value or
purchasing power of the Philippine Currency, during the effectivity of
this Contract to Sell for any reason whatsoever, the basis of payment
of the outstanding balance of the purchase price and/or unpaid
installments of the agreed purchase price and other obligations due
hereunder shall be the value of the Philippine Peso at the time of the
execution of this Contract to Sell. However, with or without any official
declaration, should an appreciable change in the value or purchasing
power of the Philippine Peso occur, a corresponding adjustment in the
unpaid balance of the purchase price shall be made upon notice to the
BUYER. The rate of adjustment shall be the total percentage of change
but not less than three (3) PERCENT effective upon receipt by the
BUYER of the said notice. The BUYER has the option to accelerate
payments or to pay the balance of the purchase price in cash and
avoid the adjustment in price. An appreciable change in the value or
purchasing power of the Philippine Pesos shall be considered to exist
for purposes of this provision, should there be such an increase or
decrease of at least twenty (20%) PERCENT, from the time of the
execution of this Contract to Sell in the Consumer Price Index (CPI) as
set forth in the figures that are being released by the Bangko Sentral
ng Pilipinas or the National Census and Statistics Office or by any
office or agency of the government; provided, however, that in case of
variance in the figures, those released by the Bangko Sentral ng
Pilipinas shall always prevail.
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20. The BUYER hereby makes manifest and represents that he/she
has actually inspected and thoroughly checked the premises subject
matter of this contract, and he/she has found the same to be
satisfactorily and that he/she has found no squatters or illegal
occupants on the same.
21. Should the SELLER resort to the courts of justice or any

administrative body in order to enforce the provisions of this contract,
the BUYER agrees to pay the SELLER, by way of attorney’s fee, a
reasonable sum, which in no case shall be less than thirty thousand
pesos (Php 30,000.00); if the case is in Metropolitan/Municipal Trial
Courts or the Housing and Land Use Regulatory Board (HLURB), an
additional twenty thousand pesos (Php 20,000.00); if it reaches any of
the Appellate Courts, and in addition, the cost and expenses of
litigation and the damages, actual or consequential, to which the
SELLER may be entitled by law.
22. The BUYER hereby represents that this entire agreement has
been read and/or translated to him/her in the language or dialect
known and understood by him/her.
23. All notices and correspondences of any nature sent to the BUYER
at the above address by registered mail shall bind him/her regardless
of actual receipt, unless written notice of change or amendment of
address has been received by the SELLER.
24. In the case of loss of buyer’s copy of this Contract, the BUYER
must immediately notify the SELLER in writing. The SELLER shall not in
any way be liable for damages arising out of the use of the lost
contract.
25. The SELLER reserves the right to sell, cede, transfer, endorse or
assign to any person or entity (hereinafter referred to as the
“ASSIGNEE”) its rights, title, participation, and interests in and to this
Contract, the obligations to the BUYER including the sale, cession,
transfer, endorsement or assignment of notes, checks, rights, actions,
claims, and receivables arising out of or as a consequence of this
Contract, to which the BUYER hereby gives its express consent. In
such a case, the BUYER understands and agrees that the ASSIGNEE
shall assume all the rights of the SELLER as stipulated in this Contract
and BUYER further agrees to settle all his/her obligations under this
Contract directly with the ASSIGNEE.
In the event the SELLER exercises its rights under this section,
the BUYER understands and agrees that the ASSIGNEE has the option
to convert this contract into direct mortgage loan agreement, in which
case the BUYER further agrees to execute such mortgages and
guarantees (as may be required by the ASSIGNEE to secure payments
for the amounts advanced and/or paid to the SELLER by the
ASSIGNEE) the amount of which shall not exceed the amount of
BUYER’s obligation to the SELLER, and to shoulder all costs due to the
conversion of this Contract into a mortgage loan agreement. Should
the BUYER unjustifiably refuse to execute the mortgage or guarantee
required of him by ASSIGNEE, then the BUYER’s obligation under this
agreement shall become immediately due and demandable without
need of further demand.
26. This contract cancels and supersedes all previous contracts or

agreements including Reservation Applications/Agreements between
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the parties herein. And this shall not be considered as having been
changed, modified, altered or in any manner amended by acts of
tolerance of the SELLER, unless such changes, modifications,
alterations or amendments are made in writing and signed by both
parties to this contract. Any representation or warranties, promises,
and other representation which the agents, brokers or any other
person who may have handled this sale to the BUYER shall not be
valid, unless the same have been written and duly approved by the
SELLER as it will not affect the validity of this transaction or any other
provisions herein, which shall remain as valid and binding between the
parties herein.
27. The BUYER hereby agrees to abide with the “Deed of Restriction
for Five Years,” herein attached as Annex “A” and made an integral
part of this Contract to Sell.
IN WITNESS WHEROF, the BUYER has cause his/her signature to

be affixed to this contract, and the SELLER has caused its duly
authorized representative to sing in its behalf, this 20 th day of March,
2019 at Tacloban City, Leyte, Philippines.
RODOLFO ROMUALDEZ
Atlantic Corp. President
[SELLER]
TIN No. 7890123
By: CRISTINA GONZALES

[BUYER]
SSS No. 876432123
WITNESSES:
Richard Gomez Lucy Torres
[ACKNOWLEDGMENT]
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DEED OF SALE WITH MORTGAGE

CITY OF DAVAO ) S.S.
DEED OF SALE WITH MORTGAGE
This DEED, is made and executed into this 20 th day of March,

2019, at the City of Davao, Philippines, by and between:
SARA DUTERTE, Filipino, of legal age, married,

hereinafter called the SELLER-MORTGAGEE,
-and-
KARLO NOGRALES, Filipino, of legal age, married,

hereinafter called the BUYER-MORTGAGOR.
WITNESSETH THAT:
The SELLER-MORTGAGEE is the true, absolute and registered

owner of a parcel of land, together with all the improvements existing
thereon, situated in Matina, Davao City, covered by OCT/TCT No.
78945, issued by the Register of Deeds of Davao City, and more
TRANSFER CERTIFICATE OF TITLE NO. P-78945

Maginhawa St., Matina, Davao City. Bounded on the SE.,
along line 1-2 by Lot 4-A-2-D; on the SW.,along line 2-3
by Lot 3346, Psc-24; on the NW., along line 3-4 by Lot 4-
A-1, Psd-06-069201; and on the NE., along line 4-1 by Lot
4-A-2-J. x x x containing an area of five hundred (500)
square meters, more or less…”
For and in consideration of the agreed purchase price of TWO

MILLION, FIVE HUNDRED THOUSAND PESOS (Php 2,500,000.00),
Philippine currency, of which the sum ONE MILLION, FIVE HUNDRED
THOUSAND PESOS (Php 1,500,000.00) has, upon the execution of this
instrument been paid to the SELLER-MORTGAGEE by the BUYER-
MORTGAGOR, the former does by these presents sell, cede, transfer,
and convey absolutely and perpetually, unto the latter, his/her heirs
103
and assigns, the above-described real estate, together with all the
improvements thereon, free and clear of any lien, charge or
encumbrance except as herein otherwise stated;
The balance of the total purchase price amounting to ONE

MILLION PESOS (Php 1,000,000.00) shall be paid to the SELLER-
MORTGAGEE at his/her office at No. 7 Regalado St., Poblacion, Davao
City, in the following manner:
On or before June 30, 2019 – P250,000.00

On or before September 30, 2019 – P250,000.00
On or before December 31, 2019 – P250,000.00
On or before March 31, 2020 – P250,000.00
As a security for the payment of the aforementioned balance of

the purchase price, and obligations as may hereafter arise, the BUYER-
MORTGAGOR does hereby constitute by way of first mortgage on the
property above-described, in favor of the SELLER-MORTGAGEE,
his/her heirs assigns. The conditions of this mortgage are such that if
the former shall well and truly pay or cause to be paid unto the latter
the total obligations set forth hereinabove on the dates they fall due,
then this mortgage shall be of no further force and effect, otherwise,
the same shall remain in full force and be subject to foreclosure in the
manner provided by law. In case the SELLER-MORTGAGEE opted to
extrajudicially foreclose the herein constituted mortgage due to
violation of this contract, the BUYER-MORTGAGOR hereby appoints the
former as his attorney-in-fact or his duly authorized representative to
sell subject property at public auction without necessity of demand and
apply the proceeds thereof to the payment of the obligations of the
BUYER-MORTGAGOR including any and all expenses to which the latter
may be liable under the law.

20th day of March, 2019, City of Davao, Philippines.
SARA DUTERTE KARLO NOGRALES

[SELLER-MORTGAGEE] [BUYER-MORTGAGOR]
TIN No. 45734749 SSS NO. 98745328
MANS DUTERTE
[Husband of Seller-Mortgagee]
TIN No. 98456345
KAYE NOGRALES
[Wife of Vendee-Mortgagee]
TIN NO. 87950390
Honeylet Avancena Pantaleon Alvarez
104
[NOTARIAL ACKNOWLEDGMENT]
DEED OF SALE WITH MORTGAGE IN TAGALOG
REPUBLIKA NG PILIPINAS)
LALAWIGAN NG TARLAC ) S.S.
LUNGSOD NG TARLAC )
KASULATAN NG BILIHANG MAY SANGLA
ALAMIN NG DITO AY MAKAKATUNGHAY:
EDONG COJUANGCO, Pilipino, nasa hustong edad,

may asawa, na tatawagin dito bilang UNANG PANIG,
-at-
PEPING TEODORO, Pilipino, nasa hustong edad, may

asawa, na tatawagin dito bilang IKALAWANG PANIG.
PAGPAPAHAYAG:
Na, ang UNANG PANIG ay siyang tunay at ganap na may-ari ng

isang (1) lagay ng lupang nasa No. 7 Grace St., Poblacion, Lungsod ng
Tarlac, Lalawigan ng Tarlac, na nakatala sa kaniyang pangalan sa
ilalim ng Transfer Certificate of Title No. 78989 ng Tanggapan ng
Tagapagpatala ng Ari-arian ng Lalawigan ng Tarlac, at may mga
hangganan o pagkakakilanlan sa gaya ng mga sumusunod:
“Parsela ng lupa (Lot 4-A-2-C, Psd-06-070567, bilang

bahagi of Lot 4-A-2, Psd-06-069201, na matatagpuan sa
No. 7 Grace St., Provident Village, Lungsod ng Marikina.
May hangganan sa TS., kahilera ng 1-2 ng Lot 4-A-2-D; sa
TK., kahilera ng 2-3 ng Lot 3346, Psc-24; sa HK., kahilera
ng 3-4 ng Lot 4-A-1, Psd-06-069201; at sa HS., kahilera
ng 4-1 ng Lot 4-A-2-J. x x x na may lawak na humigit
kumulang sa limang daang metro kuwadrado…”
Na, dahil at alang-alang sa kabuuang halagang ISANG MILYONG

PISO (Php 1,000,000.00), salaping Pilipino, na ang LIMANG DAANG
LIBONG PISO (Php 500,000.00), bahagi nito ay babayaran ngayon
IKALAWANG PANIG sa UNANG PANIG, at ang balanseng LIMANG
DAANG LIBONG PISO (Php 500,000.00) ay babayaran ng IKALAWANG
PANIG sa UNANG PANIG sa loob ng anim na buwan sa pamamagitan
at paraang gaya ng sumusunod:
a. P250,000.00 babayaran sa pagsapit o bago sumapit ang
Hunyo 30, 2019
105
b. P250,000.00 babayaran sa pagsapit o bago sumapit ang
Setyembre 30, 2019
sa pamamagitan ng kasulatang it ay ipinagbibili, inililipat at isinasalin,

ng patuluyan at walang pasubali, sa IKALAWANG PANIG, at sa mga
tagapagmana ng IKALAWANG PANIG, ang isang hindi pa nahahating
bahagi (undivided portion) na may sukat na limang daan (500) metro
kuwadrado ng lote AB ng planong kasama ang lahat ng majoras (all
improvements) na dito sa lupang ito ay matatagpuan, na may buong
hangganann na gaya ng mga sumusunod:
“Parsela ng lupa (Lot 4-A-2-C, Psd-06-070567, bilang

bahagi of Lot 4-A-2, Psd-06-069201, na matatagpuan sa No. 7 Grace
St., Provident Village, Lungsod ng Marikina. May hangganan sa TS.,
kahilera ng 1-2 ng Lot 4-A-2-D; sa TK., kahilera ng 2-3 ng Lot 3346,
Psc-24; sa HK., kahilera ng 3-4 ng Lot 4-A-1, Psd-06-069201; at sa
HS., kahilera ng 4-1 ng Lot 4-A-2-J…”
Na, bilang panagot sa pagbabayad ng balanseng binabanggit sa

itaas nito, ang IKALAWANG PANIG ay isinasangla sa UNANG PANIG
ang bahagi ng lupang dito ay ipinagbibili ng huli sa una, at ang
kondisyon ng sanglaang ito ay kung mababayaran ng IKALAWANG
PANIG sa UNANG PANIG ang nasabing balanse sa loob ng panahong
sinasabi sa unahan nitong kasulatang ito, at ang sanglaang ito ay
mawawalang ng bias, ngunit kung hindi, ang sanglaang ito ay patuloy
ang bisa at maaring ipailit ng UNANG PANIG ang bahagi ng lupang dito
ay isinangla sa kaniya ng IKALAWANG PANIG sa labas ng hukuman
(Extra-judicial foreclosure) at upang bigyan ng bias ito, ang UNANG
PANIG ay ginagawa ng IKALAWANG PANIG na kinatawan niya upang
ilitin ang nasabing lupa;
Na, ang UNANG PANIG ay nagpapahayag na kaniyang

sinasagutan ang titulo niya bilang may-ari ng lupang dito at kaniyang
ipinagbili sa IKALAWANG PANIG, kasama na dito ang tahimik na
pamumusisyon ditto, at kaniya rin pinatutunayan na ang nasabing
bahagi ng lupa ay walang anumang pananagutan;
Na, ipinahahyag din ng UNANG PANIG na ang bahagi ng lupang

ditto ay kaniyang ipinagbibili sa IKALAWANG PANIG ay walang ksama
at natatatamnan ng palay o mais, at hindi sakop ng anumang
reserbasyon ng pamahalaan;
Na, ang pamumusisyon sa bahagi ng lupang ditto ay ipinagbibili

ay mapupunta sa IKALAWANG PANIG sa oras na malagdaan ang
kasulatang ito.
BILANG PATUNAY, itinaas ng magkabilang panig na ditto ay

nagkasundo ag kanilang kamay, ngayong ika-20 ng Marso, 2019, dito
sa Tarlac City, Tarlac, Pilipinas.
EDONG COJUANGCO PEPING TEODORO

[UNANG PANIG] [IKALAWANG PANIG]
SSS No. 13579135 TIN No. 2468024
106
TINGTING TEODORO
[ASAWA NG IKALAWANG PANIG]
PASSPORT No. 09876543
NILAGDAAN SA HARAP NINA:
Mikee Aquino Kris Yap
[ACKNOWLEDGMENT]
DEED OF SALE WITH ASSUMPTION OF MORTGAGE

CITY OF PASAY ) S.S.
DEED OF SALE WITH ASSUMPTION OF MORTGAGE
This DEED OF SALE WITH ASSUMPTION OF MORTGAGE is made

and executed this 20th day of March, 2019 in Pasay City by and
between:
SHARON CUNETA, Filipino, of legal age, married,

hereinafter referred to as the SELLER;
-and-
ANTONINO CALIXTO, Filipino, of legal age, married,

hereinafter referred to as the BUYER;
WITNESSETH THAT:
The SELLER is the true, absolute and registered owner of a

parcel of land situated in No. 17 Sampaguita St., Barangay 187, Zone
20, Pasay City, Philippines, covered by OCT/TCT No 9879 issued by the
Registry of Deeds of the City of Pasay and more particularly described
as follows:

Psd-05-026199), situated in No. 17 Sampaguita St.,
Barangay 187, Zone 20, Pasay City, containing an area of
one hundred forty (140) square meters more or less...”
FOR AND IN CONSIDERATION of the sum of TWO MILLION, ONE

HUNDRED THOUSAND PESOS (Php 2,100,000.00), receipt which in full
is hereby acknowledged to the entire satisfaction of the SELLER, the
latter has sold, transferred and conveyed and by these presents
hereby sells, transfers and conveys unto the BUYER, his/her heirs,
legal representatives, or assigns, the above-mentioned property
together with all the improvements therein.
The said property is presently mortgaged in favor of KC

CONCEPCION as evidenced by a Deed of Mortgage executed on
January 12, 2017 by and between the SELLER and said KC
107
CONCEPCION and acknowledged before Notary Public, Atty. Kiko
Pangilinan, and entered in his notarial register as Doc. No. 5; Page No.
17; Book No. 5; Series of 2017; copy of the Deed of Mortgage is
herewith attached and made part hereof as Annex “A.”
The BUYER in addition to the consideration herein has agreed to

assume, as he/she hereby assumes, all the stipulated duties and
obligations of the SELLER contained in said Deed of Mortgage, Annex
“A” hereof, as if the BUYER were the MORTGAGOR in said Deed of
Mortgage.

20th day of March, 2019, City of Pasay, Philippines.
ANTONINO CALIXTO SHARON CUNETA

[BUYER] [SELLER]
TIN No. 98767898 TIN No. 9873222
WITNESSES:
Frankie Gamboa Cassandra Aquino
[ACKNOWLEDGMENT]
108
PREPARED BY: BARON, JEFF P.
DEED OF SALE OF SUBDIVISION LOT WITH FINANCING AND

ORGANIZED HOMEOWNERS ASSOCIATION

CITY OF TAGUIG) S.S.
This DEED, made and entered into this 22nd day of March, 2019,
at Taguig City by and between:
JEFF P. BARON, of legal age, Filipino, single, resident of Brgy.

Pinagsama, Taguig City, hereinafter called the “SELLER”;
-and-
JEAN ROSE NAVERA, of legal age, Filipino, single, resident of

Brgy. Western Bicutan, Taguig City, hereinafter called the “BUYER”;
WITNESSETH THAT:
WHEREAS, the SELLER is developing a subdivision project

(hereinafter called the “Project”) in accordance with Presidential
Decree No. 957, as amended (The Subdivision and Condominium
Buyer’s Protective Decree), on a parcel of land located in 123 Brgy.
Pinagsama Taguig, City.
WHEREAS, it is the intention of the SELLER to create a

residential community where the general welfare of its members is
promoted and protected through covenants, restrictions and
limitations imposed as voluntary easements running with the land, and
for this purpose, the SELLER has executed Deed of Restrictions
(hereinafter called “Deed of Restrictions”) copy which is attached
hereto and made an integral part hereof as Annex “A”; and
109
WHEREAS, the BUYER has offered to purchase from the SELLER,
and the SELLER is willing to sell to the BUYER, subject to certain terms
and conditions, a subdivision lot located at the Project.

premises, the payment of the purchase price and all other amounts
herein below specified, and the BUYER’s faithful compliance with the
Deed of Restrictions and the covenants hereinafter set forth, the
SELLER hereby sells, transfers and conveys to the BUYER, and the
BUYER hereby purchases from the SELLER, the lot herein below
described, the subject to the following terms and conditions:
1. THE PROJECT
The Project consists of subdivision lots.
2. THE LOT TO BE PURCHASED
The BUYER agrees to buy the subdivision lot (hereinafter called

the “Lot”) located in the Project, with an area of 300 square meters,
more or less, specifically described as covered by Transfer Certificate
of Title No. 123456789 issued by the Registry of Deeds for the City of
Taguig, attached hereto and made an integral part hereof as Annex
“C.”
3. PURCHASE PRICE AN MANNER OF PAYMENT
The purchase price of the Lot herein purchased shall be PESOS:

one million pesos (P1,000,000), Philippine Currency, exclusive of value
added tax, payable at the office of the SELLER.
4. DEFAULT
In the event that the BUYER fails to pay any amount on the due
date thereof or within the period herein agreed upon or to comply with
any of the terms, restrictions or obligations mentioned in this Deed or
the Deed of Restrictions, or requests for a cancellation of his/her
purchase of the lot, the SELLER may, at his/her/its sole option, and
discretion, cancel this Deed without need of court declaration to that
effect by giving the BUYER a written notice or confirmation (if
cancelation is requested by the BUYER) of cancelation. In the event
that the BUYER obtains a loan from the bank or financial institution to
finance the purchase price of the Lot, then upon cancellation of this
Deed, the BUYER hereby authorizes the SELLER to refund to the
lending bank or financial institution any payment heretofore received
from or for the account of the BUYER under the relevant loan
document executed between the buyer and such bank/financial
institution. The balance of such payment, if any, shall be refunded to
the UYER less: (a) penalties accrued as of the date of cancellation, (b)
an amount equivalent to 2% of the total of purchase price as
liquidated damages, (c) the real estate broker’s commission, if any,
and (d) any unpaid charges on the Lot. Any amount to be refunded to
the BUYER shall be collected by the BUYER of such cancellation, the
SELLER shall be free to dispose of the Lot covered hereby as if this
Deed had not been executed.
Notice to the BUYER sent by registered mail or by personal
110
delivery to his address stated in this Deed shall be considered as
sufficient with all requirements of notice for purpose of this Deed.
It is understood and agreed that no failure or delay by the
SELLER in exercising any right, power or privilege under this Deed
shall be construed as a waiver thereof nor shall any single or partial
exercise thereof preclude any further exercise of any other right,
power, or privilege. Moreover, acceptance by the SELLER of any
payments made in a manner or at any time other than as herein
provided shall not be construed as a variation, novation or wavier of
the terms hereof.
5. FORCE MAJEURE
In the event that fire, earthquake, or other natural elements,

acts of God, war, civil disturbance, government and economic controls,
or any other cause beyond the SELLERR’s control makes it impossible
or difficult to obtain the necessary labor or material required for the
Project, or renders impossible the delivery by the SELLER of the Lot to
the BUYER within the period stated under Section 9, Then the SELLER
may consider itself relieved of any obligation under this Deed. In this
event, it shall reimburse the BUYER, without interest, for all amounts
heretofore received from the latter; provided that, should any such
amount received by the SELLER have been released to it by any
lending/originating bank or financial institution, such corresponding
amount shall be refunded by the SELLER, without the interest, to the
lending/originating bank or financial institution concerned, and the Lot
(or any part thereof) shall remain the property of the SELLER.
6. TITLE AND OWNERSHIP OF LOT
The title, right and interest to be conveyed shall be subject to

the provisions of the Presidential Decree No. 957, as amended, and is
implementing rules and regulations, the Deed of Restrictions, the
Article of Incorporation and the By-Laws of the HOMEOWNERS’
ASSOCIATION for the project to be organized by the SELLER pursuant
to Section 11 (the “Association”) its rules and regulations, zoning
regulations, other restrictions on the use of the Lot as may be imposed
by governmental and other authorities having jurisdiction over them,
and the restrictions and easements of record, all by which the BUYER
hereby agrees to be bound.
7. TAXES, REGISTRATION COST AND EXPENSES
7.1 The documentary stamp tax, registration fees,

transfer taxes, expenses, costs and
any other taxes (other than taxes on the income of the SELLER
or any other tax credited thereto) imposed or to be imposed in the
future in connection with the sale of the Lot, the execution and
registration of this Deed, the issuance of the tax declaration and
corresponding Transfer Certificate of Title covering the Lot in the name
of the BUYERR, and (to the extent applicable) the registration of the
mortgage in favor of the bank for financial institution approving the
BUYER’s loan for the financing of the payment of the balance of
the purchase price, shall be for the account of the BUYER.
111
7.2 Real property taxes and assessments which shall be
imposed on or which shall accrue in connection with the Lot
shall be pro-rated between the SELLER and the BUYER for the
purpose of making the BUYER liable only for the portion of such
taxes or assessments which correspond to the period from the date of
transfer of the title to the Lot. From such date, all real property
taxes and assessments which shall be due on the Lot shall be for the
sole account of the BUYER.
8. OTHER OBLIGATIONS
In addition to the other obligations herein specified, the BUYER,

before or after the delivery by the SELLER of the certificate of title to
the Lot subject hereof, agrees:
a. to reimburse the SELLER for the BUYER’s pro-rata share

of real estate taxes and other assessments, if any, which may have
been advanced by the SELLER;
b. to reimburse the SELLER for all utility connection

charges; and
c. to pay for other expenses herein specified which are for

the account of the BUYER.
9. HOMEOWNERS ASSOCIATION
9.1 The SELLER will organize the Association pursuant to

the Deed of Restrictions for the purpose of holding title to certain
areas for common use and managing the Project for the common
benefit of all purchasers.
9.2 From the date at which the Association has been

organized and the BUYER shall have paid in full the purchase price of
the Lot, the BUYER shall automatically become member of the
Association, shall pay to latter all the des and assessments duly levied
and imposed, and shall comply with its Articles of Incorporation, By-
Laws ad rules and regulations.
9.3 While the Association has not been organized and

functioning, all the rights, powers, and authority vested in it by the
Deed of Restrictions, its Articles of incorporation, and By-Laws may be
exercised and enforced by the SELLER.
10. WARRANTIES
The SELLER hereby represents and warrants in favor of the

BUYER that:
(a) It has absolute right and title to sell and transfer the
Lot to the BUYER;
(b) the Lot is free from liens and encumbrances, except

those liens and encumbrances provided for by law and in the Deed of
Restrictions and those annotated and registered at the back of the
112
Transfer Certificate of Title corresponding to the Lot.
11. SEPARABILITY CLAUSE
In case of one or more of the provisions contained in this Deed

shall be declared invalid, illegal or unenforceable in any respect by
competent authority, the validity, legality and enforceability of the
remaining provisions contained herein shall not in any way be affected
or impaired thereby.
12. ADDITIONAL PROVISIONS
12.1 In case extraordinary inflation or devaluation of the

currency stipulated should supervene during the effectivity of this
Deed, the value of the currency at the time of the establishment of the
obligation shall be the basis of payment as provided in Article 1250 of
the New Civil Code of the Philippines. It is agreed that the term
“extraordinary inflation” or “devaluation” as used in Article 1250 shall
mean the diminution to the extent of 6 percent (6%) of the purchasing
power of the Philippine currency as reflected in the official report of the
Bangko Sentral ng Pilipinas of an official devaluation of the currency.
12.2 This Deed shall not be considered as changed,

modified or altered by any acts of tolerance on the part of the SELLER
unless such change, modification or alteration is made in writing and
signed by both parties to this Deed.
12.3 In case of litigation arising out of this Deed or any of

the document hereto attached or incorporated by reference, the
parties hereby agree to submit to the jurisdiction of the proper court of
the Taguig City, to the exclusion of any other venue.
12.4 If there are two (2) or more buyers under this Deed,
the term “BUYER” as used herein shall refer to all such persons, and
their obligations under this Deed shall be deemed contracted by them
in a joint and solidary manner. The use of the masculine gender herein
includes the feminine and neuter gender. The Annexes of this Deed ae
considered for all intents and purposes, and made integral parts
hereof.
12.5 The SELLER undertakes to register at BUYER’s

expense this Deed covering the Lot with the proper Register of Deeds
pursuant to Section 17 of Presidential Decree No. 957, as amended
upon compliance with the requirements of Section 6.1.
12.6 Pursuant to Section 31 of the Implementing Rules

and Regulations of the Presidential Decree No. 957, the
broker/salesman, if any, who negotiated the sale hereof shall sign as
one off the witnesses to this Deed, with an indication of his or her
certificate of Registration and renewed date.
12.7 Pursuant to Section 34 of the Standards, Rules and

Regulations implementing Presidential Decree No. 957, a sketch plan o
the Lot showing the area boundaries and dimensions and other
landmarks as required, is hereto attached as Annex “B.”
113
12.8 In case of controversy in the interpretation of the
plans and specifications or in the measurement of the Lot, the
interpretation of the SELLER shall prevail.
12.9 This Deed and all other documents executed in

relation to or connected with this transaction and which are made an
integral part hereof, shall constitute the entire agreement between the
parties. The SELLER is not and shall not be bound by any stipulations,
representations, agreements or promises, oral or otherwise, not
contained in this Deed or in any other document incorporated herein
by reference, unless stipulated to the contrary.
12.10 All covenants shall extend to and be obligatory on

the heirs, personal representatives, successors and assigns (as the
case may be) of the parties.
______Jean Rose Navera________ _________Jeff Baron_____

[BUYER] [SELLER]
WITNESSES:
______Jedidiah Cuevas _____ _________Noemi

Perante_______
[ACKNOWLEDGEMENT]
114
DEED OF RESTRICTIONS IN SALE OF SUBDIVISION LOT
DEED OF RESTRICTIONS
The BUYER hereby accept/s unconditional membership in

Enlisted Personnel Homeowners Association, composed of owners,
vendees, and residents of the subdivision. Jeff P. Baron (hereinafter
referred to as the Owner for short), shall register the Articles of
Incorporation and By-Laws of said association with the Housing and
Land Use Regulatory Board and/or any appropriate Government office.
The absolute ownership of the facilities and utilities for security
service, water supply, street lighting, maintenance of roads and
drainage and other facilities and utilities that may be put up for the
promotion of general welfare, health, safety and morale of the
members of the association, shall continue to remain in the name of
the OWNER. The Homeowners Association shall conduct the affairs and
activities of the Association related with the proper operation,
maintenance and beautification of housing units, and shall manage and
maintain the facilities hereinbefore mentioned subject, however to the
control and supervision of the OWNER, it is being expressly stipulated
that the imposition and adjustment of such fees, charges, dues and
assessment for water and temporary electrical facilities shall
exclusively belong to the OWNER, and it being clearly understood that
the OWNER may in due time transfer with proper arrangements,
ownership of such facilities to the Association which shall be bound to
accept the same provided that (50%) percent of the lots in the
particular phase of said subdivision being tuned over have been sold
and the facilities therein have been substantially completed; provided
further, that the Association shall have been duly registered in the
Housing and Land Regulatory Board. Furthermore, the buyer shall
faithfully comply with all the rules and regulations, which in every
instance, must be made and promulgated with the prior written
approval of the OWNER, sign standard contracts for such facilities and
utilities and faithfully pay the fees, and utilities. I the last instance, a
lien shall be established in favor of the association and/or the OWNER
over the property or properties of any member of the association,
delinquent in the payment of such fees, charges, dues and
assessments and; in addition the association and/or OWNER can take
such action as appropriate to insure payment thereof.
115
I. USE OF LOTS
a) This lot shall be for RESIDENTIAL purpose only and shall not
be used for immoral or illegal trade of activity and BUYER shall under
no circumstances use or allow to be used the lot as a right-of-way or
access to any adjoining property. Any violation hereof shall give the
OWNER the right to rescind this agreement or if the title has been
transferred already to BUYER, to reacquire the lot under the same
terms and conditions as it was acquired by the BUYER.
b) This lot shall not be subdivided or be used as an access or

right-of-way to any adjacent lands outside the subdivision, or for any
other purpose.
c) Residential lots are subject to an easement or setback from

the property line to the building line in the following manner:
Front: 2.0 meters Side: 1.5 meters
Rear: 1.5 meters
The easement is require for the purpose of drainage, sewage,

water, and other utility facilities as may be necessary and desirable
and also for ventilation purposes. The owner or occupant shall permit
free access thereto by the authorized representative of Jeff Baron
and/or public utility entities for the purpose of which the easement is
created. Carport may be allowed to one side of the lot boundary
with firewall up to a maximum length of 6 m. only.
d) The BUYER agree/s to admit in the premises representative/s

of the OWNER to carry into effect the purposes for which the easement
is to be created and to inspect and relocate monuments.
e) No part of the property shall be used and maintained as

dumping ground for rubbish, trash, garbage or other material or
aggregates.
f) Commercial or advertising signs may be placed, constructed or

entered on this lot if the lot is commercial, but subject to city or
municipal ordinance upon approval of the OWNER. In residential
lots, nameplates and professional signs of the HOMEOWNER are
permitted as long as they do not exceed 500 centimeter in size.
g) No animals or fowls shall be maintained or kept on the lot

except as pets. The term “pets” means dogs, cats, and chicken not in
commercial quantities.
h) For the maintenance of vacant lots, BUYER shall pay a

monthly maintenance fee of Php500 which amount shall be
incorporated into BUYER’s monthly account.
II. BUILDING AND ARCHITECTURES
116
a) For residential lots, the owner shall construct his residential
house at a cost of at least Php500,000. The complete plans and
specification thereof shall be approved by the OWNER before starting
construction. No residential house shall exceed five (5) meters in
height measured from the ground to the rooftop. No residential lots
shall be used for commercial purpose especially as a sari-sari store.
b) In the case above, the complete plans and specifications

thereof together with the conditions duly required in writing shall be
duly approved by the OWNER prior to the start or commencement of
any construction. The complete housing or building plans must be
submitted at least fifteen (15) days prior to the start of construction.
Any construction commenced without approval of the plans thereof by
the OWNER may be stopped and all materials for use in the
construction thereof may be refused entry in the subdivision.
c) No house plan shall be approved unless BUYER shall have paid

a construction deposit to the OWNER in the sum of fifty thousand
(Php50,000). Said deposit shall be refunded to BUYER after completion
of the construction minus whatever damage BUYER may have caused
to any of the subdivision facilities.
d) The City/Municipal Building permit must be acquired for the

above commercial building or residential house after the plans have
been approved beforehand by the OWNER. No construction or fencing
shall be started without the required construction permit.
e) In the event BUYER constructs his/her on a wrong lot, the

BUYER shall immediately remove said construction at his expense;
otherwise, the OWNER shall immediately remove the same at
BUYER’s expense without the necessity of court order and
without criminal and/or civil liability whatsoever on the part of
the corporation or its employee.
f) No temporary building, shack, barn or other structures shall

be erected. All buildings must be of strong materials and properly
painted or finished and of a type of architecture that is in harmony
with the surrounding landscape and home design of the vicinity.
Adjacent lots may be used for dumping of materials and stockpile for
construction, provided said lots are immediately cleaned after the
construction of the BUYER’s house. In case of failure of the BUYER to
do so, the OWNER shall do the same but the cost thereof shall be
deducted from the BUYER’s construction deposit.
g) BUYER shall not be allowed to mix concrete directly on the

subdivision’s concrete roads or paved sidewalks.
III. DRAINAGE AND WATER SYSTEM
a) BUYER or any person shall have no authority to permit

tapping into the water mains. Only the OWNER may do so or grant
such written permit.
b) The OWNER shall handle the exclusive management and
117
supervision of the water system as well as the charging of water fee
similar to other first class community of subdivisions.
c) No lot owner shall be allowed to install drainage outlet outside

his property without the written approval of the OWNER.
d) No lot owner shall be allowed to install booster pumps devices

to his connection to the subdivision water system. Violation hereof
shall give the OWNER the right to discontinue service to BUYER.
IV. SEWAGE AND GARBAGE DISPOSAL FEES
Sewage disposal must be by means of adequate septic tanks to

be built by the NUYER and which must always be kept in sanitary
condition.
V. MAINTAINANCE OF ADDITIONAL FACILITIES
In case the OWNER later decides to voluntary provide additional

facilities in the subdivision like a swimming pool, gym, spa, tennis
court and basketball court, BUYER agrees to pay the maintenance fee
Php 100 per month and may be adjusted from time to time to cover
the cost of maintenance thereof. Those who fail or refuse to pay the
Php100 maintenance fee shall not be allowed to make use of these
facilities.
VI. WALLS AND FENCES
a) The fence or wall shall not be more than 4 meters in height

from sidewalk level. For commercial lots, no fence or wall shall be
constructed fronting the street.
b) No vehicular entrances or exits shall be allowed along circular

curves at streets intersections.
VII. TERMS AND RESTRICTIONS
The foregoing restriction shall remain in force for five (5) years
starting from March 22, 2019 unless sooner modified by two third
votes of members in good standing of the HOMEOWNERS
ASSOCIATION and with the prior written approval of the OWNER.
However, the Association may, by the same number of votes and
composition, from time to time, add new ones, amend or abolish
particular restrictions or parts thereof, but in all cases with prior
approval of the OWNER.
VIII. ENFORCEMENT RESTRICTIONS
a) The foregoing restrictions may be enjoined and/or enforced by

court action by the OWNER. In the event of any violation of the
foregoing restrictions and/or delinquent payment of the lot, house or
fees of whatever nature, the OWNER also reserves the right to resort
118
to other remedies, such as extrajudicial cutting of water line of the
BUYER or disallowing the use of any facilities of the subdivision.
b) Should the BUYER violate any provision of the Deed of

Restrictions, such as easement requirements, the OWNER shall,
without the necessity of court order, remove and/or demolish or vase
the removal or demolition of any structure built or constructed in
violation of the specified easement or any other restrictions specified
in the Deed of Restrictions duly agreed upon at the expense of the
BUYER, and the BUYER hereby voluntarily submits and agrees that
the OWNER shall not incur any civil or criminal liability
whatsoever. Furthermore, the cost of removal and/or demolition
shall be for the account of the BUYER and the latter shall pay in full the
said cost upon written demand by OWNER.
c) The BUYER binds hereby makes manifest and represents

he/she has investigated the property subject matter of this Contract
and that he/she has found no squatters or adverse occupant
whatsoever thereon and is fully satisfied with the area, terrain and
contour of the lot and the actual condition of the lot and the area in
general.
d) The BUYER binds himself/herself to comply with all law,

ordinances and regulations regarding sanitation, safety and other
orders which the Bureau of Health or any other branch of the
Government, local or national that may have promulgated or
may hereafter promulgate for the proper protection of the public.
Whatever consideration or forbearance the OWNER may concede to
the BUYER as not exacting strict compliance with any of the terms and
conditions of that the OWNER may give the BUYER with regard to the
obligations of the latter, shall not be interpreted as a renunciation in
case of any default on the part of or non-compliance by the BUYER for
any right, cause of action, or sanction herein granted unto the
OWNER.
e) The BUYER agrees not to sell, cede, encumber, transfer, or in

any manner to do any act which will violate this Deed of Restrictions
without the prior written approval of the OWNER, and until all
stipulations of this deed shall have been fulfilled. The BUYER binds
himself/herself during the life this Deed of Restrictions not to remove,
displace or in any way, interfere with any monument or other evidence
of boundary upon said premises, nor to cut or destroy or in any other
manner cause any waste or damage to or upon said premises or to
allow other the commission of the aforesaid acts without previous
written approval from the OWNER. It is understood that all
expropriations which might hereafter be made of, the property or any
portion thereof shall be for the sole account of the BUYER and shall not
in any way affects his/her/their obligations in favor of the OWNER
under the contract.
f) Should the OWNER act for and in behalf of the Electric

Company (MERALCO) for installation of electric service within the
subdivision, and MERALCO requires the OWNER to post a surety bond
or cash advance, as the case may be, to guarantee its service
including labor and materials, the BUYER shall be exempted from
119
sharing with the OWNER the expense of putting up the said
surety bond.
However, if MERALCO requires a cash bond/or requires the

subscription of preferred shares of stock or cash advance, as the case
may be, from MERALCO, then the OWNER and the BUYER shall share
equal fifty-fifty each the expenses for such cash advance and/or
subscription of preferred shares. It is hereby stipulated that in such
later case, the (50%) shares of the BUYER shall be apportioned among
all other BUYERS, if there are any, included in the same Project
Number of MERALCO who will be benefited by the installation of the
electric service. Moreover, it is hereby understood that the said BUYER
shall be co-owner/s with buyer/s who build/s of his/her residence and
apply for electricity service using the existing lines in the same Project
Number of MERALCO, he/she/they shall pay outright to the OWNER
the corresponding sum observing the (50%) percent proportion. The
original lot buyer’s share shall be correspondingly and proportionately
reimbursed to them in the form of cash or shares in conformity with
the (50%) percent shares mentioned herein.
IN WITNESS WHEREOF, the parties have hereunto set their

hands this 22nd day of March, 2019, in Taguig City, Philippines.
Jeff P. Baron
[OWNER]
TIN: 123456789
CONFORME:
By: Noemi Perante Jedidiah Cuevas
WITNESSES:
Samuel Merjudio Renz Marlon Macunat
[ACKNOWLEDGMENT]
120
APPLICATION FOR INSURANCE WHEN BUYING MEMORIAL LOT
THE HERITAGE PARK MORTUARY AND CREMATORY

Bayani Rd., Taguig City
Contact No. 09277661911
INDIVIDUAL APPLICATION FOR INSURANCE
NAME: Jeff P. Baron DATE OF BIRTH: July 5, 1991 SEX: Male

HEIGHT: 5’0” WEIGHT:50 kg. CIVIL STATUS:Single Occupation:
lawyer
HOME ADDress: 123Pilar St. Brgy. Pinagsama, Taguig TEL.
NO.8396046
OFFICE ADDRESS: 321Silver St, Brgy. Bicutan, Taguig TEL. NO.
_none_
INSURANCE BALANCE: P125,000 TERM: July 5, 2019-July 5, 2030
Name of Beneficiaries Age Relationship

Ida P. Baron 58 mother
Jesus Baron Jr. 58 father
In connection with my application for insurance, I hereby certify

to the following:
1. That I have not reached 70 years of age nor less than 15 years
old;
2. That I am in good health;
3. That during the last 5 years up to now, I have been free from all
diseases, deformities, illness or ailments except, ulcer and
sinusitis.
4. That I have not consulted nor have been examined by any

physician for any illness or diseases during the past five (5)
121
years except, on January 15, 2015 for a checkup.
5. That I am physically able to perform the usual and normal duties

of my livelihood.
I understand and agree that the insurance issued on the

application is based on the truth of the foregoing representation and is
subject to provision stated herein:
A. The creditor maximum redemption insurance coverage of not
more than five hundred thousand pesos (P500,000) at the time
of death.
B. Account is not in arrears for more than thirty (30) days.
C. Contestability period of two (2) years.
I further understand and agree that The Heritage Park Mortuary

and Crematory reserves the right to reject and/or rescind the
application/ certificate, if found there was failure on my part whether
intentional or not disclosed material facts pertinent to the risk.
Signed at Taguig City on this 22nd day of March, 2019.
Approved By:
The Heritage Park Mortuary and Crematory
Jeff P. Baron
Applicant
By:
Jean Rose Navera
122
APPLICATION FOR PURCHASE OF MEMORIAL LOT WITH
INTERMENT AUTHORIZATION
Customer Ref. No. 123456789
Sale Application Form and Customer Data Sheet

(Please Print)
Name: Baron Jeff Prudente

LAST FIRST MIDDLE
HEIGHT: 5’0” WEIGHT:50 kg. CIVIL STATUS:Single Occupation:
lawyer
Home Address: 123 Pilar St. Brgy. Pinagsama, Taguig City
NUMBER STREET TOWN/CITY
Birthdate: 07/05/91 Age: 28 Sex: Male Nationality: Filipino
mm dd yy
Residence Tel. No.:839-6046Fax:1234567E-mail:
[email protected]
Husband’s/ Wife’s Name:
LAST FIRST MIDDLE
Name of Beneficiaries Age Relationship

Ida P. Baron 58 mother
Jesus Baron Jr. 58 father
123
MEMORIAL LOT(S) APPLIED FOR: (Subject for availability and
confirmation of the map and lot section)
Lot (s) __ _123 Block 456
Section 789 Lot Price P20,000
Lot (s) __ _321 Block 654
Section 987 Lot Price P20,000
TOTAL LOT PRICE: P40,000
MEM. PARK FUND: P 2,500
I HEREBY CERTIFY THAT THE ABOVE INFORMATION ARE TRUE
AND CORRECT.
Jeff P. Baron
Name and Signature of Buyer
March 19, 2019

Date
Sales Counselor Unit Agency
INTERNMENT AUTHORIZATION FORM
We are supplying an authorization form for your use in allowing a

representative to permit the use of your property for internment
purposes. At the times of need, many owners are not available which
either causes delays or make impossible the use of their property.
We are not accepting advance (Pre-need) Internment Fee Payments.

We, at our end, require our clients to settle the Internment Fee
directly with the Company when actual internment arrangements are
being done.
The Heritage Park Mortuary and Crematory
Date: March 22, 2019 Contact No.: 09277661911
Subject to the rules and regulations of The Heritage Park Mortuary and
Crematory, the following persons are thereby authorized to permit
interments on my lot.
Jeff P. Baron
LOT OWNER
AUTHORIZED SIGNATORIES:
FULL NAME RELATIONSHIP
Ida P. Baron mother
Jesus Baron Jr. father
124
DEED OF SALE OF MEMORIAL LOT
CONTRACT NO. 123 CERTIFICATE NO. 456

PERPETUAL CARE
PRE-NEED PURCHASE AGREEMENT
KNOW ALL MEN BY THESE PRESENT:
THIS AGREEMENT (hereinafter called the “Agreement”) is

executed 22nd day of March 2019, at Taguig City between The
Heritage Park Mortuary and Crematory located in Bayani Rd., Taguig
City hereinafter referred to as the “SELLER” and Jeff P. Baron, of legal
125
age, Filipino, single, and a resident of Taguig City, hereinafter referred
to as the “BUYER.”
WITNESSETH THAT:
1. The BUYER agrees to purchase and the SELLER agrees to sell

to the BUYER, for interment purposes, the following described plot(s)
at The Heritage Park Mortuary and Crematory (hereinafter referred to
as the “PROPERTY”), located at Bayani Rd., Taguig City, according to
the memorial park plans, to wit:
Area Block Lot
______123__________ _______456________ ______789______
The payment for the purchase price of the above Property is broken
down as follows:
Price Php 80,000

Perpetual Care Fund Php 10,000
TOTAL Php 90,000
2. The BUYER agrees to pay the SELLER the entire above stated
amount of ninety thousand pesos (Php90,000) as consideration for the
purchase of the Property under the following terms and conditions:
a. Php50,000 upon signing of this Agreement by BUYER.
b. The balance of Php40,000 with interest thereon at the

rate of 1% per annum, shall be paid on installment in the amount of
Php4,000 per month, due on the 16 th day of each and every month for
twelve (10) months, commencing on April 15, 2019 until the entire
balance shall have been fully paid.
3. Penalty interest shall be charged to and paid by the buyer at

the rate of ___% per month on the installment (principal and interest)
which is not paid on due date, and such payments shall be made at
the SELLER’s office or authorized collecting banks on or before their
due dates without necessary notice shall not be an excuse to
withhold payments.
126
4. All payments made shall be applied in the following order and
sequence: (a) first, to the Perpetual Care Fund; (b) second, to the
value added tax (VAT); (c) third, to interest and penalty due; and (d)
to the balance of any installment due.
5. It is agreed that the cemetery of SELLER is operated as a

memorial park cemetery which means that a Perpetual Care Fund in
the form of a trust has been established in conformity with prudent
cemetery management. The SELLER covenants with BUYER that the
amount paid by the BUYER and allocated to the Perpetual Care Fund,
as set forth in paragraph 1 hereof, will be set aside and delivered to
such trust (or to any other trust which SELLER may create for the care
of said cemetery) as a trust fund, the net income from which is to be
applied to the care of the cemetery of the SELLER.
As used herein, the term “Care” means the cutting of the grass
upon plots, raking and cleaning of plots, pruning shrubs and trees, and
the general preservation of the playgrounds, walks, roadways,
boundaries and structures, to the end, said grounds shall remain and
be reasonably cared fir as a memorial park cemetery. It is distinctly
understood that the SELLER has the irrevocable power to revise or
cancel any existing trust and substitute it with another, or establish
any trust on such terms and conditions with such trustee or trustees,
as the SELLER may determine.
6. The BUYER acknowledges that time is of the essence in the

performance of obligation arising for this Agreement. It is therefore,
agreed that should any of the covenants or agreement s herein remain
unperformed by the BUYER for a period of 30 days after the same
were to have been performed under this Agreement, then this
Agreement shall automatically and without further formality become
null and void at the option of the SELLER.
Interment will be permitted only at such a time that the full

purchase price (including the Perpetual Care Fund component) of the
plot to be utilized had been fully paid.
7. Should the SELLER choose its option to rescind this

Agreement in accordance with the provisions of paragraph 6 hereof,
the SELLER shall promptly send a DEMAND for Rescission to the
BUYER, who, upon receipt thereof, can no longer comply with
unperformed covenant. The SELLER may then re-enter upon the
premises and hold the same; and all payments made prior to re-enter
shall be forfeited in favor of the SELLER in the form of liquidated
damages.
8. If the interment space purchased is in a garden area or family

estate where the blocks are considered invisible and the BUYER has
127
defaulted in the payment of their monthly installments after an
interment has been made thereon and the SELLER has exercised its
right to cancel this Agreement for nonpayment of the monthly
installment due, the BUYER hereby agrees that the SELLER shall have
the right to transfer the remains already interred at the family estate
or garden to an individual plot or plots
with a value that approximate to the payments already made on the
principal, less the Perpetual Care Fund, by the BUYER, and the subject
family estate or garden plot shall revert back to the SELLER.
9. It is agreed that if for any reason, the Property is found not to

be satisfactory to the BUYER and no interment has been made
thereon, the BUYER may, with the written consent of the SELLER,
exchange subject property at any time for other similarly situated
available interment space within [Name of Memorial Park Company].
Exchange credits will be given for the amounts already paid which
shall be applied to the principal and Perpetual Care Fund.
10. In the event that the Property is found to be unavailable due

to technical reason or due to prior transaction with another party, the
same having been offered to the BUYER by mistake or through
inadvertence, the BUYER agrees to have the Property exchange with
another plot(s) within [Name of Memorial Park Company], of equal
type classification, or value.
11. Upon completion of all payments by the BUYER, the SELLER

shall convey the Property to the BUYER, who shall then take full title
thereto, as evidenced by a Certificate of Ownership duly executed and
signed by the SELLER.
The Certificate of Ownership and all rights appurtenant thereto,

shall be subject to the applicable laws of the Republic of the
Philippines, and all rules and regulations of [Name of Memorial Park
Company], now existing or which may hereafter be adopted for the
administration of the cemetery. The BUYER agrees to abide by the
rules and regulations governing the memorial park. It is understood
that express reference to the foregoing rules and regulations in this
Agreement shall have the same force and effect as of said rules and
regulations herein set forth in full.
The SELLER is hereby authorized by the BUYER to issue the

Certificate of Ownership in the name of:
Ida P. Baron
12. It is understood that the Property shall only be utilized for

human remains, provided that the manner of interment thereof shall
be in accordance with the government laws and regulations relative
128
thereto.
Unless otherwise designated by a special rider clause duly signed

by the SELLER and attached to and made part of this contract, only
flat markers of 15 inches made either of granite or marble (or of some
materials duly approved by the SELLER on a case-to-case basis) will
be permitted to mark interment. The same shall be implanted in such
manner that it will not protrude from the ground level, and in
accordance with the SELLER’s regulations thereon.
13. The SELLER cannot be compelled to resell the Property.

However, the BUYER may sell, transfer or assign the Property at any
time, subject to the rules and regulations of The Heritage Park
Mortuary and Crematory.
14. This Agreement, including payments made in connection

therewith, neither covers nor includes the expenses/cost relative to:
(a) the casket or pre-burial services; (b) the opening, closing and
recording of burial space/lot; (c) the vault; (d) the vault and casket
services; (e) taxes, including Value Added Tax; and (g) license or fees
due either to the National or Local Government arising from any of the
foregoing services.
15. The terms and conditions thereof shall extend to and be

binding upon the heirs, executors, administrators, successors and
assigns of the respective parties hereto. As used herein, the singular
includes the plural and the masculine includes the feminine. The
obligations and liabilities of the BUYER hereunder are joint several. It
is further agreed that the waiver by the SELLER of a breach of any of
the covenant contained shall not be considered as a waiver of any
other breach committed or subsequently committed.
16. The written consent of the parties thereto shall be required

for any amendment or waiver of the terms and conditions of this
Agreement.
17. This agreement shall be governed by and construed in

accordance with the laws of the Republic of the Philippines.
18. Should one or more provisions of this Agreement be declared

null and void, intellectual for any reason whatsoever, the other
provisions shall remain in full force and effect notwithstanding such
defect or flaw, provided, the rights of the parties are not adversely
affected thereby.
19. Each of the parties thereto irrevocable consents to the
129
exclusive jurisdiction of the competent courts of Taguig City with
respect to any action or proceeding relating to this Agreement.
20. The BUYER attests to the fact that he has read this
Agreement and that he fully comprehends the terms and conditions
herein set forth. This Agreement constitutes the entire agreement
between the parties in respect of the matters contained herein. All
prior agreements, understandings and commitments, formal or
informal, oral or written, shall be superseded and cancelled by the
execution of this Agreement.
The validity and effectively of this Agreement is conditioned upon

the written attestation of all parties hereto.
The Heritage Park Mortuary and Crematory Jeff P. Baron

[SELLER]
[BUYER]
WITNESSES
Jedidiah Cuevas Noemi Perante
Counselor: Jean Rose Navera Home Address: Taguig City
Agency: _____________________Business Address: Taguig City
Unit:
Noted by: Sam Merjudio
Accepted on: March 22, 2019 Tel. no. (Home): 8396046
Tel. No. (Business) : 8386946
[ACKNOWLEDGEMENT]
130
MISCELLANEOUS OPTIONAL CONDITIONS - WARRANTY
The Seller warrants that he/she or his/her agent has not

received any notice form the City/Municipality, Village or other
government authority of zoning, building, fire, environmental,
pollution, safety or health laws, ordinance, rules and regulations or
requirements with respect to the premises that have not been
corrected.
MISCELLANEOUS OPTIONAL CONDITIONS – ASSESSMENTS
If at any time of transfer of title, the property or any part thereof

is subject to assessment, such assessment due or delinquent at the
131
time of transfer shall be paid and discharged by the Seller.
MISCELLANEOUS OPTIONAL CONDITIONS – APPROVAL OF

FINANCING
The consummation of this transaction as contemplated by the

terms of this agreement is subject to the Buyer obtaining final
confirmation and written approval from the Bank of Philippine Islands
with office at 123 Ayala Avenue, Makati, certifying that the property
subject of this contract is acceptable to them acknowledging this
commitment to finance this transaction by paying the Seller the sum of
one hundred thousand pesos (P100,000).
MISCELLANEOUS OPTIONAL CONDITIONS – BROKER’S FEE
There is no broker’s fees associated with the agreement. Buyer

and Seller shall each hold harmless and indemnify the other from and
against any all claims, causes, actions, damages or related expenses
arising out of or related to any claims of broker’s fees.
MISCELLANEOUS OPTIONAL CONDITIONS – AGENT’S OR

BROKER’S COMMISSION
The parties agree that Jean Rose Navera is the broker who
brought about this sale. All negotiations with respect to the terms of
this contract were conducted by or through said broker. In the event
any claim is made for broker’s commission with respect to this
transaction other than said broker, the Purchaser do hereby agree to
hold Seller harmless from any and all loss, liability, cost, damage or
expense with respect to such claims. Seller shall pay the brokerage
commission to Jean Rose Navera after receipt of the full payment of
the purchase price.
MISCELLANEOUS OPTIONAL CONDITIONS – LEASES AND

RENTS
The property subject of the contract is presently under lease

with Jeff Baron which lease agreement will expire on 22 nd day of March
2019.
The Buyer hereby respects such lease agreement and the Seller
hereby waives any and all rights over any rents payable under such
lease in favor of the Buyer who shall henceforth collect and receive
any and all such rents due on the premises herein sold.
MISCELLANEOUS OPTIONAL CONDITIONS – RIGHT OF FIRST
132
REFUSAL
If the Seller shall decide, after the Buyer acquires the afore-
described property, to sell the adjoining property also owned by the
Seller and particularly described as Mindanao Building the Seller shall
first offer the property to the Buyer herein for the price and on the
terms of the intended sale. The Buyer shall have 30 days from such
offer in which to accept or reject it.
MISCELLANEOUS OPTIONAL CONDITIONS – TRANSFER OF

PROPERTY WITH BUILDING
Possession of property shall be transferred to the Buyer within

30 days from the execution of this instrument by the Seller with all the
keys of the buildings or structures thereon including the television
aerials and satellite dishes, kitchen units, wardrobes, carpets, beds,
sofas, and lamps. If transfer is delayed for any cause beyond the
period specified, the Seller shall pay to the Buyer ten thousand pesos
(P10,000) for each day of delay, as agreed rental, but this shall not
construed as waiver of any remedy available to the Buyer in law.
Prior to the transfer of possession, the Seller shall cause the
property to be cleaned and placed in a neat, sanitary and habitable
condition. The property shall be transferred to the Buyer as provided in
the agreement, in such condition, and clear of all trash, debris, and
personal effects, furnishings, and belongings of the Seller.
Upon the signing of this contract and the receipt of the
downpayment, the Buyer shall be permitted to take immediate
possession of the property even before the full payment is made as
long as he is not in default in the payment of the installment
agreement.
MISCELLANEOUS OPTIONAL CONDITIONS – PROPERTY SOLD

“AS IS”
No representations or warranties have been made by the Seller

or anyone in his behalf to the Buyer as to the condition of the
premises or the improvements and it understood and agreed that the
premises are sold “as is” at the signing of this agreement.
MISCELLANEOUS OPTIONAL CONDITIONS – ENTIRE
133
AGREEMENT
All previous understanding and agreements between the parties

are merged in this Agreement, which alone fully and completely
expresses their agreement, and the same is entered into after full
investigation, neither party relying upon any statement,
representation, express or implied warranties, guarantees, promises,
statements, “setups”, representation or information, not embodied in
this Agreement, made by the other, or by any real estate broker,
agent, employee, servant, or other person representing or purporting
to represent Seller. The Buyer has inspected the Property and is
thoroughly acquainted with its condition and takes the same “as is”, as
of the date of this contract, ordinary wear, tear, and damage by the
elements or casualty exception. Seller has not made and does not
make any representations as to the physical condition, expenses,
operation or any other matter or thing affecting or related to the
Property, except as specifically set forth in this contract. Purchaser
acknowledges that all representations which Seller has made, and
upon which Purchaser relied in making this contract, have been
included in this contract.
MISCELLANEOUS OPTIONAL CONDITIONS – ADMISSION AND

REPRESENTATION OF BUYER
Purchaser represents to Seller that Purchaser knows and has

investigated, to the full satisfaction of Purchaser, the physical nature
and condition of the land, improvements and personal property agreed
to be sold hereby; that neither Seller nor any agent, employee or
representative of Seller has made any representations as to the
physical condition, income, expense, operation or any other matter or
thing affecting or related to the premises, except as herein specifically
set forth. Purchaser further agrees to take the premises together with
any personality to be conveyed hereby, “as is”, in their present
condition, subject to wear, tear and casualty between the date hereof
and the closing of title. Seller is not liable or bound in any manner by
any verbal or written statement, representations, real estate broker,
agent, employee, servant or other person, unless the same are
specifically set forth herein.
MISCELLANEOUS OPTIONAL CONDITIONS – NO

REPRESENTATION BY SELLER
All of the terms and conditions of this agreement between the

parties are stated herein and no representations or inducements have
been made to Buyer by Seller other than those expressly stated in this
Agreement.
134
SALES AGREEMENT WITH ESCROW AGENT
SALES AGREEMENT
135
This AGREEMENT entered into by and between:
Jeff P. Baron, of legal age, single, residing at 123 Brgy.

Pinagsama, Taguig City, hereinafter called SELLER;
-and-
Jean Rose Navera, of legal age, single, residing at 456 Brgy.

Western Bicutan, Taguig City, hereinafter called BUYER.
-and-
Noemi Perante, of legal age, single, residing at 789 Brgy.

Napindan, Taguig City, hereinafter called the appointed ESCROW
AGENT.
WITNESSETH THAT:
1. The SELLER has agreed to sell and the BUYER has agreed to buy
the property of the SELLER located at 123 Pilar St. Brgy.
Pinagsama, Taguig City, covered by TCT No. 12345679 more

survey Psd 05-038553, being a portion of Lot 388-B-
3, Psd-05-026199), situated in 123 Pilar St. Brgy.
Pinagsama, Taguig City, containing an area of one
hundred twenty (120) square meters more or less.”
Free from all liens and encumbrances except those embodied in

the escrow instruction which is attached hereto and made and
integral part hereof as Annex “A”, otherwise called “Escrow
Instructions”;
2. The sale of the afore-described property shall be made in
accordance with all the terms and conditions stated in the
Escrow Instructions, Annex “A” hereof. The SELLER and the
BUYER have appointed an escrow agent to whom each agree
herein to deliver all and everything necessary to finalize and
close the sale of the property subject of this agreement within
30 days after the execution of this agreement;
3. The SELLER and the BUYER stipulate herein that the escrow
agent shall not be liable and is hereby freed, released and
expressly discharged from any and all claims of whatever nature
in relation with the delivery of any documents delivered to the
136
escrow agent except for the claims for money representing her
normal fees amounting to (P20,000);
IN WITNESS WHEREOF, the parties have executed this agreement

on 22nd day of March, 2019 at Taguig City.
Jeff Baron Jean Rose Navera

SELLER BUYER
Noemi Perante
ESCROW AGENT
WITNESSES:
Jedidiah Cuevas Samuel Merjudio
[ACKNOWLEDGMENT]
AGREEMENT FOR SALE OF REAL PROPERTY – BETWEEN BUYER,

SELLER, AND ESCROW AGENT

137
REAL PROPERTY SALES AGREEMENT

This Agreement dated March 22, 2019, among Jeff Baron, of
legal age, Filipino, single, resident of 123 Brgy. Pinagsama, Taguig
Ctiy, referred to as “seller”, and Jean Rose Navera, of legal age,
Filipino, single, resident of 456 Brgy. Western Bicutan, Taguig City,
referred to ast the “buyer”, and Noemi Perante, of legal age, Filipino,
single, and a resident of 789 Brgy. Napindan, Taguig City, referred to
as “escrow agent”.
Seller has agreed to sell, and buyer has agreed to purchase and
pay for the following described property located at 324 Pilar St. Brgy.
Pinagsama, Taguig City, more particularly described as follows:

survey Psd 05-038553, being a portion of Lot 388-B-
3, Psd-05-026199), situated in 123 Pilar St. Brgy.
Pinagsama, Taguig City, containing an area of one
hundred twenty (120) square meters more or less.”
to be free from encumbrances except as set out in the escrow

instructions attached to and made a part of this agreement (called the
“instructions”).
The sale of the property described above shall be made on the
terms and conditions set out in the instruction. Buyer and seller
employ escrow agreement to effect the closing of the sale. Buyer and
seller each agree to deliver to escrow agent all instrument s and forms
necessary to comply with the agreement within 30 days after
execution of this agreement.
Seller shall, on request of escrow agent, deliver to escrow agent
a deed of sale as well as the other necessary documents to convey to
buyer the title set forth in the instructions.
Buyer shall, on the request of the escrow agent, deliver to
escrow agent the amount necessary to complete the purchase of the
property, including pro-rated adjustments, and all other necessary
documents to complete the agreement.
Buyer and seller agree that escrow agent assumes no liability for
and is expressly released from any claim in connection with the
receipt, retention, and delivery of any documents delivered to escrow
agent pursuant to this agreement with the exception of money due
seller, from which escrow agent is authorized to deduct P15,000, her
customary collection charges and expenses, together with any amount
that may be required to pay for legal expenses due to any litigation or
controversy that may arise in connection with this agreement.
IN WITNESS WHEREOF, the parties have executed this
agreement at City of Taguig on the date first above written.
138
Jean Rose Navera Jeff Baron
Buyer Seller
Accepted: Noemi Perante

Escrow Agent
WITNESSES:
[ACKNOWLEDGMENT]
MUTUAL INSTRUCTIONS OF BUYER AND SELLER TO ESCROW

AGENT ON SALE OF BUILDING UNDER SALE
Dated: March 22, 2019
To: Noemi Perante

789 Brgy. Napindan, Taguig City
139
Buyer and seller deliver to you the instruments, documents,
money, or property described below to be held and disbursed by you
in accordance with the directions and on the terms and conditions
contained in these instructions.
PART ONE
SELLER’S ESCROW INSTRUCTIONS
SECTION ONE
DEPOSIT OF ITEMS
Seller delivers to you the following items:

a. Deed to Jean Rose Navera to real property situated at 324
Pilar St. Brgy. Pinagsama, Taguig City, more fully
“A parcel of land (Lot 3, Blk 12 of the

subdivision survey Psd 05-038553, being a
portion of Lot 388-B-3, Psd-05-026199),
situated in 324 Pilar St. Brgy. Pinagsama,
Taguig City, containing an area of one hundred
twenty (120) square meters more or less.”
b. Copy of receipt of buyer for 5 leases, representing all

existing tenancies in the building, all of which were
previously approved by buyer.
c. 5 certificates from all existing tenants in the building
attesting to present status of tenancy under existing
leases.
d. Copy of receipt of buyer for 5 contracts, representing all
service and other contracts pertaining to the operation of
the building.
e. Copy of the complete inventory of all personal property
used in connection with the management of the building.
f. Assignment to Jean Rose Navera of all existing leases on
the property.
g. Bill of sale to Jean Rose Navera of all personal property
listed in the above inventory.
h. Certified check of P5,000 payable to you from Jean Rose
Navera as a downpayment.
SECTION TWO
DELIVERY OF ITEMS
You may deliver the above items to the appropriate party when
140
you have received:
a. Cash in the amount of P50,000.
b. Transfer Certificate of Title No. 123456789 covering the subject
real property.
c. Tax Declaration No. 987654321 of the subject property.
d. Insurance Policy No. 546789213 and corresponding assignment.
SECTION THREE
SELLER’S RESPONSIBILITY
Seller is responsible for the following changes:

a. Bond and improvement assessments in the amount of P75,000.
b. Commission to Noemi Perante in the amount of P15,000.
c. Insurance policy premium of P25,000.
d. Notary public fees in the amount of P2,000.
e. Preparation of inventory at fee of P2,000.
f. Documentary transfer tax of P10,000.
g. Escrow fee of P15,000 representing one-half of full-escrow fee.
SECTION FOUR
ADDITIONAL CHARGES TO SELLER
Seller is responsible for the following additional charges, as pro-

rated from the close of escrow on the basis of a 30-day month:
a. Taxes (including water rates).
b. Fire and liability insurance premiums.
c. Rents including percentage of profits based on percentage of
immediately preceding rental period.
d. Security deposits actually utilized for breaches in rental
payments or conditions.
e. Service contracts and other operations contract charges.
SECTION FIVE
DURATION OF INSTRUCTIONS
These instructions are good until December 31, 2020, and thena
are good until cancelled.
SECTION SIX
APPROVAL OF BUYER’S INSTRUCTIONS
Seller has read Buyer’s instructions for this escrow and approves
them.
141
PART TWO
BUYER’S EXCROW INSTRUCTIONS
SECTION SEVEN
DEPOSIT OF ITEMS
Buyer delivers to you the following items:

a. Cash in the amount of P50,000 representing the deposit toward
the costs of escrow.
b. Note and deed of trust in the amount of P25,000.
c. Assumption of loan fee of P5,000.
d. Certified check for P10,000 made payable to your account to be
delivered to the seller.
e. Credit impounds of P3,000.
SECTION EIGHT
DELIVERY OF ITEMS
You may deliver or disburse the above items to the appropriate

party or parties when you have received on buyer’s behalf.
a. A deed to Jean Rose Navera to real property hereinbefore
described.
b. 5 leases, representing all existing tenancies in the building, or
copu of my receipt for such.
c. 5 certificated from all existing tenants in the building attesting to
current status of tenancy under existing leases.
d. 5 books and 5 files, representing all books and records relating
to managements of the building from March 22, 2019 to
December 31, 2020, inclusive, or copy of buyer’s receipt for
such.
e. 5 contracts, representing all service and other contracts
pertaining to the operation of the building, or a copy of a buyer’s
receipt for same.
f. A copy of a complete inventory of all personal property used in
connection with the management of all the building signed by
buyer.
g. Assignment to Jean Rose Navera of all existing leases on the
property.
h. Bill of sale to Jean Rose Navera of all personal property listed in
the above inventory of property, used in connection with the
management of the building.
SECTION NINE
BUYER’S RESPONSIBILITY
142
Buyer is responsible for the following charges:
a. Cash deposit on purchase price totaling P50,000.
b. Assumption of loan fee amounting to P20,000.
c. Bonds or improvement assessments, to be assumed totaling
P15,000.
d. Escrow fees amounting to P50,000, representing one-half of the
full escrow fee.
SECTION TEN
BUYER’S ADDITIONAL CHARGES
Buyer is to be charged for the following additional items, as pro-

rated from the close of escrow on the basis of a 30-day month:
a. Taxes (including water rates).
b. Fire and liability insurance premiums.
c. Rents, including percentage of profits based on immediately
preceding rental period.
d. Security deposits actually utilized for breaches in rental
payments or conditions.
e. Service contract and other operations contract charges.
These instructions are good until December 31, 2020, and then are
good until cancelled.
SECTION TWELVE
APPROVAL OF SELLER’S INSTRUCTION
Buyer has read Seller’s instructions for this escrow and approves
them.
Jean Rose Navera Jeff Baron

Buyer seller
WITNESSES:
143
[ACKNOWLEDGMENT]
AGREEMENT OF RECEIPT OF DOCUMENTS AND ACCEPTANCE OF

RECEIPT OF ESCROW AGREEMENT
Noemi Perante acknowledges receipt of the deed of seller

delivered to him on March 22, 2019, and also acknowledges the
contents of the escrow instruction of the parties, dated March 22,
2019, and agrees with the parties to hold the deed in escrow and to
deliver it to the buyer or his assigns or legal representatives, upon the
144
payment of all the money to be paid under the contract, as the
purchase price of the land. In the event the contract is unfulfilled, the
escrow holder agrees to return the deed to the seller without delay.
Noemi Perante
Dated: March 22, 2019
PREPARED BY: TUBOSA, RICHARD JOHN MARK I.
MEMORANDUM ACCOMPANYING DELIVERY OF DEED IN

ESCROW-DELIVERY TO TRUST COMPANY
MEMORANDUM ACCOMPANYING DELIVERY OF DEED IN

ESCROW-DELIVERY TO TRUST COMPANY
TO FLORENTINO & CALANO TRUST CO.:
145
There is herewith delivered to you a deed of conveyance, dated
03 January 2019, from the undersigned, as grantor, to ANGEL L.
FLORES, as grantee, of one (1) parcel of land located in Caloocan
City, which deed is placed in escrow with you, and is to be held by you
and delivered to the grantee upon the condition that the grantee shall
pay you for the account of the undersigned the sum of TWO
HUNDRED FIFTY THOUSAND PESOS (PHP. 250,000.00) on or
before 03 April 2019. If the grantee shall fail to make payment of such
sum on or before said date, or within fifteen (15) days thereafter, the
grantee shall forfeit all rights to have a delivery of said deed, and the
said deed shall be redelivered to the undersigned, free from all claims
or right of the grantee.
Dated 20 March 2019.
________________________ ________________________
Signature of Escrow Agent Signature of Grantor
146
ESCROW AGREEMENT ON DEPOSIT OF DEED AND
PURCHASE MONEY MORTGAGE

PROVINCE OF METRO MANILA ) S.S.
CITY OF CALOOCAN
ESCROW AGREEMENT
This Agreement made this 20 th day of March 2019, between

PAULO B. FLORENTINO, residing at Lot 2 Block 2 De Amos Tribe
Village, Brgy. 175, Camarin, Caloocan City, hereinafter called the
VENDOR, ALBERTO S. CALANO, residing at 125 Area 5, Robes,
Camarin, Caloocan City, hereinafter called the PURCHASER, and the
METROBANK INC. of Camarin Branch Caloocan City, hereinafter
called the DEPOSITARY.
WITNESSETH THAT:
1. Deposit of Deed. The Vendor deposits with the Depositary a

deed duly executed by him conveying to the Purchaser the
premises therein described dated 03 February 2019, the receipt
whereof is hereby acknowledged by the Depositary.
2. Deposit of Money and Mortgage. The Purchaser deposits with

the Depositary the sum of PHP. 120,000.00 in cash and a bond
and mortgage given to secure the principal sum of PHP.
150,000.00 and interest at 6 percent dated 03 February 2019,
and covering the premises described in the aforesaid deed,
which mortgage has been duly executed by the Purchaser, and
the receipt thereof together with the money herein mentioned is
hereby acknowledged by the Depositary.
3. Terms of Deposit. The Depositary shall hold the said deed,

bond and mortgage and money until otherwise directed in
writing by the Vendor and Purchaser and shall then pay and
deliver the same to such person or persons as it shall be advised
by such Vendor and Purchaser to do so.
4. Exculpatory Clause. The Depositary shall not be bound in any

way by any contract between the parties hereto whether or not
it has knowledge thereof or of its terms and conditions and its
only duty, liability and responsibility shall be to hold the said
deed, bond and mortgage and money as herein directed and to
pay and deliver the same to such persons and under such
conditions as are herein set forth. It shall not be required to pass
upon the sufficiency of the said deed, bond or mortgage or that
it has been executed by the persons proper to convey or
encumber to satisfy itself as to the sufficiency of any such
instruments, but it shall be sufficient for all purposes under this
agreement so far as the said Depositary is concerned that the
said instruments are deposited with it as herein specified by the
parties executing this agreement with the said Depositary.
IN WITNESS WHEREOF, the parties hereto have hereunto set

their hands and seals the day and year first above written.
147
_________________________ _________________________
PAULO B. FLORENTINO ALBERTO S. CALANO
VENDOR PURCHASER
WITNESSES:
_________________________ _________________________
MARY JOY ALCASO ANDREW S. OLLINDO
[Acknowledgment]
148
SIMPLE LEASE CONTRACT
CONTRACT OF LEASE
I, ALBERTO S. CALANO, of legal age, single, with residence

and post-office address at Lot 2 Block 2 De Amos Tribe Village, Brgy.
175, Camarin, Caloocan City, for and in consideration of the
agreements hereinafter mentioned, do hereby LEASE unto PAULO B.
FLORENTINO, of legal age, single, with residence and post-office
address at Lot 5 Block 7 Pag-Asa St., Brgy. 175, Camarin, Caloocan
City, that certain property, situated at Lot 56, Block 67, Tala Estate,
Camarin, Caloocan City, and more particularly described as follows, to
wit:
Transfer Certificate of Title No. 3432
IT IS HEREBY CERTIFIED that certain land situated in

the Caloocan City, Metro Manila, Philippines, bounded and
“A parcel of land (Lot 56, Block 67, of the

consolidation-subdivision plan Pcs-5913, being a portion of
the consolidated Lots 895, 898 and 901, Tala Estate, LRC
(CLRO) Rec. No. 6563), situated in Kamarin, Caloocan
City, Bounded on the E., along line 1-2 by Lot 32, Block
15; on the S., along line 2-3 by Lot 31, Block 15; on the
W., along line 3-4 by Lot 14, Block 15; on the N., along
line 4-5 by Road Lot 11; and on the E., along line 5-1 by
Lot 16, Block 15, all of the consolidation-subdivision plan.
Beginning at a point marked “1” on plan, being S. 54 deg.
53’E., 672.22 m. from L.M. No. 15, Tala Estaet, thence
South, 4.00 m. to point 2; thence WEST, 12.00 m to point
3; thence North, 20.00 m to point 3; thence East, 12.00 m
to point 5; thence South, 16.00 to the point of beginning;
containing an area of ONE HUNDRED FORTY (140)
SQUARE METERS. All points referred to are indicated on
the plan and are marked on the ground by B.L. cyl. Conc.
Mons. 15x60 cm., bearings true; date of the original
survey, 1907 and that of the consolidation-subdivision
survey, Jan. 26, 1067 to July 31, 1967.”
of which I am the owner, subject to the following terms and

conditions:
1. The term of this lease is one (1) year, from and after the
execution of this contract of lease renewable subject to the
agreement of the parties;
2. I, PAULO B. FLORENTINO, for and in consideration of this

contract of lease, do hereby bind myself and promise to pay or
cause to be paid unto the said lessor, ALBERTO S. CALANO, at
the latter’s residence a monthly rental of TWELVE THOUSAND
PESOS (PHP. 12,000.00), payable in advance during the first
five days of each and every month;
3. It is hereby stipulated: That the lessee shall have no right to

sublease the above premises without the written consent of the
lessor; that the water, light, gas and telephone charges and
other utilities in said premises shall be for the account of the
149
lessee including all repair expenses therein without any right to
reimbursement of the cost or value thereof.

their hands this 20 March 2019 in Caloocan City, Philippines.
_______________________ _______________________
ALBERTO S. CALANO PAULO B. FLORENTINO
LESSOR LESSEE
_________________________ _________________________
MARIA OCODIL JOHN VINCENT ALFONSO
[Acknowledgement]
150
FORM OF LEASE CONTRACT IN TAGALOG
KASUNDUAN SA PAGPAPAUPA
TALASTASIN NG SINUMAN:
Ang Kasunduan na ito ay ginawa nina:
PAULO B. FLORENTINO, Pilipino, may sapat na gulang, binate,

at naninirahan sa Lot 2 Block 2 De Amos Tribe Village, Brgy. 175,
Camarin, Caloocan City, at dito ay makikilala bilang NAGPAPAUPA.
at
ALBERTO S. CALANO, Pilipino, may sapat na gulang, binate, at

naninirahan sa 234 Robes A. Camarin, Caloocan City, at ditto ay
makikilala bilang NANGUNGUPAHAN.
Ang NAGPAPAUPA ay may-ari ng isang bahay at lote na

matatagpuan sa 1334 Kaliwa St., Area C, Camarin, Caloocan City
samantalangang NANGUNGUPAHAN ay nag-alok na upahan niya ang
nabanggit na bahay at lote at tinanggap naman ng NAGPAPAUPA dahil
sa mga sumusunod na kundisyon:
1. Ang kasunduan ay tatagal ng lima (5) na taon simula sa April

1, 2019 hanggang sa April 1, 2024.
2. Ang buwanang bayad ay halagang TWELVE THOUSAND

PESOS (PHP. 12,000.00) na babayaran ng
NANGUNGUPAHAN.
3. Ang NANGUNGUPAHAN ay magbibigay din ng deposito na may

kabuuang halaga na TWENTY FOUR THOUSAND PESOS
(PHP. 24, 0000.00). Ang deposito ay gagamitin sa
pambayad ng mga naiwang hindi nabayaran na tubig,
kuryente, at iba pang pananagutan ng NANGUNGUPAHAN sa
pagtatapos ng kasunduang ito at ibabalik ng NAGPAPAUPA sa
NANGUNGUPAHAN pagkalipas ng sampu (10) na araw mula sa
pagtatapos ng kasunduang ito. Ang deposito ay di maaaring
gamitin sa buwanang upa, at di maaaring makuha kung
sakaling di sila tatagal ng isang taong pangungupahan sa
nasabing paupahan.
4. Na kung hindi man makapagbayad sa nasabing araw ng

bayaran ang NANGUNGUPAHAN ay puputulang ng tubig at
kuryente.
5. Kung sakaling di magbayad ng upa ang NANGUNGUPAHAN sa

takdang panahon ng kasunduan o di kaya ay lumabag sa
kasunduan na ito, may karapatan ang NAGPAPAUPA na
ipawalang saysay ang kasunduan na ito at hingin sa
NANGUNGUPAHAN na lisanin o iwanan ang inuupahan.
6. Ang lahat ng pangkaraniwang reparasyon o kumpunihin sa

inuupahan na ang tanging dahilan ay ang pang araw-araw na
paggamit ng NANGUNGUPAHAN ay walang karapatang singilin
sa NAGPAPAUPA lalo na kung ang halaga ng pagkumpuni ay
hindi lalagpas nang TWELVE THOUSAND PESOS (PHP.
12,000.00).
151
7. Na ang bilang ng pamilyang NANGUNGUPAHAN ay hanggang
lima (5) lamang.
8. Pananatilihin ng NANGUNGUPAHAN ang kalinisan at kaayusan

ng inuupahan at kapaligiran sa pamamagitan ng paglilinis ng
kalat sa paligid, at tamang pagtapon ng basura ayon sa
patakaran ng Nasyonal o lokal at iba pang may awtoridad.
9. Ang NANGUNGUPAHAN ay di maaaring paupahan ang kanyang

inuupahan o alin mang bahagi nito sa iba na walang kasulatang
pahintulot ng NAGPAPAUPA.
10. Ang lahat ng kagamitang kailangan ng NANGUNGUPAHAN ay

kanyang sariling pananagutan.
11. Na ang NANGUNGUPAHAN ay hindi maaaring gawin ang mga

sumusunod sa loob at kapaligiran ng inuupahan:
a. Mag-alaga ng anumang hayop gaya ng ibon, aso, pusa, atbp.;

b. Magsugal, magdala ng ipinagbabawal na gamut, magdala ng
mga bagay na maaaring maging sanhi ng sunog, mag-
inuman; at
c. Anumang gawain na magdudulot ng kaguluhan, ingay at
perwisyo sa kapaligiran.
12. Ang NANGUNGUPAHAN ang siyang mananagot sa pagtupad ng

mga regulasyong ipinatutupad ng pamahalaang local at
nasyonal.
13. Kung sakaling naisin lisanin ng NANGUNGUPAHAN ang

inuupahang ito, kanyang babayaran ang lahat ng upa
hanggang sa katapusan ng kasunduang ito. At ang kanyang
deposito ay hindi na isasauli sa kanya.
14. Kung sakaling di makabayad, ang kasangkapan o anumang

kagamitan ng NANGUNGUPAHAN ay magiging prenda sa
NAGPAPAUPA. Ang NANGUNGUPAHAN ay binigyan ng
karapatan ang NAGPAPAUPA na isubasta ang nasabing
kagamitan at kapangyarihan na isarado o ipinid ang inuupahan
ng walang ano ang pananagutang criminal o silbi.
15. Ang NAGPAPAUPA ay may karapatang dalawin ang nasabing

paupahan mula ka-walo ng umaga hanggang ika-lima ng
hapon.
16. Kung sakaling pagkatapos ng takdang panahon ng

pangungupahan at ang NANGUNGUPAHAN ay nais ipagpagtuloy
ang pag-upa sa nasabing inuupahan, ang kusunduang ito ay
maaaring magpanibago at baguhin batay sa kasunduan ng
dalawang panig.
Sa katunayan ng lahat ng ito, ang NAGPAPAUPA at

NANGUNGUPAHAN ay lumagda sa kasulatang ito ngayong ika-20 ng
Marso taong 2019, sa Caloocan City.
152
_____________________ _____________________
NAGPAPAUPA NANGUNGUPAHAN
[Acknowledgment]
153
CONTRACT OF LEASE OF COMMERCIAL BUILDING

METRO MANILA ) S.S.
CITY OF CALOOCAN )
CONTRACT OF LEASE
This CONTRACT is made and executed on the 20 th day of March

2019 by and between:
PAULO B. FLORENTINO, of legal age, single, with

resident address at Lot 2 Block 2 De Amos Tribe, Brgy.
175, Camarin Caloocan City, hereinafter referred to as the
“LESSOR”;
and
ALBERTO S. CALANO, of legal age, single, with resident

address at 34 Lotus St. cor. Elli St. Brgy. 175, Camarin
Caloocan City, hereinafter referred to as the “LESSEE”;
WITNESSETH:
WHEREAS, the LESSOR is the true and absolute owner of

commercial building situated at 212 Archie Building, Elli St., Brgy. 175,
Camarin, Caloocan City. Said building is covered and described in the
Tax Declaration No. 303893 issued by the Assessor’s Office of
Caloocan City, erected on a parcel of land containing an area of 390
square meters more or less and covered by TCT No. 3939 issued by
the Register of Deeds of Caloocan City.
For and in consideration of the stipulations hereinafter set forth,

LESSOR hereby leases unto the LESSEE above-mentioned building (the
“Leased Premises”).
1. USE OF THE PREMISES-The Leased Premises shall be used

exclusively by the LESSEE for the purpose of using it as
office staff, and shall not devote the Leased Premises to
other uses without the prior written consent of the LESOR.
The LESSEE shall not use the Leased Premises for dwelling
or sleeping quarters, nor should it be used for illegal
gambling in any form and/or other illegal acts or functions
be carried on the Leased Premises, without prejudice to any
criminal liability arising therefrom under the Revised Penal
Code.
2. MONTHLY RENTALS-The LESSEE shall pay to the LESSOR,

without need of any demand, an advance monthly rental
payable at the office of the LESSOR at 333 Square Hall,
Camarin, Caloocan City, not later than 15 th day of each
month, unless the same falls on a Sunday or a legal non-
working holiday, in which case it shall be paid on the
working day before the Sunday or the legal non-working
holiday.
154
The monthly rental agreed upon shall be as follows:
From April 1, 2019 to April 1, 2024 with TEN THOUSAND

PESOS (PHP. 10,000.00) monthly rental.
Payment shall be made without the necessity for any

previous demand or services of a collector, it being
understood that in case of default, any amount owing shall
automatically bear interest at the rate of 6% per anum to be
computed daily from the date of such default until fully paid
without prejudice to the provisions of Section 17 hereof and
any other right, power of attorney of LESSOR under this
Contract.
3. TERM OF LEASE – The Contract of Lease shall be in force

for a period of five (5) years beginning on April 1, 2019 and
automatically ends on April 1, 2024, without the necessity
for any previous notice or for any judicial action of
ejectment or rescission; PROVIDED, HOWEVER, that no
interruption in the physical possession of the Leased
Premises by or in the business operation of LESSEE for any
reason whatsoever, whether on account of fire, earthquake,
typhoon, flood, riots, civil disorder, war, black-outs,
brownouts, strikes, picketing or otherwise, shall interrupt or
serve to extend the above-specified period of this lease or
abate the payment of the monthly rent; PROVIDED,
FURTHER, that if the entire building or a substantial portion
thereof, including the space occupied by LESSEE is
destroyed by fire, earthquake, or other fortuitous event,
then this Contract shall automatically terminate without
necessity for any previous notice or judicial action of
rescission and/or ejectment; PROVIDED FURTHERMORE,
that if LESSEE should persist in the possession of the Leased
Premises after said automatic termination of this lease,
LESSOR shall be entitled to exercise all its rights under and
by virtue of the provision of Sections 17, 18, 19 and 20
hereof, which shall continue to have full force and effect;
PROVIDED FINALLY, that the continued possession by
LESSEE of the Leased Premises for five (5) days or more,
said automatic termination shall never be interpreted as
implied renewal thereof, the provision of Article 1670 of the
Civil Code to the contrary notwithstanding and no matter
how long LESSEE may continue his illegal possession of the
Leased Premises thereafter, LESSOR shall always retain the
right to eject him under and pursuant to the provisions of
Sections 17 and 18 hereof.
4. SECURITY DEPOSIT AND PRE-TERMINATION – Upon

the signing of this Contract, the LESSEE shall deposit with
the LESSOR an amount equivalent to two (2) months rental
or a total of TWENTY THOUSAND PESOS (PHP. 20,000.00),
which amount the LESSOR hereby acknowledge to have
been received from the LESSEE.
Said amounts are non-interest-bearing and will serve as

guaranty for the faithful compliance by LESSEE of all
covenants and conditions of this Contract and to answer for
any damages which may be suffered by LESSOR and other
monetary liabilities or obligations of LESSEE under this
155
Contract. Said security deposit cannot be applied by LESSEE
to any unpaid rent and shall be kept intact throughout the
life of this Contract. It shall be returned to LESSEE within
five (5) days from and after expiration of this lease Contract
after LESSEE shall have completely and satisfactorily
vacated and turned over possession of the Leased Premises
to LESSOR, less whatever amount LESSEE may owe LESSOR
at the time of said turnover, PROVIDED, that if LESSEE
should terminate this lease Contract before the expiration
thereof, for whatever cause or reason, then said security
deposit or any balance thereof shall be automatically
forfeited by LESSEE in favour of LESSOR. The parties herein
agree that time is of the essence of this Contract and the
period for the payment of rent, as well as the period of this
Contract has been fixed for the benefit of LESSOR. Hence, it
is further agreed that LESSEE’s liability for any breach of
this Contract or any obligation for the Leased Premises shall
in no manner be limited to the amount of said security
deposit. This Contract therefore is not subject to any pre-
termination of the term of lease. And by way of liquidated
damages, the LESSEE shall pay the rent for the entire
duration of this lease Contract in case the LESSEE decides to
terminate this Contract prior to the expiration of the agreed
term of the lease Contract.
5. UTILITIES – The LESSEE, at its own expense, shall pay for

all water, telephone, electricity, and/or other utilities and
public service (garbage, etc.) due on the Leased Premises
subject of this Contract. LESSOR shall not be liable in
damages or otherwise for any failure or interruption of any
utility service being furnished the Leased Premises and no
such failure or interruption shall entitle LESSEE to any
abatement in rent. Any and all repairs in the utility service
system shall be made by and for the exclusive account of
the LESSEE.
6. REGULATIONS – The LESSEE shall secure on his own

account all permits and licenses as may be required by the
National and/or City authorities in connection with his
business and use of the Leased Premises, and shall provide
complete copies of abovementioned documents to the
LESSOR within a reasonable time; LESSEE shall comply with
any and all supplemental rules and regulations which may
hereafter be promulgated from time to time by LESSOR and
with all the laws, ordinances, rules and regulations
promulgated by the duly-constituted authorities of the
National and/or City Governments regarding the use,
occupancy, security and sanitation of the Leased Premises;
PROVIDED that all works of temporary character which may
be ordained by the National and/or City authorities to be
placed and done on the leased premises shall be for the
account and expenses of LESSEE.
The LESSEE agrees to indemnify and hold harmless the

LESSOR against all actions, suits, damages and claims by
whomsoever they may be brought or made by reason of the
non-observance or laws, or non-performance of any rules,
regulations, ordinances or laws, or any of the covenants of
this section without prejudice to the right of the LESSOR to
156
cancel this lease in accordance with the penal provisions
herein contained.
Any stipulation to the contrary notwithstanding, nothing in

this Contract shall be interpreted as granting any right
beyond the contemplation, nor in any manner violative of
the Rental Laws, Civil Laws and other applicable laws of the
Philippines relating to the enforcement of this Contract of
Lease.
7. CARE OF THE LEASED PREMISES – LESSEE hereby

receives and accepts physical possession of Leased Premises
and acknowledges that the same is in good tenantable
condition and hereby binds himself to keep, maintain and
return the same in the same good condition, ordinary wear
and tear excepted, without prejudice to the provisions of
Section 12 hereof, LESSEE hereby agrees further that any
damage to the Leased Premises or its appurtenances caused
by said LESSEE or his agents, employees, customers, guest
or any other person without the fault of LESSOR shall be
LESSEE’s sole responsibility and liability, which damage he
shall repair promptly at his sole expense within five (5)
days, otherwise, LESSOR may cause said repairs to be made
at the expense and for the account of LESSEE.
LESSOR shall: have the right to make repairs for the

preservation, improvement, and/or ornamentation of the
building; PROVIDED, that LESSOR shall not be liable for any
inconvenience, annoyance, injury or monetary compensation
to LESSEE and/or his business, including customers, agents,
employees, guest or any other person resulting or arising
from the undertaking of any such work under the foregoing
provisions; PROVIDED, FURTHER, that such repairs shall be
conducted after the business hours of the LESSEE.
LESSEE shall: a) keep the Leased Premises in good, clean

and sanitary condition at all times for his own account; b)
allow LESSOR to inspect the Leased Premises at any
reasonable hour of the day; c) provide receptacles and
sufficient containers for waste, refuse, rubbish, etc.; d)
install and maintain at all times for ready use within the
Leased Premises the necessary number and quality of fire
extinguishers as may be required by the proper government
authorities and/or LESSOR; e) allow the LESSOR to exhibit
the Leased Premises to prospective tenants during business
hours in the last Two (2) months prior to the expiration or
termination of this Lease Contract.
In the event that LESSEE decides to hire, solicit and engage

the services of a private security guard or watchman’s
agency for his own purpose, he shall only hire and engage
the service of reputable agencies acceptable to and subject
to the prior written approval of LESSOR; PROVIDED
HOWEVER, that LESSOR shall not, in any manner be
responsible for any losses and/or damages sustained by
LESSEE relative to the choice and approval of any particular
security agency.
157
8. SUB-LEASE – The LESSEE shall not sub-lease or assign any
portion of the Leased Premises to any third person or party,
during the entire term of this Contract unless with the
written conformity of the LESSOR.
9. DAMAGE TO LESSEE/EXEMPTION FROM LIABILITY –

During the entire term of this Contract, LESSOR shall not be
liable nor responsible for any injury, loss or damage,
including wrongful death which LESSEE, his agents,
employees, customers, guests, may sustain within the
Leased Premises nor for damage or loss to LESSEE’s
property, equipment, merchandise, furniture and effects
likewise sustained within the Leased Premises, caused by,
but not limited to, the following:
a) The presence of bugs, roaches, vermin, ants, anay, and

other kinds of insects; b) the failure or disruption of water
supply and/or electric current; c) fire due to faulty electrical
wirings; d) defective plumbing or pipes, or bursting, leaking,
destruction or clogging of any cistern tank, washstand,
water closet, waste or soil pipe, etc.; e) leakage of water or
the elements from the roof or any part of the building due to
rain typhoon, flood, earthquake, repairs or other
construction work, etc.; f) loss of any article delivered to or
left with any employee of LESSEE; g) robbery, theft or any
other crimes; h) acts of negligence and/or vandalism of
LESSEE or its employee; i) for any cause whatsoever not
due directly to the fault or negligence of LESSOR.
Any or all damages caused to the Leased Premises or to the

building or any portion thereof by reason of or on account of
strike, picketing, demonstration, riot, violence or any form
of trouble or the like staged against the LESSEE or the
LESSEE’s agents or employees, shall be repaired or restored
by the LESSEE to its original condition at the latter’s
expenses.
10. THIRD PARTIES – LESSEE hereby assumes full

responsibility for any damage or injury which may be caused
to the property or person of third parties, including wrongful
death, while within any part of the Leased Premises, and
further binds, himself to hold LESSOR free and harmless
from any such claim for injury or damage.
11. IMPROVEMENTS AND ADDITIONS – LESSEE shall not

make any alterations, renovations, additions, or
improvements, nor install shades, awnings, blinds or window
guards in the Leased Premises without the prior written
approval of LESSOR. The LESSOR reserves the right to
refuse to allow any alteration, addition or improvements
requested by the LESSEE, if in the LESSOR’s opinion, there
is just cause to warrant such refusal. The LESSOR will not
be responsible for ther enovation to be undertaken by the
LESSEE which will in any way affect the strength of the
building. Upon the termination of this Contract, any and all
renovations, alteration, improvements or additions
introduced by the LESSEE in the Leased Premises shall
belong to the LESSOR and shall remain upon and be
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surrendred with the Leased Premises, without need for
reimbursement.
The LESSEE however, without any need of securing the

written consent of the LESSOR shall have the right from the
time to time to bring in or install I the Leased Premises,
movables or trade fixtures which are not permanent in
nature, limited to the following: counters, shelves and
cabinets, refrigerators, freezers, screens, flash boards,
televisions, and other monitoring devices, office equipment,
chairs or tables, safes, filing cabinets, and similar things,
which shall remain to be the property of the LESSEE and
may be removed therefrom at the termination of the Lease
Contract without payment for indemnity to the LESSOR
provided that the removal of such fixture will in no way
affect the strength/condition of the building. All other
movables/fixtures not mentioned above to be brought in or
installed at the Leased Premises shall have the prior written
consent of the LESSOR.
12. FIRE - LESSEE shall not use or store in the Leased Premises
inflammable or explosive materials or gas fueled appliances
in any form or quantity, nor do any act or thing which may
expose the Leased Premises to fire or increase the fire
hazard or change the insurance rate of the building. It
being understood that should LESSEE do so, he shall be
responsible for all the damages which such violation may
cause LESSOR aside from LESSEE’s other liabilities under
this Lease Contract.
13. INSURANCE - LESSEE is required at his own expense, to

provide insurance for the Leased Premises, in the amount
not less than ONE HUNDRED THOUSAND PESOS (PHP.
100,000.00), with the instructions to the Insurer that the
LESSOR shall be beneficiary of the insurance. The coverage
period of the insurance shall be effective starting 01 April
2019, LESSEE shall submit the insurance policy and the
official receipt of the premium payment of yearly renewal
shall also be submitted to the LESSOR within [month] of the
year.
14. INFLATION/DEVALUATION — it is expressly understood

and agreed upon by the parties herein that should there be
any official devaluation of the Philippine Peso for any cause
whatsoever during the term of this Contract, any amount
unpaid on the date of such devaluation shall be raised in
consonance with the devalued rate of the Philippine Peso.
15. ABANDONMENT-In case the Leased Premises shall be

closed, or vacated for a continuous period of ( ) days or
more during the life of this Contract, LESSOR shall have the
right to terminate this Contract.
16. EFFECT OF VIOLATION AND VENUE - LESSEE hereby

agrees that all the provisions contained in this Contract shall
be deemed as conditions or covenants, and that this
Contract shall be automatically terminated and cancelled
without resorting to court action should LESSEE violate any
of said conditions, including the payment of rent due within
159
the time herein stipulated and in any such case, LESSEE
hereby appoints LESSOR, its authorized agents, employees
and/or representatives as his duly authorized attorney-in-
fact with full power and authority to open, enter, occupy,
padlock, secure, enclose, fence and/or discontinue public
utilities and otherwise take full and complete physical
possession and control of the Leased Premises without
resorting to court action; and the LESSEE hereby empowers
LESSOR, his authorized agents, employees, and/or
representatives to take inventory and possession of
whatever equipment, furniture, article, merchandise,
appliances, et., found therein belonging to LESSEE,
subleases and/or to other persons and to place the same
anywhere for safekeeping, charging LESSEE the
corresponding storage fees thereof; In case LESSEE fails to
claim said equipment, furniture, article, merchandise,
appliances, etc., from storage and liquidate any liability with
LESSOR within ten (10) days from date of said transfer for
safekeeping, the LESSOR, his agent, employee or his
authorized representative, is likewise herein appointed as
LESSEE’s attorney-in-fact and as such is hereby authorized
and empowered by LESSEE to dispose of said
property/properties in a public sale through a Notary Public,
after publication in a newspaper in general circulation at
least once a week for two consecutive weeks, and to apply
the proceeds thereof to whatever liability and/or
indebtedness LESSEE may have to LESSOR plus reasonable
expenses for the same, including storage fees, and the
balance, if any shall be turned over to LESSEE; that LESSEE
hereby expressly agrees that any or all acts performed by
LESSOR, his authorized agents, employees and/or
representatives under the provisions of this section may not
be the subject of any petition for a Writ of Preliminary
Injunction or Mandatory Injunction in court, and that
LESSOR and/or his authorized agents, employees, and/or
representatives shall be free from any civil and/or criminal
liability or responsibility therefore. In the event, the
LESSOR resorts to the court for the enforcement of this
Contract, the LESSOR shall be entitled to claim damages
and attorney’s fee as may be proven in court in case of
litigation, venue of action shall be the proper court Caloocan
City.
17. TERMINATION OF LEASE - Upon the automatic

termination or expiration of this Lease Contract, as the case
may be, LESSEE shall immediately vacate and redeliver
physical possession of the Leased Premises, including the
keys appertaining thereto, to LESSOR in good, clean, and
sanitary condition, reasonable wear and tear excepted,
devoid of all occupants, equipment, furniture, article,
merchandise, etc., belonging to LESSEE or to any other
person except those belonging to LESSOR as described in
Section 12, that, should LESSEE fail to comply with this
provision, LESSOR is hereby given the same rights and
power to proceed against LESSEE as expressly granted in
the immediately preceding section.
18. NON-WAIVER - The failure of LESSOR to insist upon the

strict performance of any of the terms, covenants and
160
conditions hereof shall not be deemed a relinquishment or
waiver of any right or remedy that said LESSOR may have,
nor shall be construed as waiver of any subsequent breach
or default of the terms and conditions hereof, which terms,
covenants and conditions shall continue to be in full force
and effect. No waiver by LESSOR or any of his right under
this Contract shall be deemed to have made unless
expressed in writing duly signed and subscribed to by
LESSOR.
19. COMPLETE AGREEMENT - This Contract constitutes and

embodies the entire and complete agreement between the
parties and no other terms and conditions verbal or
otherwise, not herein expressly contained, shall affect,
change, modify or extend this Contract or be added to or in
any manner alter the provisions herein agreed upon unless
such change, modification, extension, addition or alteration
be in writing duly signed by both parties.
20. RECEIPT OF COPY OF CONTRACT - The LESSEE hereby

attest and certifies that he has read and understood all the
provisions of this Contract and will receive and shall keep a
signed and notarized copy of the Contract.
21. SEVERABILITY - In case any one or more of the provisions

contained in this Contract be declared invalid, illegal or
unenforceable in any respect, the validity, legality or
enforceability of the remaining provisions contained herein
shall not in any way be affected or impaired thereby.
IN WITNESS WHEREOF, the parties hereby set their hands

this 20 March 2019 at Caloocan City.
_____________________ _____________________
LESSOR LESSEE
[Acknowledgment]
161
LEASE CONTRACT OF SPACE IN A COMMERCIAL BUILDING

CITY OF CALOOCAN ) S.S.
CONTRACT OF LEASE
This CONTRACT OF LEASE is made and entered into this 20 th day

of March 2019 at Caloocan City by and between:
PAULO B. FLORENTINO, of legal age, Filipino, single,

with residence at 123 Area C, Brgy. 175, Camarin,
Caloocan City, hereinafter called the “LESSOR”;
and
ALBERTO S. CALANO, of legal age, Filipino, single and

with residence at 49 Phase 5 Bagong Silang Caloocan City,
hereinafter called the “LESSEE”;
WITNESSETH THAT:
WHEREAS, the LESSOR is the owner of commercial building,

WINDSOR BUILDING, standing on a parcel of land, covered by
Transfer Certificate of Title No. 2343 issued by the Registry of Deeds
for Caloocan City which parcel of land is more particularly described
and bounded as follows, to wit:


162
WHEREAS, the LESSOR has offered to lease to the LESSEE an
office space on the ground floor of the Windsor building containing an
area of fifty-two (52) square meters, for office use of the latter.

premises and of the conditions and stipulations herein below set forth,
the parties agree as follows:
1. TERM - The term of the lease is for twenty (20) years,

commencing on 01 April 2019 and expiring on 01 April 2039,
which may be renewed upon agreement of both parties,
provided that at least five (5) days prior to the expiration of
the lease period, the LESSEE shall advise the LESSOR in writing
of its intention to renew the lease and proceed with the
negotiation for the renewal thereof. If the LESSEE fails to
comply with the written advice, it shall be deemed to have
waived its right to renew this Contract.
2. PRE-TERMINATION - If either party desire to terminate this

contract prior to its expiration, the party so desiring shall seek
the consent of the other party in writing of such intention at
least thirty five (5) years before the intended termination date
which consent shall not be unreasonably withheld. The LESSEE
may pre-terminate the contract based on reasonable grounds
(i.e., that the leased premises is no longer fit or safe for
occupancy).
3. RENTALS - The LESSEE shall, without need of notice or

demand, pay the LESSOR for the use and occupancy of the
Leased Premises the following:
a. The monthly rental within the first five (5) days of the
applicable month at the LESSOR’s place of business;
b. The monthly office rental shall be in the amount of

TWENTY THOUSAND PESOS (PHP. 20,000.00) inclusive of
Value Added Tax. An escalation rate of one percent (1%)
shall be imposed on the monthly rental starting on the
second year of the lease period and every year thereafter.
c. The monthly rental shall be subject to retention of fifteen

percent (15%) as withholding tax to be remitted by the
LESSEE directly to the Bureau of Internal Revenue (BIR).
The LESSEE shall furnish the LESSOR a Certificate of
Creditable Tax Withheld at Source (BIR Form 1743-750);
d. Upon execution of this Contract, the LESSEE shall pay in

advance rental equivalent to six (6) months which shall be
applied to the last corresponding month of occupancy of
the leased premises;
e. A deposit equivalent to two (2) months rental shall likewise

be paid by the LESSEE upon the signing of this Contract, to
be refunded upon the expiration thereof and/or to be
applied to the deficiency in rental payments and other
charges or expenses for its account including but not
163
limited to, bills for electricity, water, other utilities and
damages caused to the Leased Premises due to the fault or
negligence of the LESSEE;
f. The LESSOR shall issue to the LESSEE the corresponding

receipt evidencing such payment.
4. USE OF PREMISES - The LESSEE hereby expressly agrees and

warrants that the leased premises shall be used exclusively for
office purposes.
5. SUB-LEASE/ASSIGNMENT - The LESSEE shall not directly or

indirectly sublease the leased premises or assign, transfer or in
any way encumber its right of lease over the leased premises
or any portion thereof, without the prior written conformity of
the LESSOR.
6. DELIVERY OF LEASED PREMISES/REPAIRS - The LESSOR

hereby expressly warrants that the leased premises are in good
and tenantable condition and agrees to keep the same in such
condition and the LESSEE hereby expressly accepts and
acknowledges the existence of said condition of the leased
premises at the signing of this agreement.
All repairs which are structural in nature shall be considered as

major repairs and shall, after acceptance of the premises by
the LESSEE, be borne by the LESSOR and the latter is hereby
granted the right to enter the premises: a) to make the needed
repairs and alterations, and b) for any other purposes which
may be deemed necessary by the LESSOR for the operation
and maintenance of the building or its installations. Such entry
may be made at such time previously arranged as convenient
to both parties.
All minor repairs caused by the ordinary wear and tear of the
leased premises, the electrical system installed by the LESSEE,
the sanitary and other similar structures including replacement
of bulbs and faucets shall be for the account of the LESSEE.
In case of failure by the LESSOR to make the necessary repairs

within five (5) days from receipt of written notice without
justifiable reason, the LESSEE has the following rights:
a. To terminate the lease by written notice if the failure to

make such repairs causes the condition of the leased
premises imminent and serious danger to the life or health
of the LESSEE’s employees and guests;
b. To have the rent reduced in proportion to the time and

part of the leased premises of which the LESSEE was
deprived use thereof;
7. PEACEFUL POSSESSION - The LESSOR warrants the

LESSEE’s peaceful possession and enjoyment of the leased
premises for the entire duration of this Contract of Lease.
8. TELECOMMUNICATION/ELECTRICAL, FIXTURES, ETC. -

The LESSEE shall at its own expense provide the electrical and
telecommunication fixtures/requirements it desires.
164
9. PUBLIC UTILITIES/MAINTENANCE - All fees for utilities
such as electricity, water, telephone, and other public services
shall be for the exclusive account of the LESSEE. Repairs in the
utility service system, including water pipe, toilet, sewerage
installation and electrical connections shall be undertaken by
the LESSOR. The maintenance, repairs and replacement of
parts of the air-conditioning unit inside the leased premises
shall be undertaken by the LESSEE.
10. ALTERATIONS/ADDITIONS/IMPROVEMENTS - The

LESSEE shall not make any alteration, addition or
improvements on the leased premise without the prior written
consent of the LESSOR. It is expressly agreed that all
permanent improvements, alterations or additions introduced
by the LESSEE shall become the property of the LESSOR and
shall remain upon and be surrendered with the Leased
Premises as a part thereof at the termination of this Contract
without any obligation on the part of the LESSOR to reimburse
the cost thereof. Moreover, it is agreed that all movable
improvements including air-conditioning units introduced by
the LESSEE in the Leased Premises may be removed by the
LESSEE upon termination of the Contract of Lease for any
cause herein provided or upon vacating the leased premises
prior to or on the expiration of this Contract.
11. COMPLIANCE WITH LAWS AND REGULATIONS - The

LESSEE hereby undertakes to comply with all laws, ordinances,
regulations or orders of the national or local government
authorities arising from or regarding the use, occupancy and
sanitation of the leased premises. Failure to comply with said
laws, ordinances, regulations or orders shall be the exclusive
risk and expense of the LESSEE.
12. FIRE HAZARDS - The LESSEE shall not bring into or store in
the leased premises any inflammable or explosive goods or
materials, any article which may expose the leased premises or
the building to fire, or any other article which the LESSOR may
reasonably prohibit.
13. SANITATION - The LESSEE shall provide itself, at its own cost
and expense, with receptacles which local ordinances require
holding and containing garbage and waste matter and shall
place the receptacles in such places as may be designated by
the LESSOR.
14. REGISTRATION OF CONTRACT - The parties agree that this

Contract of Lease shall be annotated at the back of the
Transfer Certificate of Title No. 2343 issued by the Registry of
Deeds for Caloocan City for their better protection and security
within fifteen (15) days from its execution, the expenses to be
incurred therefor shall be for the account of both parties.
15. INSPECTION OF PREMISES - The LESSOR or its duly

authorized representative shall have the right to enter the
leased premises/building at any reasonable time during the
LESSEE’s office hours for the purpose only of inspecting the
premises or of servicing the utilities in the building or to make
repairs.
165
16. SIGNBOARD RESTRICTIONS - The LESSEE, at its own
expense, may put up an identifying sign or advertisement on
and around the main door of the leased premises, provided
that the same does not spoil the general appearance of, or
cause damage to the building. No other identifying sign or
advertisement shall be put up, painted or inscribed in the
leased premises without the previous written consent of the
LESSOR.
17. NON-LIABILITY - The LESSEE shall be responsible for all acts

done by its employees and guests entering the leased premises
insofar as the enforcement of the provisions of this Contract is
concerned. Any damage or injury to the leased premises due to
the fault of the LESSEE, its employees or guests shall be
repaired promptly by the LESSEE at its own expense.
18. RETURN OF PREMISES AFTER USE - The LESSEE, at the

expiration of the term of the lease or cancellation of the lease
as herein provided, shall promptly deliver the leased premises
to the LESSOR in good and tenantable condition, as the same
now are, reasonable wear and tear excepted, devoid of all
occupants, furniture, articles and effects of any kind.
19. DESTRUCTION/DAMAGE TO THE LEASED PREMISES - In

case of total destruction of the leased premises or the
destruction or damage is partial, the LESSEE may choose
between a proportional reduction of the rent or rescission of
this Contract of Lease.
20. VIOLATION OF TERMS AND CONDITIONS - Violation of any

term or condition of this lease as herein provided shall be
sufficient ground for the termination of the lease. The
rescission or termination of this Contract of Lease pursuant to
this provision may be effected by the LESSOR or the LESSEE as
the case may be.
21. WARRANTY - The registered owners of the land on which the

Windsor Building is constructed hereby recognize this Contract
and warrant peaceful possession of the leased premises by the
LESSEE.
22. DAMAGES - The parties agree that all covenants and

agreements herein contained shall be deemed essential
conditions and that if default or breach be made of any such
conditions, then this lease, at the discretion of the aggrieved
party, may be terminated after prior written notice to the guilty
party, who shall be liable for any and all damages, actual and
consequential, resulting from such default and termination.
23. ATTORNEY’S FEES - In the event that either the LESSOR or

the LESSEE is compelled to seek judicial relief to enforce any
terms and conditions of this Contract, the party adjudged liable
in whole or in part shall, in addition to the damages mentioned
in the preceding paragraph, pay the amount equivalent to
twenty (20) percent of the amount claimed in the complaint as
attorney’s fees, which shall in no case be less than FIFTY
THOUSAND PESOS (PHP. 50,000.00), in addition to all
expenses of litigation and cost of the suit.
166
24. VENUE OF COURT ACTION - The parties herein agree that
should judicial relief be sought by either of them to enforce any
right under this contract, the venue of such action shall be in
the proper court of Caloocan City at the option of the aggrieved
party.
25. BINDING EFFECT - All the terms and conditions of this

Contract of Lease shall be binding upon the heirs, successors
and assigns of the parties thereto.

_________________________ _________________________
LESSOR LESSEE
_________________________ _________________________
PAUL OMIGAN ABIGAIL MELENDRES
[Acknowledgment]
167
CONTRACT OF LEASE OF CONDOMINIUM UNIT

CONTRACT OF LEASE
This CONTRACT OF LEASE (this “Contract”), executed this 20 th

day of March 2019 at Caloocan City by and between:

and

WITNESSETH THAT:
WHEREAS, the LESSOR is the owner of Unit 230 of Windsor

Building II, a fully-furnished 2-bedroom condominium unit situated at
233 Area B. Camarin Caloocan City, with a floor are of fifty-five (55)
square meters, more or less, with parking slot number 65, hereinafter
referred as the “Leased Property”. ,
WHEREAS, the LESEE desires to lease the Leased Premises and

the LESSOR willing to lease the same unto the LESSEE subject to the
terms and conditions hereinafter specified.

and the mutual covenants herein contained, the LESSOR has let and
by these presents does hereby let and lease unto the LESSEE the
aforesaid Leased Premises, under the following terms and conditions:
1. TERM OF THE LEASE - The lease shall be for five (5) years
commencing on 01 April 2019 and expiring on 01 April 2039,
which may be renewed upon mutual agreement of both parties.
2. LEASE RATE - The monthly rental of the Leased Premises shall

be TWELVE THOUSAND PESOS (PHP. 12,000.00), payable as
follows:
Upon signing of this Contract, the LESSEE shall pay the

LESSOR the amount of TWENTY FOUR THOUSAND PESOS (PHP.
24,000.00), equivalent to two (2) months advance rental
payment and TWELVE THOUSAND PESOS (PHP. 12,000.00)
representing the refundable security deposit. The security
deposit shall stand as security for the performance by the
168
LESSEE of its obligations under this Contract and answer for
any unpaid rent and unpaid bills for utilities such as water, gas,
electricity, telephone, etc., and other charges that may be
incurred by the LESSEE during the term of the lease. The
Security Deposit or the balance thereof shall be refunded by
the LESSOR to the LESSEE within five (5) days from date of
termination of this Lease Contract. It is further understood that
the deposit shall not earn interest.
3. UTILITIES EXPENSES AND ASSOCIATION DUES - All

expenses by the LESSEE for public utilities services in the
Leased Premises such as water, gas, telephone, cable (and
disconnection fee, if applicable) and internet shall be for the
exclusive account of the LESSEE including association dues.
4. RESIDENTIAL PURPOSES - The Leased Premises shall be

used for residential purposes only and shall not be used for
other purposes without the written consent of the LESSOR. The
Leased Premises may not be subleased without the written
consent of the LESSOR. The LESSEE shall not keep pets in the
Leased Premises.
5. FIXTURES/FURNISHINGS - The Leased Premises is

furnished with items enumerated in the inventory list marked
as Annex “A” of this Contract. The LESSEE received these items
in good and undamaged condition, and shall be responsible for
the proper maintenance and return of these items at the
expiration of this Contract in good condition (except for
reasonable wear and tear).
6. IMPROVEMENTS - The LESSEE shall not make any minor, or

major structural changes, alterations or improvements in the
Leased Premises without the written consent of the LESSOR
and the Condominium Association. However, any major
alterations or improvements made and introduced by the
LESSEE shall, upon the termination of this Contract,
automatically inure to the benefit of the said premises and
become the property of the LESSOR without any obligation on
the latter’s part to pay or refund its value or cost to the
LESSEE. The LESSEE may remove all the improvements
introduced with the consent of the LESSOR provided such
removal will not cause any damage to, or defacing of, the
Leased Premises. Furthermore, if the removal of such things
should cause damage or defacement to the property or
structure, the LESSEE shall fully compensate the LESSOR for
such damage. The LESSEE shall not drive nails, screws, hooks,
or other abutments on the walls, frames, or other portions of
the Leased Premises or in any manner deface or damage any
part of the Leased Premises or the building.
7. SANITATION AND REPAIRS - The LESSEE shall keep the

Leased Premises clean and in sanitary condition. The LESSOR
shall be responsible only for major repairs necessary, provided
169
that the LESSOR shall NOT be responsible for any major repairs
on the Leased Premises and on the water, electrical and
sewage installations caused by fault or negligence of the
LESSEE, members of his household, guest or visitors.
Control of pests, such as cockroaches, rats, and the like are for
the LESSEE’s account.
Any loss or damage caused to the furnishings, furniture and

appliances due to any cause whatsoever other than ordinary
wear and tear, shall be for the account of the LESSEE, who
shall immediately replace the same with the same kind and
quality or repair the same and restore to its original condition.
8. REPAIR OF AIR-CONDITIONING UNIT - The Leased

Premises shall be provided with one (1) air-conditioning unit
which has been inspected and determined by the LESSEE to be
operating in good condition. The LESSEE shall pay for its
electric consumption and shall maintain the said air-
conditioners in good running condition. The LESSEE shall
exercise due care and diligence in the use and operation of said
air-conditioners.
9. FIRE HAZARD AND OBNOXIOUS SUBSTANCES - The

LESSEE shall not keep, deposit or store in the premises any
obnoxious substance or inflammable material or substances
that may constitute a fire hazard.
10. TAXES AND INSURANCE - Real Estate Tax, Government

Assessments and fire insurance charges shall be for the
LESSOR’s account.
11. THIRD PARTY LIABILITY - The LESSEE, during his

occupancy of the Leased Premises shall hold the LESSOR free
and harmless from any damages, liability or responsibility to
any person or property arising out of or as a consequence of
the use of the Leased Premises by the LESSEE, his family, his
agents, employees, domestic help and guests. The LESSOR has
no liability for damages caused by fortuitous events or acts of
God, such as typhoons, earthquakes, explosion, flood and the
like to the LESSEE, his family, agents, employees or domestic
help and guests.
12. RULES AND REGULATIONS - The LESSEE agrees to abide by

the existing rules and regulations promulgated by the
Condominium Corporation as well as those promulgated during
the period of this Contract.
13. INSPECTION OF PREMISES - The LESSEE shall maintain the

Leased Premises in good and tenantable condition and for such
purpose the LESSOR or its duly authorized representative shall
have the right to enter the leased premises/building at any
reasonable time during the LESSEE’s office hours for the
purpose only of inspecting the premises or of servicing the
170
utilities in the building or to make repairs. The LESSEE likewise
agrees to cooperate with the LESSOR in keeping the said
premises in good and tenantable condition.
14. SUB-LEASE/ASSIGNMENT OF RIGHTS - The LESSEE is

leasing for the use of his family and shall not directly or
indirectly sublease, assign or transfer his rights to the Leased
Premises or any part thereof without the prior written consent
of the LESSOR. In the event of any violation by the LESSEE of
this provision, the LESSEE shall be liable to pay to the LESSOR
a penalty in the amount of one (1) months rental of TWELVE
THOUSAND PESOS (PHP. 12,000.00).
15. FORTUITOUS EVENTS - If for reason beyond the control of

the LESSEE and agreed upon by the LESSOR, fortuitous events,
fire, acts of God such as typhoons, earthquakes and flood, etc.,
the Leased Premises are damaged to the extent that it is totally
destroyed and/or untenantable for period exceeding two (2)
weeks, the LESSEE shall have the option to terminate this
Contract of Lease and the LESSOR shall refund to the LESSEE
any and all unused rentals within five (5) days from the date of
termination.
16. NO PRE-TERMINATION - The LESSEE may not terminate the

lease before the expiration of the period of the lease.
17. RENEWAL OR TERMINATION - The LESSEE shall notify the

LESSOR of its intention to renew the Contract of Lease by
giving ten (10) days written notice prior to the expiration date
of the Contract; otherwise, the LESSOR shall have the right to
negotiate with and enter into lease arrangements over the said
premises to third parties and to show the unit to prospective
clients at reasonable pre-arranged times within the last five (5)
days of the Contract.
18. SALE, TRANSFER, OR MORTGAGE - In the event of sale,

transfer, mortgage or any other encumbrances of the Leased
premises, or any existing sale, transfer, mortgage or any other
encumbrances of the same, the LESSOR shall warrant that the
purchaser, mortgagee or encumbrance shall respect and abide
by all the terms and conditions of this Contract including the
provisions of renewal thereof.
19. FAILURE TO PAY ON TIME - In case of failure ot pay the

monthly rental on time, the LESSEE shall pay a penalty of 1%
monthly interest and 1% monthly penalty.
If there is a bouncing check, the LESSEE is obligated to replace

it within ten (10) days, otherwise, the LESSOR shall have the
right to terminate this Contract and shall be deemed authorized
to padlock the Leased Premises.
20. RETURN OF PREMISES - Upon termination of this Contract

for any reason whatsoever, the LESSEE shall immediately
171
vacate the premises and return possession thereof to the
LESSOR in good and tenantable condition (except reasonable
wear and tear).
The inspection of the Leased Premises by the LESSOR shall be

conducted within fifteen (15) days from the time of notification
by the LESSEE that the said premises have been completely
vacated. The LESSEE also reserve its right to be present during
the inspection of the Leased Premises and also notify LESSOR
or its Representative of such intention.
Cost of the general cleaning upon surrender of the Leased

Premises will be for the account of the LESSEE. If the said
premises be not surrendered at the expiration of the lease, the
LESSEE shall be responsible to the LESSOR for all damages
which the LESSOR may suffer by reason thereof and shall
indemnify the LESSOR against any and all claims made by the
succeeding tenants against the LESSOR resulting from the
delay by the failure of the LESSEE to surrender the Leased
Premises on time. For every month of delay, the LESSEE shall
pay unto LESSOR an amount equivalent to double the monthly
rental agreed herein per month by way of liquidated damages.
21. NO WAIVER - Failure of the LESSOR or the LESSEE to insist

on one or more instances on the strict performance of any of
the covenants of this Contract, or to exercise any option herein
contained, shall thereafter not be construed as abandonment or
cancellation or waiver of such covenant or option. No waiver
shall be deemed to have been made unless expressed in
writing and signed by the LESSOR or the LESSEE.
22. DEFAULT AND TERMINATION - A Party shall be entitled to

terminate this Agreement upon the occurrence of any of the
following events of default:
a. Breach by a Party of any of its representations, warranties,

covenants and obligations in this Agreement; and
b. The insolvency of a Party, or the application by a party for

suspension of payments, disposal of a Party of all or
substantially all of its assets or assigns its assets for the
benefit of creditors or where a Party is subjected to
voluntary or involuntary dissolution or adjudged bankrupt.
Upon the occurrence of an event which will give rise to the

right of a Party to terminate this Agreement, the non-
defaulting Party shall give the defaulting Party written notice
of default and giving the defaulting Party a period to be
specified in such notice, which in any event should not be
less than ten (10) calendar days, within which to rectify,
remedy or cure such default (if curable). However, in the
event that the defaulting Party fails to rectify, remedy or
cure such default with the period granted, the non-
defaulting Party shall have the right to terminate this
172
Agreement, provided that such termination shall be without
prejudice to other rights and remedies available to the non-
defaulting Party under this Agreement and existing laws.
The defaulting Party shall indemnify the non-defaulting Party
and its employees and agents from and against any and all
liabilities, claims, demands, actions, suits, losses, damages,
costs and expenses (including attorney’s fee) to be actually
incurred by the non-defaulting Party and/or which will be
payable to third persons resulting from or arising out of or in
connection with the occurrence of any of the events of
termination or the negligence or willful misconduct of the
defaulting Party or its employees or agents without any
contributory fault or negligence by the non-defaulting Party.
23. INTERRUPTION OR HINDRANCE - Any interruption or

hindrance in the use by the LESSEE of the Leased Premises
due to repairs as may be made therein or interruption of
services of any public utility shall not entitle the LESSEE to any
damage or compensation whatsoever, nor shall it be a cause
for the deduction of rentals.
24. REPRESENTATIONS AND WARRANTIES - The LESSEE

represents and warrants to the LESSOR that he has duly and
validly executed and delivered this Contract and this Contract
constitutes a legal, valid and binding obligation enforceable
against him in accordance with its terms.
25. VENUE OF COURT ACTION - Venue of all suits actions

arising out of or in connection with this Contract shall be in
Caloocan City to the exclusion of all other courts.

__________________________ __________________________
LESSOR LESSEE
__________________________ __________________________
[Acknowledgment]
173
CONTRACT OF LEASE WITH OPTION TO PURCHASE

CONTRACT OF LEASE WITH OPTION TO PURCHASE
This AGREEMENT is made this 20 th day of March 2019 at

Caloocan City by and between:

and

WITNESSETH THAT:
WHEREAS, the LESSOR is the true, absolute and exclusive

owner of a certain property located at Caloocan City covered TCT No.
3432 particularly described as follows:


WHEREAS, the LESEE is desirous of renting the afore-described
174
property with option to purchase the same;
NOW, THEREFORE, the parties herein mutually agreed:
1. The LESSOR hereby leases to the LESSEE the subject property

for a period of FIVE (5) YEARS from this date at yearly rental of
ONE HUNDRED TWENTY THOUSAND PESOS (PHP. 120,000.00),
payable in advance in equal monthly installments of TEN
THOUSAND PESOS (PHP. 10,000.00) on the first day of each and
every month during the period aforesaid.
2. The LESSEE shall, during the period of the lease exercise due
care and diligence in the use of said property and shall, at his
expense, keep the same in good and usable condition for which
it has been leased.
3. The LESSEE, at his expense, shall pay all taxes and assessments
levied and payable on said property during the period of lease.
4. If the LESSEE fails to pay the rental when the same becomes
due, this AGREEMENT shall forthwith terminate without prejudice
to the right of LESSOR to rentals in arrears, if any. Then the
LESSOR, at his option and without prior notice, and for this
purpose may enter the premise without liability to any suit,
action or proceeding by the LESSEE.
5. Should the LESSEE give written notice to LESSOR on or before

the 30th day of December 2023 of his desire to purchase the
property leased herein, the LESSOR upon receipt of the agreed
price of TWO MILLION PESOS (PHP. 2,000,000.00) shall execute
the corresponding Deed of Sale over the subject property in
favor of the LESSEE free from all liens and encumbrances.


LESSOR LESSEE
________________________ ________________________
[Acknowledgment]
175
RENEWAL OF LEASE

CONTRACT
This AGREEMENT made and executed this 20th day of March

2019 at Caloocan City by and between:

and

WITNESSETH THAT:
1. The parties herein have on 20 th day of March 2014, executed

lease contract over a parcel of land acknowledged before notary
public on 20th day of March 2014 and entered in this notarial
register as Doc. No. 12, Page No. 34, Book No. 19, Series of
2014;
2. It is stipulated in said lease contract that the LESSEE has the

option to renew said lese under the same terms and conditions
except the amount of the rent which will be agreed upon by the
parties;
3. The LESSEE has exercised his option to renew said lease

contract by communicating his intention to the LESSOR within
the stipulated period.

premises the parties herein have agreed and by these present hereby
agree to renew the aforementioned lease contract under the same
terms and conditions except the rent which the parties hereby agree to
the sum of FIFTEEN THOUSAND PESOS (PHP. 15,000.00) monthly.

_________________________ _________________________
LESSOR LESSEE
_________________________ _________________________
176
CONTRACT OF LEASE OF MOTOR VEHICLE
[Acknowledgment]
TO: WALEFOND AUTO COMPANY
I wish to hire from your company an automobile, specifically

Mitsubishi Montero from 7 o’clock in the morning on the 25 th day of
March 2019 until 9 o’clock in the evening on 31 st day of March 2019,
and I agree to do so upon the following terms and conditions:
________________________
PAULO B. FLORENTINO
TERMS OF HIRE FOR AUTOMOBILES
Automobiles are let out on hire by the company at the following

charges and subject to the following conditions:
1. Rental shall be:

_________________ Pesos per hour.
_________________ Pesos per half day (five hours).
_________________ Pesos per day (nine hours).
TWELVE THOUSAND_ Pesos per week (seven days).
_________________ Pesos per month (four weeks).
One day’s run is limited to eight (8) kilometers, and half a

day’s run to four (4) kilometers is charged at the rate of TWO
HUNDRED PESOS (PHP. 200.00) per kilometer
2. Kilometrage by Company’s Speedometer - The Kilometrage

is to be computed from the records of the speedometer which
is affixed to each car by the company.
3. Period of Hiring - The period of hiring shall in all cases be

reckoned from the time at which the car is ordered to leave the
company’s garage until its return thereto after the termination
of the hiring.
4. Additional Charges - A further charge of PHP. 150.00 per day

or half day will be made where a car is hired for use on a
Sunday only, and a further charge of PHP. 10.00 per hour will
be made if the car is retained or hired by the hirer: a) in
respect of a half day’s hiring, for every hour or part of an hour
in excess of five hours; b) in respect of a whole day’s hiring for
every hour or part of an hour in excess of nine hours; and c)
for every hour or part of any hour between the hours of 1 a.m.
and 6 a.m.
5. All Charges to be Paid in Advance - All charges for hire shall

as far as possible be paid in advance.
6. Expenses of Running - Cars are sent out from the company’s

garage with their gasoline and oil reservoirs filled. The cost of
refilling the same (if necessary), and all other expenses
connected with the proper running of the car (except tire,
renewals, repairs, and wages of the driver), as well as its
177
housing, washing, cleaning, polishing, and safe custody during
the period of hire shall be paid by the hirer.
7. Driver - The company shall supply a competent, civil, and

trustworthy driver during the period of hire, who alone shall be
permitted to drive the car. The hirer shall pay the lodging,
travelling, board, and other expenses of the driver during the
period of hire, but no his wages.
8. Driver to be Company’s Servant - The driver shall be

deemed to be the servant of the company, but shall obey the
lawful and reasonable directions of the hirer.
9. Responsibility for Damage - The Company shall be

responsible for damage to or loss of the car by fire, accident or
collision and for all damage to property, persons, or animals
(other than property, persons, or animals being conveyed in
the car) caused by the car, whether owing to the negligence or
default of the driver or any other person or otherwise.
10. Hirer Not to Make Any Claim for Damages - The hirer shall
not make any claim for damages for delay through breakdown
or accident.
WALEFOND AUTO COMPANY
I agree to the foregoing terms and conditions.
_______________________ _______________________
Hirer President, WALEFOND AUTO
COMPANY
178
CONTRACT BETWEEN ADVERTISING AGENCY AND CLIENT

CONTRACT
This AGREEMENT entered into this 20 th day of March 2019 at

ART TRADING CO., duly established under the laws of

the Philippines with principal business at 123 Area C, Brgy.
175, Camarin, Caloocan City, hereinafter called the
“CLIENT”;
and
CHALLENGER AGENCY, INC., duly established under the

laws of the Philippines with principal business at 49 Phase
5 Bagong Silang Caloocan City, hereinafter called the
“AGENCY”;
WITNESSETH THAT:
1. EMPLOYMENT. The Client hereby retains the services of the

Agency, and the Agency hereby accepts employment by the
Client, in connection with the preparation of all types of
advertising materials and placing of advertisements in
newspapers, magazines, radio broadcasting, television
programs, outdoor advertising and other media for all the
Client’s products limited in the list annexed hereto and made
part hereof as annex “A”.
2. DURATION. The relationships contemplated by this agreement

shall begin on the 21st day of March 2019 and shall continue in
force thereafter until 20th November 2019, or unless otherwise
terminated by ninety (90) day notice in writing given by either
party and sent by registered mail to head office, or principal
place of business of the other party receiving such notice.
3. MUTUAL REPRESENTATION. So long as this employment

agreement continues, the Agency shall not act in the
Philippines as the advertising agent for a manufacturer of a
similar competing product, or the producer of a similar
competing service, without first having procured the written
consent of the Client, nor shall the Client use the services of
any other advertising agency in connection with advertising the
aforesaid product in the Philippines, without first having
procured the written consent of the Agency.
4. AUDITS. The Agency shall make available to the Clint proof of

payment to publishers and other third parties in respect of all
works and services for the Client’s account promptly after
receipt of funds from the Client for the payment thereof. Such
179
proof shall be made available to the Client at the Agency’s
place of business, for audit once a month.
All contracts, papers, correspondence, copy, books, accounts,

and other information in the office of the Agency relating to the
business of the Client, shall be open to inspection and
examination by an authorized representative of the Client at all
reasonable times, as well as expenses incurred by the Agency
in the Client’s behalf for which the Agency claims
reimbursement.
5. DUTIES. The Agency shall:
a. Market Study. AS may from time to time be agreed upon

in writing, study the products of the Client covered by this
agreement, and the market for his products.
b. Plans. Prepared preliminary plans for the advertising of the

products.
c. Schedules. Prepare Schedules for advertising insertions

and other related figures.
d. Layouts and Copy. Prepare rough or finished layouts as

required and all actual copy to be used in advertisements of
all types, including radio scripts.
e. Art Work and Plates. Purchase, upon authorization of the

client, art work and engravings, electrotypes, printed
matter, and other collateral materials, from artists,
designers, photographers, engravers, printers, and others.
f. Advertising and Distribution. As may from time to time

be agreed upon in writing, prepare merchandising plans for
the coordination of the Client’s advertising and distribution.
g. Contract. Upon authorization of the Client, make contracts

with owners of advertising media and others, each of which
contracts, wherever possible, shall contain a provision to the
effect that the rate contained in such contract is the
minimum rate at which an equal or less amount of space,
for the same class of advertising, to be published in a like
position under the same conditions, within the same period
of time, can be secured.
h. Service. Check in such manner as is now regarded good

agency practice:
(1) The insertion of advertisements in publications for

appearance, date, position, size, and mechanical
reproduction.
(2) The broadcast of radio and television advertising for
time, accuracy, extent, and other related factors.
(3) The display of outdoor advertising for date of
appearance, position, size, workmanship, and
mechanical reproduction.
i. Custodianship. Retain custody of the Client’s property

during the term of this Agreement and take all reasonable
180
steps to obtain the return from third parties of any such
property.
j. Invoices. Render bills to the Client for such amounts as

may, from time to time, become due, with sufficient
promptness to allow the Client to earn cash discounts, if
any, allowed by third parties, except in case of art work,
mechanical production, radio and television talent, and other
adjunct items which in accordance with its policy are
accumulated by the Agency to simplify and clarify billing to
the Client.
k. Pay Prompt. Audit promptly all bills of owners of

advertising media or other third parties and pay all their
proper charges.
6. AUTHORIZATION. The Agency shall in no event incur liability

on the Client’s behalf for any item of space or time in an
advertising medium or for art work, mechanical parts, printed
matter, services or other expenditures within the scope of this
agreement, without having first secured the authorization of
such members of the Client’s staff as the Client, from time to
time shall designate as empowered to give such authorization.
7. CASH FUNDS. The Client shall put the Agency in funds in time
for it to pay when due all proper charges of owners o media
and other third parties, but only after receipt of the Agency’s
bill therefore. The Client shall be entitled to credit for cash
discounts allowed the Agency by third parties only in event it
shall have put the Agency in funds in time to enable it to earn
the cash discount from such third parties, or shall have
forthwith paid the Agency’s bill upon receipt thereof; provided,
however, that the Client shall not be entitled to credit for cash
discounts allowed to the Agency on art work, composition,
engravings, and other production costs, the charges for which
are suspended by the Agency until the relative advertisement
has been completed.
8. COMPENSATION.
a. Media. It is understood that wherever possible the Agency

receives its compensation from the owners of the media in
the form of commissions allowed to it as a recognized
advertising agency, and as between the Client and the
Agency all such commission shall be retained by the Agency,
except in such cases where the commission allowed the
Agency is in excess of 12% of the gross charge of the
medium, in which event the commission is allowed to the
Agency, or where the commission allowed to the agency by
the owner of a medium is less than 50% of the medium’s
gross charge (i.e. card rate), the Agency shall receive from
the Client a fee sufficient to increase the Agency’s
compensation to 60% of said gross charge, except that
there shall be no such fee to the Agency on outdoor
advertising.
b. Rate Adjustments. The Client shall pay the Agency such

additional sums as may become due on account of “short
rates”, as that term is customarily understood in the
181
advertising business, and the Agency shall return to the
Client amounts received in rebate from publishers or other
third parties resulting from rates reductions, lineage
shrinkages, “short circulation” non-appearance of the
advertisement, faulty reproduction, or other similar cause.
Compensation of the Agency shall be adjusted so as to
reflect the changes in charges of owners of media resulting
from such rebates and short rates.
c. Production. The Client shall pay the Agency an amount equal

to 60% of the gross charges (after volume discounts, if any)
of suppliers of services and materials, including printing,
type composition, engravings, art, radio talent, and literary,
dramatic and musical works, purchased by the Agency for
and on the authorization of the Advertiser. Discounts for
volume will be returned to the Client.
d. Art Work. The Client shall pay to the Agency an amount

equal to the cost to the Agency (plus a fee of 20% thereof)
of all art work and finished dummies prepared by it on the
authorization of the Client.
e. Direct Mail. The Client shall pay the Agency such fees as
may , from time to time, be agreed upon in advance for
preparing approved material for direct-by-mail
advertisements to appear in trade or industrial publications,
or radio scripts involving sustained dialogue.
f. Market Analysis. For surveys or market analysis for which

estimates are approved by the Client in advance, the Client
shall pay to the Agency the Agency’s actual expenses
incurred, including travelling expenses and cost of materials
used, and a fee for executive supervision upon in advance.
g. Shipping. The Client shall reimburse the Agency for the cost
to the Agency of all material used by the Agency in packing
and forwarding materials for the Client’s advertising and for
all postage, express, or other charges incurred in the
transportation of such materials.
9. APPROVAL OF PLANS. The Client expressly reserves the right

in his own discretion, and for reasons deemed by him to be
sufficient, to modify or reject any and all schedules and plans
submitted by the Agency, and to direct the Agency to cease
work in connection therewith; and in such case, the Agency
shall immediately notify all publishers, printers, engravers,
artists, designers, or other parties engaged in carrying out such
schedules or plans to cease work thereon. The statement in
this paragraph shall not be deemed to relieve the Client from
the consequences that may flow form a breach by the Client or
his agent of any contract made by the Agency on behalf of and
on the authorization of the Client.
10. TRANSFER CLIENT’S PROPERTY. Upon any termination of

this agreement under provisions of paragraph w and the
payment by the Client of all items properly chargeable to the
Client under this agreement, the Agency shall transfer, assign,
and make available to the Client, or his representative, all
property and materials belonging to the client, all rights and
182
claims to any and all reservations, contracts and arrangements
with owners of advertising media, or others, for advertising
space, time or materials yet to be used, and shall make
available to the Client all written information regarding the
Client’s advertising. No extra compensation is to be paid to the
Agency for its services in connection with this transfer. The
Client, concurrently with such transfer, shall assume the
Agency’s obligations, if any, on all such contracts so assigned.
11. PAYMENT FOR AND OWNERSHIP OF UNPUBLISHED

MATERIAL. The Agency shall not receive compensation or
commission in connection with space, time, or other media, the
payment for which shall become due to the owner of an
advertising medium after the termination of this agreement,
except, to the Client who shall have approved material
(prepared by the Agency or under its supervision) and shall
have authorized the Agency to insert the same in named media
for specified dates. In the event either party terminates this
agreement, the Client shall be deemed to have released and
relinquished to the Agency any and all claim or right it might
otherwise have to statutory copyrights wit respect to
unpublished material prepared or created by the Agency in the
course of its employment by the client, for which the Agency
has not elected to claim reimbursement, except to the extent
that the Agency may thereafter, but within ten days after
termination of this agreement, waive, release, and relinquish to
the Client, by an instrument in writing, with respect to all or
any part of such unpublished material. The Client shall
reimburse the Agency for its direct and indirect out of pocket
expenses incurred in connection with the preparation of any
and all unpublished material with respect to which the Agency
shall elect to relinquish its copyright, as provided above.
12. OWNERSHIP OF LAYOUTS. All layouts, sketches, and “copy”

used in advertisements placed or to be placed by the Agency
for the Client, or for which the Agency shall have been
reimbursed by the Client under the provisions of paragraph 11
hereof, shall become the exclusive property of the Client after
termination of this agreement and payment by the Client of all
sums for which it may be liable hereunder; and thereafter the
Client shall have the full and free right to use any and all such
property in any way deemed by him to be necessary or
advisable, either directly or through agents or otherwise and
without payment of any compensation to the Agency for the
same except as herein specifically provided.
13. VENUE. In the events of litigation instituted by either party

against the other, arising out of or in connection with their
contract, the same shall be filed within the jurisdiction of the
proper court of Caloocan City.
14. NON-ASSIGNABLE. This contract is not assignable.

CLIENT’S REPRESENTATIVE
_______________________
PAULO B. FLORENTINO _______________________
183
ALBERTO S. CALANO AGENCY’S REPRESENTATIVE
WITNESSES:
_______________________ _______________________
[Acknowledgment]
184
185
ANOTHER SAMPLE OF CONTRACT OF SERVICE BETWEEN
ADVERTISING AGENCY AND CLIENT

AGREEMENT
This AGREEMENT entered into this 20 th day of March 2019 at

ART TRADING CO., duly established under the laws of

the Philippines with principal business at 123 Area C, Brgy.
175, Camarin, Caloocan City, hereinafter called the
“CLIENT”;
and
CHALLENGER AGENCY, INC., duly established under the

laws of the Philippines with principal business at 49 Phase
5 Bagong Silang Caloocan City, hereinafter called the
“AGENCY”;
WITNESSETH THAT:
15. EMPLOYMENT. The Client hereby retains the services of the

Agency, and the Agency hereby accepts employment by the
Client, in connection with the preparation of all types of
advertising materials and placing of advertisements in
newspapers, magazines, radio broadcasting, television
programs, outdoor advertising and other media for all the
Client’s products limited in the list annexed hereto and made
part hereof as annex “A”.
16. DURATION. The relationships contemplated by this agreement

shall begin on the 21st day of March 2019 and shall continue in
force thereafter until 20th November 2019, or unless otherwise
terminated by ninety (90) day notice in writing given by either
party and sent by registered mail to head office, or principal
place of business of the other party receiving such notice.
17. MUTUAL REPRESENTATION. So long as this employment

agreement continues, the Agency shall not act in the
Philippines as the advertising agent for a manufacturer of a
similar competing product, or the producer of a similar
competing service, without first having procured the written
consent of the Client, nor shall the Client use the services of
any other advertising agency in connection with advertising the
aforesaid product in the Philippines, without first having
procured the written consent of the Agency.
18. AUDITS. The Agency shall make available to the Clint proof of
payment to publishers and other third parties in respect of all
works and services for the Client’s account promptly after
receipt of funds from the Client for the payment thereof. Such
186
proof shall be made available to the Client at the Agency’s
place of business, for audit once a month.
All contracts, papers, correspondence, copy, books, accounts,

and other information in the office of the Agency relating to the
business of the Client, shall be open to inspection and
examination by an authorized representative of the Client at all
reasonable times, as well as expenses incurred by the Agency
in the Client’s behalf for which the Agency claims
reimbursement.
19. DUTIES. The Agency shall:
l. Market Study. AS may from time to time be agreed upon

in writing, study the products of the Client covered by this
agreement, and the market for his products.
m. Plans. Prepared preliminary plans for the advertising of the

products.
n. Schedules. Prepare Schedules for advertising insertions

and other related figures.
o. Layouts and Copy. Prepare rough or finished layouts as

required and all actual copy to be used in advertisements of
all types, including radio scripts.
p. Art Work and Plates. Purchase, upon authorization of the

client, art work and engravings, electrotypes, printed
matter, and other collateral materials, from artists,
designers, photographers, engravers, printers, and others.
q. Advertising and Distribution. As may from time to time

be agreed upon in writing, prepare merchandising plans for
the coordination of the Client’s advertising and distribution.
r. Contract. Upon authorization of the Client, make contracts

with owners of advertising media and others, each of which
contracts, wherever possible, shall contain a provision to the
effect that the rate contained in such contract is the
minimum rate at which an equal or less amount of space,
for the same class of advertising, to be published in a like
position under the same conditions, within the same period
of time, can be secured.
s. Service. Check in such manner as is now regarded good

agency practice:
(4) The insertion of advertisements in publications for

appearance, date, position, size, and mechanical
reproduction.
(5) The broadcast of radio and television advertising for
time, accuracy, extent, and other related factors.
(6) The display of outdoor advertising for date of
appearance, position, size, workmanship, and
mechanical reproduction.
t. Custodianship. Retain custody of the Client’s property

during the term of this Agreement and take all reasonable
187
steps to obtain the return from third parties of any such
property.
u. Invoices. Render bills to the Client for such amounts as

may, from time to time, become due, with sufficient
promptness to allow the Client to earn cash discounts, if
any, allowed by third parties, except in case of art work,
mechanical production, radio and television talent, and other
adjunct items which in accordance with its policy are
accumulated by the Agency to simplify and clarify billing to
the Client.
v. Pay Prompt. Audit promptly all bills of owners of

advertising media or other third parties and pay all their
proper charges.
20. AUTHORIZATION. The Agency shall in no event incur liability

on the Client’s behalf for any item of space or time in an
advertising medium or for art work, mechanical parts, printed
matter, services or other expenditures within the scope of this
agreement, without having first secured the authorization of
such members of the Client’s staff as the Client, from time to
time shall designate as empowered to give such authorization.
21. CASH FUNDS. The Client shall put the Agency in funds in time
for it to pay when due all proper charges of owners o media
and other third parties, but only after receipt of the Agency’s
bill therefore. The Client shall be entitled to credit for cash
discounts allowed the Agency by third parties only in event it
shall have put the Agency in funds in time to enable it to earn
the cash discount from such third parties, or shall have
forthwith paid the Agency’s bill upon receipt thereof; provided,
however, that the Client shall not be entitled to credit for cash
discounts allowed to the Agency on art work, composition,
engravings, and other production costs, the charges for which
are suspended by the Agency until the relative advertisement
has been completed.
22. COMPENSATION.
h. Media. It is understood that wherever possible the Agency

receives its compensation from the owners of the media in
the form of commissions allowed to it as a recognized
advertising agency, and as between the Client and the
Agency all such commission shall be retained by the Agency,
except in such cases where the commission allowed the
Agency is in excess of 12% of the gross charge of the
medium, in which event the commission is allowed to the
Agency, or where the commission allowed to the agency by
the owner of a medium is less than 50% of the medium’s
gross charge (i.e. card rate), the Agency shall receive from
the Client a fee sufficient to increase the Agency’s
compensation to 60% of said gross charge, except that
there shall be no such fee to the Agency on outdoor
advertising.
i. Rate Adjustments. The Client shall pay the Agency such

additional sums as may become due on account of “short
rates”, as that term is customarily understood in the
188
advertising business, and the Agency shall return to the
Client amounts received in rebate from publishers or other
third parties resulting from rates reductions, lineage
shrinkages, “short circulation” non-appearance of the
advertisement, faulty reproduction, or other similar cause.
Compensation of the Agency shall be adjusted so as to
reflect the changes in charges of owners of media resulting
from such rebates and short rates.
j. Production. The Client shall pay the Agency an amount equal

to 60% of the gross charges (after volume discounts, if any)
of suppliers of services and materials, including printing,
type composition, engravings, art, radio talent, and literary,
dramatic and musical works, purchased by the Agency for
and on the authorization of the Advertiser. Discounts for
volume will be returned to the Client.
k. Art Work. The Client shall pay to the Agency an amount

equal to the cost to the Agency (plus a fee of 20% thereof)
of all art work and finished dummies prepared by it on the
authorization of the Client.
l. Direct Mail. The Client shall pay the Agency such fees as
may , from time to time, be agreed upon in advance for
preparing approved material for direct-by-mail
advertisements to appear in trade or industrial publications,
or radio scripts involving sustained dialogue.
m. Market Analysis. For surveys or market analysis for which

estimates are approved by the Client in advance, the Client
shall pay to the Agency the Agency’s actual expenses
incurred, including travelling expenses and cost of materials
used, and a fee for executive supervision upon in advance.
n. Shipping. The Client shall reimburse the Agency for the cost
to the Agency of all material used by the Agency in packing
and forwarding materials for the Client’s advertising and for
all postage, express, or other charges incurred in the
transportation of such materials.
23. APPROVAL OF PLANS. The Client expressly reserves the right

in his own discretion, and for reasons deemed by him to be
sufficient, to modify or reject any and all schedules and plans
submitted by the Agency, and to direct the Agency to cease
work in connection therewith; and in such case, the Agency
shall immediately notify all publishers, printers, engravers,
artists, designers, or other parties engaged in carrying out such
schedules or plans to cease work thereon. The statement in
this paragraph shall not be deemed to relieve the Client from
the consequences that may flow form a breach by the Client or
his agent of any contract made by the Agency on behalf of and
on the authorization of the Client.
24. TRANSFER CLIENT’S PROPERTY. Upon any termination of

this agreement under provisions of paragraph w and the
payment by the Client of all items properly chargeable to the
Client under this agreement, the Agency shall transfer, assign,
and make available to the Client, or his representative, all
property and materials belonging to the client, all rights and
189
claims to any and all reservations, contracts and arrangements
with owners of advertising media, or others, for advertising
space, time or materials yet to be used, and shall make
available to the Client all written information regarding the
Client’s advertising. No extra compensation is to be paid to the
Agency for its services in connection with this transfer. The
Client, concurrently with such transfer, shall assume the
Agency’s obligations, if any, on all such contracts so assigned.
25. PAYMENT FOR AND OWNERSHIP OF UNPUBLISHED

MATERIAL. The Agency shall not receive compensation or
commission in connection with space, time, or other media, the
payment for which shall become due to the owner of an
advertising medium after the termination of this agreement,
except, to the Client who shall have approved material
(prepared by the Agency or under its supervision) and shall
have authorized the Agency to insert the same in named media
for specified dates. In the event either party terminates this
agreement, the Client shall be deemed to have released and
relinquished to the Agency any and all claim or right it might
otherwise have to statutory copyrights wit respect to
unpublished material prepared or created by the Agency in the
course of its employment by the client, for which the Agency
has not elected to claim reimbursement, except to the extent
that the Agency may thereafter, but within ten days after
termination of this agreement, waive, release, and relinquish to
the Client, by an instrument in writing, with respect to all or
any part of such unpublished material. The Client shall
reimburse the Agency for its direct and indirect out of pocket
expenses incurred in connection with the preparation of any
and all unpublished material with respect to which the Agency
shall elect to relinquish its copyright, as provided above.
26. OWNERSHIP OF LAYOUTS. All layouts, sketches, and “copy”

used in advertisements placed or to be placed by the Agency
for the Client, or for which the Agency shall have been
reimbursed by the Client under the provisions of paragraph 11
hereof, shall become the exclusive property of the Client after
termination of this agreement and payment by the Client of all
sums for which it may be liable hereunder; and thereafter the
Client shall have the full and free right to use any and all such
property in any way deemed by him to be necessary or
advisable, either directly or through agents or otherwise and
without payment of any compensation to the Agency for the
same except as herein specifically provided.
27. VENUE. In the events of litigation instituted by either party

against the other, arising out of or in connection with their
contract, the same shall be filed within the jurisdiction of the
proper court of Caloocan City.
28. NON-ASSIGNABLE. This contract is not assignable.

CLIENT’S REPRESENTATIVE
_______________________
PAULO B. FLORENTINO _______________________
190
ALBERTO S. CALANO AGENCY’S REPRESENTATIVE
WITNESSES:
_______________________
PAUL OMIGAN
_______________________
ABIGAIL MELENDREZ
[Acknowledgment]
191
PREPARED BY: PADILLA, LANCE CHRISTOPHER D.
CONTRACT BETWEEN ADVERTISER AND ADVERTISING AGENCY

MUNICIPALITY OF CAINTA)
ADVERTISING AGREEMENT
This Agreement entered into this 15 th day of March at Cainta,

Rizal between:
DINGDONG DANTES CORPORATION, a domestic corporation,

with business address at Unit 1, CK Square Building, Ortigas Avenue
Extension, Cainta, Rizal represented by its owner and director,
DINGDONG DANTES, of legal age, married, Filipino and residing at 123
Lychias Bend, Valley View Executive Village Phase 1, Cainta, Rizal,
hereafter called Advertiser;
-and-
A1 AGENCY CORPORATION, a domestic corporation, with
business address at 12 A. Bonifacio Avenue, Cainta, Rizal, represented
by its owner and director, DENNIS TRILLO, of legal age, single, Filipino
and residing at 1st Street, Jansenville, Taytay, Rizal, hereafter called
Agency.
WITNESSETH THAT:
1. The Advertiser engages the services of the Agency, in the
Philippines, and the latter accepts the same regarding the preparation
of all types and manner of advertising in outdoor advertising and other
media such as newspapers, magazines, radio broadcasting and
television programs for all the Advertiser’s products.
2. This agreement shall be for a period of one (1) year from

execution hereof until terminated by a prior fifteen (15) days of notice
in writing given by either party mailed or delivered at the principal
office of the other party. During the term of this agreement, the
agency shall not serve any competitor of the advertiser by advertising
any product competitive with the product of the advertiser without
prior written consent of the latter.
3. During the term of this agreement, the Agency, without prior

written consent of the advertiser, shall not act as the advertising agent
for a manufacturer of competing product or products. Likewise, the
Advertiser shall not retain the services of any other advertising agency
in connection with advertising the Advertiser’s products without the
prior written consent of the Agency.
4. The Agency shall perform the following:

a. Prepare initial advertising plans and study the products
of the Advertiser covered by this agreement to
successfully market the same
b. Prepare layouts necessary to be used for the effective
advertisement of all products of the advertisers in all
types of facilities such as but not limited to, radio,
television, movies, magazines, newspapers and the likes
for the effective business operation of the advertiser
and to make proper schedules for advertising;
c. Upon authority of the advertiser, secure or purchase all
necessary art work, printed matter, and other
related materials from different artists, designers,
photographers, engravers, printers and others for
purpose of advertising the products of the advertiser.
5. After receipt of funds from the Advertiser for the payment of

work and services for the account of the latter, the agency shall make
available to the Advertiser at the Agency’s place of business, for audit
once a month, for the purpose of verifying whether payment to the
publishers or third parties are properly paid. And all information
regarding contracts, documents, books and accounts in the office of
the Agency relating to the business of the Advertiser, may be
examined by the advertiser or by his authorized representatives at all
reasonable hours. The audit shall include all expenses incurred by the
Agency for the Advertiser for which the former claims reimbursement.
6. In case third parties come into custody of the Advertiser’s

property by virtue of the services of the agency for the Advertiser, the
agency shall, upon termination of this agreement, recover the same
from the third parties and return the same to the Advertiser together
with all other properties of the latter retained by the Agency during the
period of this Agreement.
7. Send bills to the Advertiser promptly to allow the latter to

earn discounts, if any, is allowed by the third parties.
8. Without first securing the authority of the Advertiser, the

agency shall in no case commit any liability in behalf of the former for
any expenses regarding any advertising medium of whatever nature or
services of any kind by a said party for advertising the products of the
Advertiser.
9. For any cash discounts given the Agency by third parties, the
Agency shall earn cash discount, provided sufficient funds is given to
the agency and the latter is promptly paying his bills upon receipt of
the same.
10. The Advertiser has absolute discretion to modify or reject

any and all plans submitted by the Agency, and the Agency shall
forthwith notify all parties involve to cease and desist from working on
the plans thus rejected.
11. The Agency’s compensation shall be Eight Hundred Thousand

Pesos (P800,000)
12. The Advertiser shall promptly reimburse the agency for all
expenses incurred on behalf of the Advertiser.
13. Upon payment by the Advertiser for all expenses and items
chargeable to the latter, the Agency shall return to the advertiser all
property and materials belonging to the Advertiser.
14. After termination of this agreement and payment by the

Advertiser of all the sums for which Agency is entitled, all materials
used in the advertisements placed by the Agency for the Advertiser
shall be the exclusive property of the Advertiser without any further
compensation to the Agency.
IN WITNESS WHEREOF, I have hereunto affixed my signature

this 15th day of March, 2019 at Cainta, Rizal
DingDong Dantes Dennis Trillo

Director, DingDong Corporation Director, A1
Corporation
ADVERTISER AGENCY
WITNESSES:
MARIAN RIVERA JENNYLYN MERCADO

Witness Witness
ACKNOWLEDGEMENT
BEFORE ME, a Notary Public for and in the Municipality of Cainta,

personally appeared Dingdong Dantes with Community Tax Certificate
No. 1-001234 issued on August 1, 2017 at Cainta, Rizal, and Dennis
Trillo with Community Tax Certificate No. 1-5467800 issued on
September 11, 2009 at Taytay, Rizal, both known to me and to me
known to be the same persons who executed the foregoing instrument
which they acknowledged to me to be their free and voluntary act and
deed, consisting of only three (3) page/s, including this page in which
this Acknowledgement is written, duly signed by them and their
instrumental witnesses on each and every page hereof.
WITNESS MY HAND AND SEAL this 15 th of March, 2019 at Cainta,
Rizal, Philippines.
NOTARY PUBLIC
Doc. No. 2;
Page No. 4;
Book No. 1;
Series of 2019;
ADVERTISING CONTRACT – SHORT FORM

CONTRACT
This Contract made and executed this 15 th day of March at

Cainta, Rizal, Philippines by and between:
DINGDONG DANTES CORPORATION, a domestic corporation,

with business address at Unit 1, CK Square Building, Ortigas Avenue
Extension, Cainta, Rizal represented by its owner and director,
DINGDONG DANTES, of legal age, married, Filipino and residing at 123
Lychias Bend, Valley View Executive Village Phase 1, Cainta, Rizal,
hereafter called CLIENT;
-and-
A1 AGENCY CORPORATION, a domestic corporation, with
business address at 12 A. Bonifacio Avenue, Cainta, Rizal, represented
by its owner and director, DENNIS TRILLO, of legal age, single, Filipino
and residing at 1st Street, Jansenville, Taytay, Rizal, hereafter called
AGENCY.
WITNESSETH THAT:
The Client hereby engages the Agency to render all the services
customarily performed by a large and modern advertising agency.
The compensation of the Agency is to be an amount equal to

15% of the gross charges of owners of media; 10% after the volume
discount, of the charges of the suppliers of services or properties, such
as finished art, comprehensive layouts, photostats, engravings,
printing, radio and television programs, talent, literary, dramatic, and
musical works, records, exhibits, purchased by the Agency on the
client authorization during the period of this engagement, subject to
the following:
1. No percentage will be added to Agency charge for packing,

shipping, expressage, postage, telephone, telegraph, and travel
expenses of Agency personnel.
2. The Agency commission for outdoor advertising will be the

standard rate allowed by advertising agencies even when this is less
than 10%.
3. Should services be required of the Agency by the Client

involving no commission to the Agency from owners of media (such as
direct-by-mail advertising scripts for radio, television, or motion
pictures, speech writing, publicity and public relations work, sales
conventions, catalogs, production or distribution of films or moving
pictures, market analyses or survey), the Agency may charge for such
of its services either a fee or percentage agreed upon mutually in
advance.
All bills rendered by the Agency are due and payable by the
Client within twenty (20) days from the date of the bill. The Client
agrees to put the Agency in fund before these bills are payable by the
Agency. Where the Agency receives a cash discount from the owners
of media and the Client has provided funds in time for the Agency to
take the discount, the Client is to receive full allowance for each such
amount. Cash discounts allowed by suppliers of materials and all cash
discounts earned by the Agency’s use of its own funds shall not be
passed on to the Client.
Since the Agency does not want to hold any Client for a day
longer than he wants the Agency to serve him, termination of this
employment shall be in effect on receipt of written from either party to
the other. However, the Agency will be entitled to receive full
commissions on any advertising which it has prepared and which is
subsequently used by the Client. And for any material finished or in
preparation, which the client has previously authorized, the client shall
pay the Agency the cost of this material to Agency plus 5 percent.
When all the Agency’s invoices are paid, the Agency is to deliver all
materials in its possession paid by the Client to the Agency, and the
Client agrees to assume the Agency’s liability under all outstanding
contracts made on the Client’s behalf.
DingDong Dantes Dennis Trillo

Director, DingDong Corporation Director, A1
Corporation
CLIENT AGENCY
WITNESSES:
MARIAN RIVERA JENNYLYN MERCADO

Witness Witness
ACKNOWLEDGEMENT

personally appeared Dingdong Dantes with Community Tax Certificate
No. 1-001234 issued on August 1, 2017 at Cainta, Rizal, and Dennis
Trillo with Community Tax Certificate No. 1-5467800 issued on
deed, consisting of only two (2) page/s, including this page in which
Rizal, Philippines.
NOTARY PUBLIC
Doc. No. 2;
Page No. 4;
Book No. 1;
Series of 2019;
CONSTRUCTION CONTRACT – LABOR AND MATERIALS

SUPPLIED

CONTRACT

KEN CHAN, of legal age, single, Filipino and residing at 123

Mangga Avenue, Valley View Executive Village Phase 1, Cainta, Rizal,
hereafter called “OWNER”;
-and-
COCO MARTIN, of legal age, single, Filipino and residing at 33
Felix Avenue, Cainta, Rizal, hereafter called “CONTRACTOR”.
WITNESSETH THAT:
WHEREAS, the OWNER requires the services of the

CONTRACTOR for the design and construction of a residential building
located at 11 Dalanghita Drive, Valley View Executive Village Phase 1,
Cainta, Rizal, and which construction involves all the Civil,
Architectural, Sanitary and Electric Works thereof, hereafter referred
to as the “Project”;
WHEREAS, the CONTRACTOR, having represented himself as

having the professional, technical and financial capacity and requisite
authority to render the said services for the project, and offer to the
OWNER his services for the construction of said project and the
OWNER thereafter accepted the offer and agreed to engage the
services of the CONTRACTOR;
NOW, THEREFORE, for and in consideration of the terms and

conditions set forth herein and, in the documents, appended hereto,
the parties hereby agree and stipulate as follows:
Section 1. Description of the Project
1.1 The PROJECT refers to the design and construction of a

residential building involving the implementation and completion of all
Civil, Architectural, Sanitary and Electircal Works.
Section 2. Scope of Work and Contract Price

2.1 The CONTRACTOR shall provide and furnish any and all
necessary materials, labor, tools, and equipment and other incidentals,
to design, implement and complete the civil, architectural, sanitary
and electrical works in accordance with the contract price with
Breakdown, Plans and Specifications, Bill of Quantities duly signed by
the parties all of which form part of this Contract and copies of which
are hereto attached and made integral part hereof as Annex “A.”
2.2 The Contract Price for the Project is TWENTY-FIVE MILLION

PESOS (P 25,000,000).
2.3 The Contract Price is a fixed amount. It includes any and all
cost for materials, labor, tools, equipment and other related overhead
cost for the completion of the Project as well as the profits and
margins of the CONTRACTOR. It also includes any and all cost and
expenses in securing the required and necessary performance and
surety bond, third party liability and contractor’s all-risk insurance
policies during the implementation and completion of the Project until
acceptance by the OWNER. Any and all taxes which are or shall
hereafter be due to the government in the implementation and
completion of the Project other than the withholding taxes for services
of the CONTRACTOR are also included in the Contract Price and thus,
the CONTRACTOR warrants to hold the OWNER free and clear of any
accountabilities and liabilities therefrom.
2.4 Nothing herein provided shall be deemed a waiver of the

obligation and liabilities of the CONTRACTOR under Article 1723 of the
New Civil Code.
Section 3. Contract Period and Effects of Delay
3.1 This Contract shall be implemented and completed within a

fixed period of Three Hundred Sixty-Five (365) Calendar Days,
Sundays and Holidays included, counted from the date of issuance of
building permit and issuance of 5% as down payment of the Contract
Price.
3.2 The CONTRACTOR agrees to pay the OWNER the sum

equivalent to four percent (4%) of the Contract Price for each and
every calendar day of delay (Sunday and Holidays included) in the
fulfillment of this contract as and by way of liquidated damages.
Without prejudice to the rights and remedies available under the law
to the OWNER. The OWNER may, at its sole option, deduct said
liquidated damages from any amount due or to become due to the
CONTRACTOR.
3.3 Except for unforeseen event and force majeure that can
actually be pinpointed as hindering the performance of the
construction activities and completion of the services of the
CONTRACTOR, any time extension of the contract period shall be
subject to the OWNER’S prior written approval upon written request of
the CONTRACTOR. The approved time extension, if any, shall not be
subject to any additional cost to the OWNER.
Section 4. Warranty
4.1 The CONTRACTOR warrants his compliance with all laws,

rules and regulations under the National Building Code, and other
related local and city ordinances, rules and regulations in the design,
implementation and completion of the Project.
4.2 Subject to and without prejudice to the provisions of Article

1723 of the New Civil Code, the CONTRACTOR warrants and
guarantees the quality of the materials supplied for the Project, its
workmanship and the technical soundness of all Civil, Architectural,
Sanitary/Plumbing and Electrical works thereof for a period of ten (10)
years, counted from the date of acceptance of the completed Project
by the OWNER. Should there be defects on the completed and
accepted works within the warranty period, the CONTRACTOR, upon
written notice of the OWNER, expressly agrees to undertake and
perform, for his own account and without need of reimbursement from
the OWNER, any and all corrective and additional works for purposes
of complying with its warranties.
4.3 The CONTRACTOR shall use only such item or class of
materials in accordance with the specifications and contract documents
with the specified products trade name, the manufacture’s name, or by
catalogue references chosen by the OWNER. Materials supplied shall
be subject to inspection and test as the OWNER may direct within five
(5) days from delivery. The CONTRACTOR shall make no substitution
of materials, articles, equipment or processes required unless prior
written approval is first obtained from the OWNER. Expenses for
testing, if any, of materials and samples shall be for sole account of
the CONTRACTOR.
Section 5. Terms and Mode of Payment
5.1 The Contract Price shall be paid by the OWNER in favor of

the CONTRACTOR in accordance with the following payment schedule:
MANNER OF PAYMENT
DATE AMOUNT MANNER OF

PAYMENT
March 15, 2019 P 1,250,000.00 Deposit thru Bank
April 15, 2019 P 2,500,000.00 Deposit thru Bank
May 15, 2019 P 2,500,000.00 Deposit thru Bank
June 15, 2019 P 2,500,000.00 Deposit thru Bank
August 15, 2019 P 2,500,000.00 Deposit thru Bank
September 15, 2019 P 2,500,000.00 Deposit thru Bank
October 15, 2019 P 2,500,000.00 Deposit thru Bank
November 15, 2019 P 2,500,000.00 Deposit thru Bank
December 15, 2019 P 2,500,000.00 Deposit thru Bank
January 15, 2020 P 2,500,000.00 Deposit thru Bank
February 15, 2020 P 1,250,000.00 Deposit thru Bank
5.2 Any or all payments in accordance with the foregoing

schedule of payment shall not be constructed as an admission by the
OWNER that the CONTRACTOR has satisfactorily performed or is
satisfactorily performing the Project in accordance with plans and
specifications or that such work is free from defects of any kind,
hidden or otherwise, or that the CONTRACTOR is not guilty from
violation, or that the CONTRACTOR is complying or has complied with
the provisions, terms and conditions of the agreement or any of its
obligations hereunder.
Section 6. Other Condition
6.1 The OWNER shall have the right to inspect the works and
activities covered by this Contract to so advise the CONTRACTOR and
specify the unsatisfactory portion or portions of the Project and to
determine if the same is being performed or completed in accordance
with the Plans and Specifications. If the Owner determines that the
works is not being satisfactorily performed or completed, it shall
inform the CONTRACTOR and the latter shall immediately proceed to
perform corrective measures and complete the work accordingly.
6.2 The OWNER reserves the right to order changes in the

nature of additions, deletions or modifications, without invalidating this
Contract, and agrees to make corresponding adjustments in the
contract price and time for completing the project, taking into account
difference between the amounts of works contemplated in the original
plans and specifications and the amount of work modifications. Any
change shall be authorized by a written change order signed by the
OWNER.
6.3 This Contract and all condition hereof shall be binding upon
the heirs, executors and administrators and/or the successors and
assigns of both contracting parties.
6.4 If any provision of this Contract is declared null and void by

the courts, the remaining provisions shall remain in full force and
effect.
6.5 When the extent of work, originally contemplated under this

contract is changed, the contemplated change and the difference in
value of the said changes shall be agreed to in writing by the OWNER
and the CONTRACTOR.
6.6 The CONTRACTOR shall not assign, transfer, pledge, and

sub-contract or make any other disposition of this contract or any part
thereof or any interest herein without the prior written approval of the
OWNER. Such consent and approval, if given, shall not in any way
relieve the CONTRACTOR from liability, obligation or responsibility
under the contract.
6.7 No employer-employee and principal-agent relationship shall

exist between the OWNER and the CONTRACTOR. Neither is there an
employer-employee relationship between the OWNER on one hand and
the employees and workers employed by the CONTACTOR in this
Project on the other. The CONTRACTOR shall indemnify and save
harmless the OWNER from and against all losses, and all claims,
demands, payments, suits, actions, recoveries and judgments of every
nature and description brought or recovered against it, by reason of
any damage or injury caused to its workers, laborers, employees or
other third parties and/or their properties in connection with or arising
out of the execution of the work in consequence of any negligence,
omission or carelessness. The CONTRACTOR shall likewise indemnify
and save harmless the OWNER from and against any and all losses and
claims, demands, payments, suits, actions, recoveries and judgment of
any of every nature and brought by the CONTRACTOR’s creditors,
material men, or other claimants, or their heirs, administrators and
assigns, by reason of non-payments of compensation or by reason of
injury or death of its laborers, employees, agents, representatives,
and other third persons, and/or by reason of non-payment of any
indebtedness or obligations contracted by it in connection with their
work.
6.8 Without waiving any and all of the warranties of the

CONTRACTOR and without prejudice to the right of the OWNER, the
OWNER agrees to pay the fees and dues for the issuance of the
Project’s building permit, soil testing permit, and occupancy permit.
Costs and expenses for the issuance of the Performance Bond,
Contractor’s all-risk insurance policy and the Guarantee Bond shall be
for the exclusive account of the CONTRACTOR.
6.9 Any controversy or claim arising out of or relating to this

Contract or any breach thereof shall be referred for arbitration in
accordance with the Construction Industry Arbitration Law.
6.10 The parties hereby agree that the venue of any judicial
action shall be exclusively in the proper courts of Antipolo City, Rizal,
Philippines, both parties expressly waiving any other applicable
venues.
6.11 No delay in exercising or omitting to exercise any right,

power or remedy accruing to the OWNER under this contract upon
violation of any condition shall be construed to be the waiver thereof,
or any acquiescence of such violation, nor shall the action of the
OWNER in respect of any default or violation of such condition or its
acquiescence in such default or violation affect or impair any right,
power of remedy of the OWNER in respect of any other subsequent
default or violation.
Section 7. Third Party Liability
7.1 The CONTRACTOR holds the OWNER free and harmless from
any liability arising from claims of the employees, workers or other
parties for wages, SSS premiums, Medicare, living allowances, 13 th
month, bonuses and other social and labor obligations, compensation
for the injury or death of laborers and employees of the CONTRACTOR
or for damages caused upon third parties, including the personnel,
relatives or guests of the OWNERS, arising from crime, tort or
negligence of the CONTRACTOR and/or its employees or
representatives or on the occasion of the performance buy the
CONTRACTOR of its obligations, and any and all of which shall be for
the account of the CONTRACTOR.
7.2 The Contractor further holds the OWNER free and harmless
from any liability arising from claims of whatever nature by the
CONTRACTOR.
7.3 Neither shall the OWNER be held liable for any lien that may
be enforced or asserted by any third party arising from supply of
materials, labor or services rendered for the Project, liability for which
shall be assumed solely and exclusively by the CONTRACTOR.
7.4 At all times during the period of this Contract, the

CONTRACTOR shall guarantee and ensure the safety and protection of
all persons and third parties within the site of the Project and its
immediate environs and thus, shall secure, for its own and exclusive
and account, an all-risk construction insurance policy for the said
purpose. Said policy shall be in addition to the performance bond
which the CONTRACTOR shall secure in favor of the OWNER.
Section 8. Change, Additions and Alterations
8.1 Should the OWNER upon written order, requires deviation

from the Specifications or require that any work described in the
Specifications be added or omitted, the CONTRACTOR shall carry out
such requirements of the OWNER and perform the additional work in a
manner and workmanship satisfactory to the OWNER within the time
prescribed. The OWNER, after due consultation with the works, if not
in the original specifications, in accordance with all the unit price
agreed upon. The value or amount so ascertained by the OWNER and
the CONTRACTOR shall be deducted or added, whichever the case may
be, from the Contract price, and shall be executed under the
conditions thereof.
8.2 Should the CONTRACTOR be required to perform work over

and above what is required by the Contract, extra payments shall be
based on the cost of the materials and labor plus five percent (5%)
mark up for materials, and five percent (5%) mark up for labor
corresponding to the profit, taxes, and miscellaneous cost. Prices of
the materials shall be based on the prevailing market prices at the
time work order is made by the OWNER.
8.3 Should the CONTRACTOR be ordered to omit or delete work

required by the contract, the CONTRACTOR shall credit the OWNER
based on the value of the work as specified in the annexed Bill of
Materials.
Section 9. Safeguards
The CONTRACTOR shall provide safeguards and other facilities

for the protection of the OWNER, its personnel and guests, and the
general public. The CONTRACTOR shall be responsible for, and shall
hold the OWNER free and harmless from and against all losses,
expenses, judgments, court cost, attorney’s fees, demands, payments,
suits-actions, recoveries, decrees, executions, and claims of every
nature and description and/or recovered against the CONTRACTOR or
the OWNER, by reasons of acts attributable to the CONTRACTOR or
any of its employees, builders, agents, servants, laborers, or under its
employment and/or control or supervision. The Contractor shall
provide safety facilities for access and inspection by the OWNER
and/or its representative.
IN WITNESS THEREOF, the parties have set their hands on the date
and place first above written.
KEN CHAN COCO MARTIN

[OWNER] [CONTRACTOR]
WITNESSES:
MAJA SALVADOR RITA DANIELLA
ACKNOWLEDGEMENT

personally appeared Ken Chan with Community Tax Certificate No. 1-
001234 issued on August 1, 2017 at Cainta, Rizal, and Coco Martin
with Community Tax Certificate No. 1-5467800 issued on September
11, 2009 at Cainta, Rizal, both known to me and to me known to be
the same persons who executed the foregoing instrument which they
acknowledged to me to be their free and voluntary act and deed,
consisting of only six (6) page/s, including this page in which this
Acknowledgement is written, duly signed by them and their
Rizal, Philippines.
NOTARY PUBLIC
Doc. No. 2;
Page No. 4;
Book No. 1;
Series of 2019;
BUILDING CONSTRUCTION CONTRACT

AGREEMENT


-and-
WITNESSETH THAT:
Section 1. DESCRIPTION OF WORK
CONTRACTOR shall perform the following described work, in

accordance with the contract plans and specifications of the
CONSTRUCTION CONTRACT of a commercial building located at Valley
View Avenue, Valley View Executive Village Phase 1, Cainta, Rizal, and
which construction involves all the Civil, Architectural, Sanitary and
Electric Works thereof, hereafter referred to as the “Project”;
Section 2. CONTRACT PRICE
a. OWNER agrees to pay contractor, for the work describes, the

total price of One Hundred Twenty Million Pesos (P 120,000,000).
b. Payment of this amount is subject to additions or deductions
in accordance with the provisions of this contract and of other
documents to which this contract is subject.
c. Payment on the total contract price is to be made in

installments as follows:

PAYMENT
Section 3. PROGRESS PAYMENTS
a. OWNER shall make progress payments on account of the

contract price to CONTRACTOR, on the basis of applications for
payment submitted to Engr. Padilla (ENGINEER) by CONTRACTOR as
the work progresses, and on the engineer’s certificate for the same in
accordance with the CONSTRUCTION CONTRACT.
b. Progress payments may be withheld if:
(1) Work is found defective and not remedied;
(2) CONTRACTOR does not make prompt and proper

payments to SUBCONTRACTORS;

payments for labor, materials, or equipment furnished him or her;
(4) Another CONTRACTOR is damaged by an act for which

CONTRACTOR is responsible;
(5) Claims or liens are filed on the job; or
(6) In the opinion of ENGINEER, CONTRACTOR’S work is

not progressing satisfactorily.
Section 4. FINAL PAYMENT
a. OWNER shall make final payment to CONTRACTOR within 15

days after the work is completed, if the contract is at that time fully
performed, and subject to the condition that final payment shall not be
due until CONTRACTOR that final payment shall not be due until
CONTRACTOR has delivered to OWNER a complete release of all liens
arising out of the contract, or receipts in full covering all labor,
materials, and equipment for which a lien could be filed, or in the
alternative a bond satisfactory to owner indemnifying him or her
against any and such liens.
b. OWNER, by making payment, waives all claims except those

arising out of:
(1) Faulty work appearing after substantial; completion

has been granted;
(2) Work that does not comply with the contract

documents;
(3) Outstanding claims of liens; or
(4) Failure of CONTRACTOR to comply with any special

guarantees required by the contract documents.
c. CONTRACTOR, by accepting final payment, waives all claims

except those that he/she has previously made in writing, and which
remain unsettled at the time of acceptance.
Section 5. STARTING AND COMPLETION DATESs
Construction under this contract shall begin on March 15,2019

and be completed by February 29, 2020.
Section 6. CONTRACT DOCUMENTS
a. The contract documents on which the agreement among

OWNER, ENGINEER, and CONTRACTOR is based on that which contain
the plans and specifications in accordance with which the work is to be
done, and the method of payment of the contract price are as follows:
1. This agreement, with supplementary agreements and

conditions attached to this agreement;
2. The plans and specifications, with addenda attached to

such plans and specifications, issued before execution of this
agreement, and any amendments made after the effective date of this
agreement;
3. Written interpretations of the contract documents and

directives to be made from time to time by the ENGINEER; and
4. Work change orders issued, or to be issued.
b. The contract documents together with the contract for the

work for the work described in this agreement. The parties intend that
the documents include provisions for all labor, materials, equipment,
supplies, and other items necessary for the execution and completion
of work, and all terms and conditions of payment. The documents also
include all works and procedures not expressly indicated in such
documents necessary for proper execution of the above-described
project.
c. The contract documents are to be separately executed in

triplicate by OWNER and CONTRACTOR. CONTRACTOR, by executing
the documents admits that he/she has inspected and is familiar with
the work site and the local conditions under which the work is to be
performed. If by inadvertence any of the contract documents are not
signed, engineer shall identify them.
Section 7. DESIGNATION OF [ARCHITECT/ENGINEER]; DUTIES

AND AUTHORITY
a. The ENGINEER for above-described project is ROBIN PADILLA,

having an office at 16 Bonifacio Avenue, Cainta, Rizal.
b. The duties and authority of the ENGINEER are as follows:
1. General Administration of Contract. The primary

function of the ENGINEER is to provide the general administration of
the contract. In performing these duties, he is owner’s representative
during the entire period of construction.
2. Inspections, Opinions, and Progress Reports. The

engineer shall keep familiar with the progress and quality of the work
by making periodic visits to the work site. He will make general
determinations as to whether the work is proceeding in accordance
with the contract. He will keep the owner informed of such progress,
and will use his best efforts to protect the owner from defects and
deficiencies in the work. He will not be responsible for the means of
construction, or for the sequences, methods, and procedures used in
such construction, or for contractor’s failure to perform the work in
accordance with the contract documents.
3. Access to Work Site for Inspections. Engineer shall be

given free access to the work at all times during its preparation and
progress. However, he is not required to make exhaustive or
continuous on-site inspections to perform his duties of checking and
reporting on work progress.
4. Interpretation of Contract Documents; Decision on

Disputes. ENGINEER will be the initial interpreter of the contract
document requirements, and make primary decisions on claims and
disputes between contractor and owner.
5. Rejection and Stoppage of Work. ENGINEER shall have

authority to reject work that in his opinion does not conform to the
contract documents, and this connection, to stop the work or a portion
of such work, when necessary.
6. Payment Certificates. ENGINEER will determine the

amounts owing to CONTRACTOR as the work progresses, based on
CONTRACTOR’S and his inspections and observations, and will issue
certificates for progress payments and final payment in accordance
with the terms of the contract documents.
Section 8. RESPONSIBILITIES OF OWNER
a. OWNER shall give all instructions to CONTRACTOR through

ENGINEER, shall furnish all necessary surveys for the work, and shall
secure and pay for easements for permanent structures or permanent
changes in existing structures or facilities on the work site, or which
are necessary for its proper completion.
b. OWNER reserves the right to let other contracts in connection

with the project. CONTRACTOR shall cooperate with all other
contractors to the effect that their work shall not be impeded by
his/her construction, and shall give such other contractors access to
the work site necessary to perform their contracts.
Section 9. RESPONSIBILITIES OF CONTRACTOR
CONTRACTOR’S duties and rights in connection with the above-

described project are as follows:
a. Responsibility for and Supervision of Construction. Contractor

shall be solely responsible for all construction under this contract,
including the techniques, sequences, procedures, and means, and for
coordination of all works. CONTRACTOR shall supervise and direct the
work to the best of his ability, and give it all attention necessary for
such proper supervision and direction.
b. Discipline and Employment. CONTRACTOR shall maintain at all

times strict discipline among his employees, and contractor agrees not
to employ for work on the project any person unfit or without sufficient
skill to perform the job for which he/she was employed.
c. Furnishing of Labor, Materials, etc. CONTRACTOR shall provide

and pay for all labor, materials, and equipment, including tools,
construction equipment, and machinery, utilities, including water,
transportation and all other facilities and services necessary for the
proper completion of work on the project in accordance with the
contract documents.
d. Payment of Tax: Procurement of Licenses and Permits.

CONTRACTOR shall pay all taxes required by law in connection with
work on the project in accordance with this agreement including sales,
use, and similar taxes, and shall secure all licenses and permits
necessary for proper completion of work, paying the fees for such
licenses and permits.
e. Compliance with Construction Laws and Regulations.

CONTRACTOR shall comply with all laws and ordinances, and the rules,
regulations, or orders of all public authorities relating to the
performance of the work under and pursuant to this agreement. If any
of the contract documents are at variance with any such laws,
ordinances, rules, regulations, or orders, he shall notify ENGINEER
promptly on discovery of such variance.
f. Responsibility for Negligence of Employees and

Subcontractors. CONTRACTOR assumes full responsibility for acts,
negligence, or omissions of all his employees on the project, for those
of his subcontractors and their employees, and for those of all other
persons doing work under a contract with him/her.
g. Warranty of Fitness of Equipment and Materials.

CONTRACTOR represents and warrants to OWNER and to ENGINEER
that all equipment and materials used in the work, and made a part of
the structures on such work, or placed permanently in connection with
such work will be new, unless otherwise specified in the contract
documents, of good quality, free of defects, and in conformity with the
contract documents. It is agreed between the parties to this
agreement that all equipment and materials not so in conformity will
be considered defective.
h. Furnishing of Samples and Shop Drawings. CONTRACTOR

agrees to furnish at ENGINEER’s direction all samples and shop
drawings for his/her consideration and approval as to conformance
with the specifications of the contract documents and his/her concepts
of design called for in such specifications.
i. Clean-up. CONTRACTOR agrees to keep the work premises and

adjoining ways free of waste material and rubbish caused by his work
or that of his subcontractors. CONTRACTOR further agrees to remove
all such waste material and rubbish on termination of the project,
together with all his or her tools, equipment, machinery, and surplus
materials. CONTRACTOR agrees, on terminating his or her work at the
site, to conduct general clean-up operations, including the cleaning of
all glass surfaces, paved streets and walks, steps, and interior floors
and walls.
j. Indemnity and Hold Harmless Agreement.
1. CONTRACTOR agrees to indemnify and hold harmless

OWNER and ENGINEER, and their agents and employees, from and
against any all claims, damages, losses, and expenses, including
reasonable attorney’s fees in case it shall be necessary to file in action,
arising out of performance of the work in his contract, that is: (a) for
bodily injury, illness, or death, or for property damage, including loss
of use, and (b) caused in whole or in part by CONTRACTOR’S
negligence act or omission, or that of a SUBCONTRACTOR, or that of
anyone employed by them or for whose acts CONTRACTOR or
SUBCONTRACTOR may be liable.
2. This agreement to indemnify and hold harmless is not

applicable to liability of ENGINEER, or that his agents or employees,
arising out of preparation or approval of reports, opinions, surveys,
maps, drawings, designs, or specifications, or out of their giving or
failure to give instructions, which giving or failure to give is the
primary cause of the injury or damage.
k. Payment of Royalties and License Fees; Hold Harmless
Agreement. CONTRACTOR agrees to pay all royalties and license fees
necessary for the work, and to defend any and all actions and settle all
claims for infringement of copyright or patent rights, and to save
OWNER harmless in connection with any such actions and claims.
l. Safety Precautions and Programs. CONTRACTOR has the duty

of providing for and overseeing all safety orders, precautions, and
programs necessary to the reasonable safety of the work. In this
connection, CONTRACTOR shall take reasonable precautions for the
safety of all employees and other persons whom the work might
affect, all works and materials incorporated in the project, and all
properties and improvements on the construction site and adjacent to
the construction site, complying with all applicable laws, ordinances,
rules, regulations, and orders.
Section 10. TIME IS OF THE ESSENCE; EXTENSION OF TIME
a. All times stated in this agreement or in the contract

documents are of the essence.
b. The times stated in this agreement or in the contract

documents may be extended by a change from ENGINEER for such
reasonable time as he/she may determine, when his/her opinion
CONTRACTOR is delayed in work progress by change order, labor
disputes, fire, prolonged transportation delays, injuries, or other
causes beyond CONTRACTOR’S control or which justify the delay.
Section 11. SUBCONTRACTORS
a. CONTRACTOR agrees to furnish ENGINEER, prior to the

execution of this agreement, with a list of names of
SUBCONTRACTORS to whom he proposes to award the principal
portions of the work to be subcontracted by him/her.
b. A SUBCONTRACTOR, for the purposes of this agreement, shall

be a person with whom CONTRACTOR has a direct contract for work at
the project site.
c. CONTRACTOR agrees not to employ a SUBCONTRACTOR to

whose employment ENGINEER or OWNER reasonably objects, nor shall
CONTRACTOR be required to hire a SUBCONTRACTOR to whose
employment he/she reasonably objects.
d. All contracts between CONTRACTOR and SUBCONTRACTORS

shall conform to the provisions of the contract documents, and shall
incorporate in them the relevant provisions of this agreement.
Section 12. INSURANCE
a. Contractor’s Liability Insurance. CONTRACTOR agrees to keep

in force at his own expense during the entire period of construction on
the project such liability insurance as it will protect him/her from
claims, under workers’ compensation and other employees’ benefits
law, for bodily injury and death, and for property damage that may
arise out of work under this agreement, whether directly or indirectly
by CONTRACTOR, or directly or indirectly by SUBCONTRACTOR. The
minimum liability limits of such insurance shall not be less than the
limits specified in the contract documents or by law for that type of
damage claim. Such insurance shall include contractual liability
insurance applicable to CONTRACTOR’S obligations under this
agreement. Proof of such insurance shall be filed by CONTRACTOR
with OWNER within a reasonable time after execution of this
agreement.
b. Owner’s Liability Insurance. OWNWER agrees to maintain in

force his own liability insurance during the construction on this project,
and reserves the right to purchase such additional insurance as in his
opinion is necessary to protect him/her against claims arising out of
the CONTRACTOR’S operation, without diminishing CONTRACTOR’S
obligation to carry the insurance specified in this agreement.
c. Property Damage Insurance on Work Sites. OWNER agrees to

maintain at his expense during construction of the project property
damage insurance of the work at the site to its full insurable value,
including interests of OWNER, CONTRACTOR and SUBCONTRACTORS,
against fire, vandalism, and other perils ordinarily included in extended
coverage. Losses under such insurance will be adjusted with and made
payable to OWNER as trustee for the parties insured as their interests
appear. OWNER shall file a copy of all such policies with CONTRACTOR
within a reasonable time after construction begins under and pursuant
to this agreement.
d. Waiver of Work site Property Damage Claims to Extent of

Insurance Coverage. OWNER and CONTRACTOR waive all claims
against each other for fire damage or damages from other perils
covered by insurance provided in paragraph C of this section.
CONTRACTOR agrees to obtain waiver of such claims by all
SUBCONTRACTORS.
Section 13. CORRECTING WORK
When it appears to CONTRACTOR during the course of

construction that any work does not conform to the provisions of the
contract documents, CONTRACTOR shall make necessary corrections
so that such work will so conform, and in addition will correct any
defects cause by faulty materials, equipment, or quality of
performance in work supervised by him or by SUBCONTRACTOR,
appearing within 10 months from the date of issuance of a certificate
of substantial completion, or within such longer period as may be
prescribed by law or as may be provided for by applicable special
guaranties in the contract documents.
Section 14. WORK CHANGES
a. OWNER reserves the right to order work changes in the nature

of additions, deletions, or modification, without invalidating this
agreement, and agrees to make corresponding adjustment in the
contract price and time for completion.
b. All changes will be authorized by a written change order

signed by OWNER or by ENGINEER as OWNER’S agent. The change
order will include conforming changes in the agreement contract and
completion time.
c. Work shall be changed, and the contract price and completion

time shall be modified only as set out in the change order.
d. Any adjustment in the contract price resulting in a credit or a

charge to OWNER shall be determined by mutual agreement of the
parties, or by arbitration, before starting the work involved in the
change.
Section 15. TERMINATION
a. Contractor’s Termination. CONTRACTOR may, on 15 days

written notice to OWNER and ENGINEER, terminate this agreement
before the completion date specified in this agreement when for a
period of 15 days after a progress payment is due, through no fault of
CONTRACTOR, ENGINEER fails to issue a certificate of payment for the
same, or OWNER fails to make a payment. On such termination,
CONTRACTOR may recover from OWNER payments for all works
completed and for loss sustained by CONTRACTOR for materials,
equipment, tolls, or machinery to the extent of actual loss plus loss of
reasonable profit, provided he can prove such loss and damages.
b. Owner’s Termination. OWNER may, on 15 days notice to

CONTRACTOR, terminate this agreement before the completion date
specified in this agreement, and without prejudice to any other remedy
he/she may have, when CONTRACTOR defaults in performance of any
provision in this agreement, or fails to carry out of the construction in
accordance with the provision of the contract documents. On such
termination, OWNER may take possessions of the work site and all
material, equipment, tools and machinery on the work site, and finish
the work in whatever way he deems expedient. If the unpaid balance
on the contract price at the time of such termination exceeds the
expense of finishing the work, OWNER will pay such excess to
CONTRACTOR. If the expense of finishing the works exceeds the
unpaid balance at the time of termination, CONTRACTOR agrees to pay
the difference to OWNER.
c. On any such default by CONTRACTOR, OWNER may elect not

o terminate this agreement, and in such event he may make good the
deficiency of which the default consists, and deduct the costs from the
progress payment then or to become due to CONTRACTOR.
Section 16. ATTORNEY’S FEES
If any action is filed in relation to this agreement, the

unsuccessful party in the action shall pay to the successful party,
attorney’s fees in the sum of One Million Pesos (P1,000,000) in
addition to whatever amount of damages the successful party may
have against the unsuccessful.
Section 17. ASSIGNMENT OF RIGHTS
The rights of each party under this agreement are personal to

that party and may not be assigned or transferred to any other
person, firm, corporation, or other entity without the prior, express
and written consent of the other party.
IN WITNESS THEREOF, the parties have set their hands on the

date and place first above written.

WITNESSES:
ACKNOWLEDGEMENT

consisting of only nine (9) page/s, including this page in which this
Rizal, Philippines.
NOTARY PUBLIC
Doc. No. 2;
Page No. 4;
Book No. 1;
Series of 2019;
CONSTRUCTION CONTRACT – SHORT FORM

CONTRACT


-and-
WITNESSETH THAT:
1. Scope of Work. The CONTRACTOR shall perform everything

required to be performed and shall provide and furnish all the labor,
materials, necessary tools, indispensable equipment, and all utility and
transportation services required to perform and complete in a
workman-like manner all the works required for the Complete Work in
connection with the construction of a residential building located at 11
Dalanghita Drive, Valley View Executive Village Phase 1, Cainta, Rizal,
all in strict accordance with the Drawings and Specifications, including
any and all addenda in the form of bulletins, prepared by Architect
Dennis Padilla, acting as, and in these contract documents referred to
as, the Architect, which Drawings and Specifications with
CONTRACTOR’S proposal and the other contract documents herein
mentioned which are a part of this contract; and the CONTRACTOR
shall do everything required by this contract and the other documents
constituting in a part thereof.
2. The Contract Price. The OWNER shall pay to the CONTRACTOR

for the performance of this contract, subject to any additions or
deductions provided therein, the sum of TWELVE MILLION PESOS (Php
12,000,000). Payments are to be made to the CONTRACTOR in
accordance with and subject to the provisions embodied in the
documents made part of this contract.
3. Time of Completion. The work to be performed under this

contract shall be commenced on or before March 15, 2019 and shall be
diligently prosecuted and substantially completed and ready for
occupancy within 300 calendar days thereafter.
4. Payments. The OWNER shall make payments on account of

the Contract as provided therein, according to the following schedule
of payment:

PAYMENT
5. Component Parts of this Contract. This contract consists of the

following component parts, all of which are as fully a part of this
contract as if herein set out verbatim or, if not attached, as if hereto
attached.
(a) The Advertisement for Bids
(b) Instruction to Bidders
(c) General Conditions of the Contract


WITNESSES:
ACKNOWLEDGEMENT

consisting of only two (2) page/s, including this page in which this
Rizal, Philippines.
NOTARY PUBLIC
Doc. No. 2;
Page No. 4;
Book No. 1;
Series of 2019;
SUBCONTRACT AGREEMENT

AGREEMENT
This Contract made and executed this 15 th day of March, 2019 at

COCO MARTIN, of legal age, single, Filipino and residing at

33 Felix Avenue, Cainta, Rizal, hereafter called “CONTRACTOR”;
-and-
DINGDONG DANTES, of legal age, married, Filipino and

residing at 123 Lychias Bend, Valley View Executive Village Phase 1,
Cainta, Rizal hereinafter called SUBCONTRACTOR.
WITNESSETH THAT:
1. CONTRACTOR has entered into a contract dated March 15 ,

2019 with KEN CHAN for the construction of a residential building
to as the “Project”.
2. The CONTRACTOR has engaged the services of the

subcontractor who has agreed with the CONTRACTOR to supply labor
in the following:
[describe or list work and material to be furnished by subcontractor]
3. The SUBCONTRACTOR shall furnish supervision, materials,

supplies and equipment, except as otherwise provided in this
agreement, and perform al labor required for the completion of the
above-described work in accordance with all the specifications, plans,
and details referred to in the original contract between the
CONTRACTOR and the owner, copy of which is attached hereto and
made an integral part hereof as Annex “A”, to the satisfaction of the
owner and CONTRACTOR.
4. After receipt by the SUBCONTRACTOR of Notice to proceed

from the CONTRACTOR, the SUBCONTRACTOR shall immediately
commence the work employing sufficient workers, crews, and
providing all the required tools and equipment so as not to delay the
actual progress of work by the CONTRACTOR. In any event, the
SUBCONTRACTOR shall complete the several portions and whole of the
work at such time as will enable the CONTRACTOR to fully comply with
the terms of the original contract.
5. For the faithful performance of this contract, the

SUBCONTRACTOR shall receive from the CONTRACTOR his full
compensation according to the following schedule:

PAYMENT
The SUBCONTRACTOR shall pay the CONTRACTOR actual

damages or costs incurred by reason of SUBCONTRACTOR’S failure to
prosecute the work diligently, including any liquidated damages
provided in the original contract.
unsuccessful party in the action shall pay the successful party, in
addition to all sums that either party may be called on to pay, the
amount of Five Hundered Thousand Pesos (P500,000.00) for
successful party’s attorney’s fees. The venue of the action in case of
litigation shall be at the proper court within the City of Antipolo, Rizal,
Philippines.
COCO MARTIN DINGDONG DANTES
(CONTRACTOR] [SUBCONTRACTOR]
ACKNOWLEDGEMENT

personally appeared DingDong Dantes with Community Tax Certificate
No. 1-001234 issued on August 1, 2017 at Cainta, Rizal, and Coco
Martin with Community Tax Certificate No. 1-5467800 issued on
September 11, 2009 at Cainta, Rizal, both known to me and to me
Rizal, Philippines.
NOTARY PUBLIC
Doc. No. 2;
Page No. 4;
Book No. 1;
Series of 2019;
MISCELLANEOUS FORMS OF OPTIONAL BUILDING CONTRACT

PROVISIONS
BUILDING CONSTRUCTION CONTRACT – WITH PUBLIC

PROTECTION PROVISO

AGREEMENT


-and-
WITNESSETH THAT:
Section 1. DESCRIPTION OF WORK
CONTRACTOR shall perform the following described work, in

accordance with the contract plans and specifications of the
CONSTRUCTION CONTRACT of a commercial building located at Valley
View Avenue, Valley View Executive Village Phase 1, Cainta, Rizal, and
which construction involves all the Civil, Architectural, Sanitary and
Electric Works thereof, hereafter referred to as the “Project”;
Section 2. CONTRACT PRICE
a. OWNER agrees to pay contractor, for the work describes, the

total price of One Hundred Twenty Million Pesos (P 120,000,000).
b. Payment of this amount is subject to additions or deductions

in accordance with the provisions of this contract and of other
documents to which this contract is subject.
c. Payment on the total contract price is to be made in

installments as follows:

PAYMENT
Section 3. PROGRESS PAYMENTS
a. OWNER shall make progress payments on account of the

contract price to CONTRACTOR, on the basis of applications for
payment submitted to Engr. Padilla (ENGINEER) by CONTRACTOR as
the work progresses, and on the engineer’s certificate for the same in
accordance with the CONSTRUCTION CONTRACT.
b. Progress payments may be withheld if:
(1) Work is found defective and not remedied;

payments to SUBCONTRACTORS;
payments for labor, materials, or equipment furnished him or her;
(4) Another CONTRACTOR is damaged by an act for which

CONTRACTOR is responsible;
(5) Claims or liens are filed on the job; or
(6) In the opinion of ENGINEER, CONTRACTOR’S work is

not progressing satisfactorily.
Section 4. FINAL PAYMENT
a. OWNER shall make final payment to CONTRACTOR within 15

days after the work is completed, if the contract is at that time fully
performed, and subject to the condition that final payment shall not be
due until CONTRACTOR that final payment shall not be due until
CONTRACTOR has delivered to OWNER a complete release of all liens
arising out of the contract, or receipts in full covering all labor,
materials, and equipment for which a lien could be filed, or in the
alternative a bond satisfactory to owner indemnifying him or her
against any and such liens.
b. OWNER, by making payment, waives all claims except those

arising out of:
(1) Faulty work appearing after substantial; completion

has been granted;
(2) Work that does not comply with the contract

documents;
(3) Outstanding claims of liens; or

(4) Failure of CONTRACTOR to comply with any special
guarantees required by the contract documents.
c. CONTRACTOR, by accepting final payment, waives all claims

except those that he/she has previously made in writing, and which
remain unsettled at the time of acceptance.
Section 5. STARTING AND COMPLETION DATESs
Construction under this contract shall begin on March 15,2019

and be completed by February 29, 2020.
Section 6. CONTRACT DOCUMENTS
a. The contract documents on which the agreement among

OWNER, ENGINEER, and CONTRACTOR is based on that which contain
the plans and specifications in accordance with which the work is to be
done, and the method of payment of the contract price are as follows:
1. This agreement, with supplementary agreements and

conditions attached to this agreement;
2. The plans and specifications, with addenda attached to
such plans and specifications, issued before execution of this
agreement, and any amendments made after the effective date of this
agreement;
3. Written interpretations of the contract documents and

directives to be made from time to time by the ENGINEER; and
4. Work change orders issued, or to be issued.
b. The contract documents together with the contract for the

work for the work described in this agreement. The parties intend that
the documents include provisions for all labor, materials, equipment,
supplies, and other items necessary for the execution and completion
of work, and all terms and conditions of payment. The documents also
include all works and procedures not expressly indicated in such
documents necessary for proper execution of the above-described
project.
c. The contract documents are to be separately executed in

triplicate by OWNER and CONTRACTOR. CONTRACTOR, by executing
the documents admits that he/she has inspected and is familiar with
the work site and the local conditions under which the work is to be
performed. If by inadvertence any of the contract documents are not
signed, engineer shall identify them.
Section 7. DESIGNATION OF [ARCHITECT/ENGINEER]; DUTIES

AND AUTHORITY
a. The ENGINEER for above-described project is ROBIN PADILLA,

having an office at 16 Bonifacio Avenue, Cainta, Rizal.
b. The duties and authority of the ENGINEER are as follows:
1. General Administration of Contract. The primary

function of the ENGINEER is to provide the general administration of
the contract. In performing these duties, he is owner’s representative
during the entire period of construction.
2. Inspections, Opinions, and Progress Reports. The

engineer shall keep familiar with the progress and quality of the work
by making periodic visits to the work site. He will make general
determinations as to whether the work is proceeding in accordance
with the contract. He will keep the owner informed of such progress,
and will use his best efforts to protect the owner from defects and
deficiencies in the work. He will not be responsible for the means of
construction, or for the sequences, methods, and procedures used in
such construction, or for contractor’s failure to perform the work in
accordance with the contract documents.
3. Access to Work Site for Inspections. Engineer shall be

given free access to the work at all times during its preparation and
progress. However, he is not required to make exhaustive or
continuous on-site inspections to perform his duties of checking and
reporting on work progress.
4. Interpretation of Contract Documents; Decision on

Disputes. ENGINEER will be the initial interpreter of the contract
document requirements, and make primary decisions on claims and
disputes between contractor and owner.
5. Rejection and Stoppage of Work. ENGINEER shall have

authority to reject work that in his opinion does not conform to the
contract documents, and this connection, to stop the work or a portion
of such work, when necessary.
6. Payment Certificates. ENGINEER will determine the

amounts owing to CONTRACTOR as the work progresses, based on
CONTRACTOR’S and his inspections and observations, and will issue
certificates for progress payments and final payment in accordance
with the terms of the contract documents.
Section 8. RESPONSIBILITIES OF OWNER
a. OWNER shall give all instructions to CONTRACTOR through

ENGINEER, shall furnish all necessary surveys for the work, and shall
secure and pay for easements for permanent structures or permanent
changes in existing structures or facilities on the work site, or which
are necessary for its proper completion.
b. OWNER reserves the right to let other contracts in connection

with the project. CONTRACTOR shall cooperate with all other
contractors to the effect that their work shall not be impeded by
his/her construction, and shall give such other contractors access to
the work site necessary to perform their contracts.
Section 9. RESPONSIBILITIES OF CONTRACTOR
CONTRACTOR’S duties and rights in connection with the above-

described project are as follows:
a. Responsibility for and Supervision of Construction. Contractor

shall be solely responsible for all construction under this contract,
including the techniques, sequences, procedures, and means, and for
coordination of all works. CONTRACTOR shall supervise and direct the
work to the best of his ability, and give it all attention necessary for
such proper supervision and direction.
b. Discipline and Employment. CONTRACTOR shall maintain at all

times strict discipline among his employees, and contractor agrees not
to employ for work on the project any person unfit or without sufficient
skill to perform the job for which he/she was employed.
c. Furnishing of Labor, Materials, etc. CONTRACTOR shall provide

and pay for all labor, materials, and equipment, including tools,
construction equipment, and machinery, utilities, including water,
transportation and all other facilities and services necessary for the
proper completion of work on the project in accordance with the
contract documents.
d. Payment of Tax: Procurement of Licenses and Permits.
CONTRACTOR shall pay all taxes required by law in connection with
work on the project in accordance with this agreement including sales,
use, and similar taxes, and shall secure all licenses and permits
necessary for proper completion of work, paying the fees for such
licenses and permits.
e. Compliance with Construction Laws and Regulations.

CONTRACTOR shall comply with all laws and ordinances, and the rules,
regulations, or orders of all public authorities relating to the
performance of the work under and pursuant to this agreement. If any
of the contract documents are at variance with any such laws,
ordinances, rules, regulations, or orders, he shall notify ENGINEER
promptly on discovery of such variance.
f. Responsibility for Negligence of Employees and

Subcontractors. CONTRACTOR assumes full responsibility for acts,
negligence, or omissions of all his employees on the project, for those
of his subcontractors and their employees, and for those of all other
persons doing work under a contract with him/her.
g. Warranty of Fitness of Equipment and Materials.

CONTRACTOR represents and warrants to OWNER and to ENGINEER
that all equipment and materials used in the work, and made a part of
the structures on such work, or placed permanently in connection with
such work will be new, unless otherwise specified in the contract
documents, of good quality, free of defects, and in conformity with the
contract documents. It is agreed between the parties to this
agreement that all equipment and materials not so in conformity will
be considered defective.
h. Furnishing of Samples and Shop Drawings. CONTRACTOR

agrees to furnish at ENGINEER’s direction all samples and shop
drawings for his/her consideration and approval as to conformance
with the specifications of the contract documents and his/her concepts
of design called for in such specifications.
i. Clean-up. CONTRACTOR agrees to keep the work premises and

adjoining ways free of waste material and rubbish caused by his work
or that of his subcontractors. CONTRACTOR further agrees to remove
all such waste material and rubbish on termination of the project,
together with all his or her tools, equipment, machinery, and surplus
materials. CONTRACTOR agrees, on terminating his or her work at the
site, to conduct general clean-up operations, including the cleaning of
all glass surfaces, paved streets and walks, steps, and interior floors
and walls.
j. Indemnity and Hold Harmless Agreement.
1. CONTRACTOR agrees to indemnify and hold harmless

OWNER and ENGINEER, and their agents and employees, from and
against any all claims, damages, losses, and expenses, including
reasonable attorney’s fees in case it shall be necessary to file in action,
arising out of performance of the work in his contract, that is: (a) for
bodily injury, illness, or death, or for property damage, including loss
of use, and (b) caused in whole or in part by CONTRACTOR’S
negligence act or omission, or that of a SUBCONTRACTOR, or that of
anyone employed by them or for whose acts CONTRACTOR or
SUBCONTRACTOR may be liable.
2. This agreement to indemnify and hold harmless is not

applicable to liability of ENGINEER, or that his agents or employees,
arising out of preparation or approval of reports, opinions, surveys,
maps, drawings, designs, or specifications, or out of their giving or
failure to give instructions, which giving or failure to give is the
primary cause of the injury or damage.
k. Payment of Royalties and License Fees; Hold Harmless

Agreement. CONTRACTOR agrees to pay all royalties and license fees
necessary for the work, and to defend any and all actions and settle all
claims for infringement of copyright or patent rights, and to save
OWNER harmless in connection with any such actions and claims.
l. Safety Precautions and Programs. CONTRACTOR has the duty

of providing for and overseeing all safety orders, precautions, and
programs necessary to the reasonable safety of the work. In this
connection, CONTRACTOR shall take reasonable precautions for the
safety of all employees and other persons whom the work might
affect, all works and materials incorporated in the project, and all
properties and improvements on the construction site and adjacent to
the construction site, complying with all applicable laws, ordinances,
rules, regulations, and orders.
Section 10. TIME IS OF THE ESSENCE; EXTENSION OF TIME
a. All times stated in this agreement or in the contract

documents are of the essence.
b. The times stated in this agreement or in the contract

documents may be extended by a change from ENGINEER for such
reasonable time as he/she may determine, when his/her opinion
CONTRACTOR is delayed in work progress by change order, labor
disputes, fire, prolonged transportation delays, injuries, or other
causes beyond CONTRACTOR’S control or which justify the delay.
Section 11. SUBCONTRACTORS
a. CONTRACTOR agrees to furnish ENGINEER, prior to the

execution of this agreement, with a list of names of
SUBCONTRACTORS to whom he proposes to award the principal
portions of the work to be subcontracted by him/her.
b. A SUBCONTRACTOR, for the purposes of this agreement, shall

be a person with whom CONTRACTOR has a direct contract for work at
the project site.
c. CONTRACTOR agrees not to employ a SUBCONTRACTOR to

whose employment ENGINEER or OWNER reasonably objects, nor shall
CONTRACTOR be required to hire a SUBCONTRACTOR to whose
employment he/she reasonably objects.
d. All contracts between CONTRACTOR and SUBCONTRACTORS

shall conform to the provisions of the contract documents, and shall
incorporate in them the relevant provisions of this agreement.
Section 12. INSURANCE
a. Contractor’s Liability Insurance. CONTRACTOR agrees to keep

in force at his own expense during the entire period of construction on
the project such liability insurance as it will protect him/her from
claims, under workers’ compensation and other employees’ benefits
law, for bodily injury and death, and for property damage that may
arise out of work under this agreement, whether directly or indirectly
by CONTRACTOR, or directly or indirectly by SUBCONTRACTOR. The
minimum liability limits of such insurance shall not be less than the
limits specified in the contract documents or by law for that type of
damage claim. Such insurance shall include contractual liability
insurance applicable to CONTRACTOR’S obligations under this
agreement. Proof of such insurance shall be filed by CONTRACTOR
with OWNER within a reasonable time after execution of this
agreement.
b. Owner’s Liability Insurance. OWNWER agrees to maintain in

force his own liability insurance during the construction on this project,
and reserves the right to purchase such additional insurance as in his
opinion is necessary to protect him/her against claims arising out of
the CONTRACTOR’S operation, without diminishing CONTRACTOR’S
obligation to carry the insurance specified in this agreement.
c. Property Damage Insurance on Work Sites. OWNER agrees to

maintain at his expense during construction of the project property
damage insurance of the work at the site to its full insurable value,
including interests of OWNER, CONTRACTOR and SUBCONTRACTORS,
against fire, vandalism, and other perils ordinarily included in extended
coverage. Losses under such insurance will be adjusted with and made
payable to OWNER as trustee for the parties insured as their interests
appear. OWNER shall file a copy of all such policies with CONTRACTOR
within a reasonable time after construction begins under and pursuant
to this agreement.
d. Waiver of Work site Property Damage Claims to Extent of

Insurance Coverage. OWNER and CONTRACTOR waive all claims
against each other for fire damage or damages from other perils
covered by insurance provided in paragraph C of this section.
CONTRACTOR agrees to obtain waiver of such claims by all
SUBCONTRACTORS.
Section 13. CORRECTING WORK
When it appears to CONTRACTOR during the course of

construction that any work does not conform to the provisions of the
contract documents, CONTRACTOR shall make necessary corrections
so that such work will so conform, and in addition will correct any
defects cause by faulty materials, equipment, or quality of
performance in work supervised by him or by SUBCONTRACTOR,
appearing within 10 months from the date of issuance of a certificate
of substantial completion, or within such longer period as may be
prescribed by law or as may be provided for by applicable special
guaranties in the contract documents.
Section 14. WORK CHANGES
a. OWNER reserves the right to order work changes in the nature

of additions, deletions, or modification, without invalidating this
agreement, and agrees to make corresponding adjustment in the
contract price and time for completion.
b. All changes will be authorized by a written change order

signed by OWNER or by ENGINEER as OWNER’S agent. The change
order will include conforming changes in the agreement contract and
completion time.
c. Work shall be changed, and the contract price and completion

time shall be modified only as set out in the change order.
d. Any adjustment in the contract price resulting in a credit or a

charge to OWNER shall be determined by mutual agreement of the
parties, or by arbitration, before starting the work involved in the
change.
Section 15. PUBLIC PROTECTION
The contractor shall provide, erect, and maintain proper

warning signals, signs, lights, barricades, fences on and along
the line of the work and shall take all other necessary
precautions for the protection of the work and safety of the
public.
Section 16. TERMINATION

a. Contractor’s Termination. CONTRACTOR may, on 15 days
written notice to OWNER and ENGINEER, terminate this agreement
before the completion date specified in this agreement when for a
period of 15 days after a progress payment is due, through no fault of
CONTRACTOR, ENGINEER fails to issue a certificate of payment for the
same, or OWNER fails to make a payment. On such termination,
CONTRACTOR may recover from OWNER payments for all works
completed and for loss sustained by CONTRACTOR for materials,
equipment, tolls, or machinery to the extent of actual loss plus loss of
reasonable profit, provided he can prove such loss and damages.
b. Owner’s Termination. OWNER may, on 15 days notice to

CONTRACTOR, terminate this agreement before the completion date
specified in this agreement, and without prejudice to any other remedy
he/she may have, when CONTRACTOR defaults in performance of any
provision in this agreement, or fails to carry out of the construction in
accordance with the provision of the contract documents. On such
termination, OWNER may take possessions of the work site and all
material, equipment, tools and machinery on the work site, and finish
the work in whatever way he deems expedient. If the unpaid balance
on the contract price at the time of such termination exceeds the
expense of finishing the work, OWNER will pay such excess to
CONTRACTOR. If the expense of finishing the works exceeds the
unpaid balance at the time of termination, CONTRACTOR agrees to pay
the difference to OWNER.
c. On any such default by CONTRACTOR, OWNER may elect not

o terminate this agreement, and in such event he may make good the
deficiency of which the default consists, and deduct the costs from the
progress payment then or to become due to CONTRACTOR.
Section 17. ATTORNEY’S FEES

unsuccessful party in the action shall pay to the successful party,
attorney’s fees in the sum of One Million Pesos (P1,000,000) in
addition to whatever amount of damages the successful party may
have against the unsuccessful.
Section 18. ASSIGNMENT OF RIGHTS
The rights of each party under this agreement are personal to

that party and may not be assigned or transferred to any other
person, firm, corporation, or other entity without the prior, express
and written consent of the other party.


WITNESSES:
ACKNOWLEDGEMENT

consisting of only nine (9) page/s, including this page in which this
Rizal, Philippines.
NOTARY PUBLIC
Doc. No. 2;
Page No. 4;
Book No. 1;
Series of 2019;
CONSTRUCTION CONTRACT WITH ARBITRATION PROVISO

CONTRACT


-and-
WITNESSETH THAT:





PESOS (P 25,000,000).

New Civil Code.

Price.

CONTRACTOR.
Section 4. Warranty


the CONTRACTOR.

MANNER OF PAYMENT

PAYMENT


OWNER.

effect.

and the CONTRACTOR.

under the contract.

work.


venues.

CONTRACTOR.


conditions thereof.


Materials.

Section 10. Arbitration

Should any dispute arise respecting the obligation of one
party to the other, the same shall be referred to two (2)
persons, one selected by the owner and the other by the
contractor, and in case they cannot agree, these two shall
name a third person to be the umpire, whose decision, if
agreed to by any one of the two, shall be final and binding.
IN WITNESS THEREOF, the parties have set their hands on the date
and place first above written.

WITNESSES:
ACKNOWLEDGEMENT

consisting of only seven (7) page/s, including this page in which this
Rizal, Philippines.
NOTARY PUBLIC
Doc. No. 2;
Page No. 4;
Book No. 1;
Series of 2019;
CONSTRUCTION CONTRACT WITH OTHER MISCELLANOUS

PROVISIONS
CONTRACT


-and-
WITNESSETH THAT:




PESOS (P 25,000,000).

New Civil Code.

Price.

CONTRACTOR.
Section 4. Warranty


the CONTRACTOR.

MANNER OF PAYMENT

PAYMENT


OWNER.

effect.

and the CONTRACTOR.

under the contract.

work.


venues.

CONTRACTOR.


conditions thereof.


Materials.

Section 10. Arbitration

Should any dispute arise respecting the obligation of one party
to the other, the same shall be referred to two (2) persons, one
selected by the owner and the other by the contractor, and in case
they cannot agree, these two shall name a third person to be the
umpire, whose decision, if agreed to by any one of the two, shall be
final and binding.
Section 11. DOCUMENTS CONSIDERED PART OF THE CONTRACT
The general conditions of the contract, the plans,

specifications and drawings, together with this agreement,
form the contract, and they are as fully a part of the contract as
if attached to or repeated fully in this agreement.
Section 12. REPAIRS, MODIFICATIONS, OR ADJUSTMENTS
If a repair, modification, or adjustment of any kind is to

be made on the building within 30 days of turn over to or
occupancy by the owner, the contractor may enter the building
at anytime during reasonable hours. If access is denied by the
owner, it shall be construed as a waiver of any right that the
owner may have as to the complaint involved.
Section 13. SUSPENSION OF WORK BY OWNER
The owner may, at anytime and without case, suspend the

work or any portion thereof for a period not more than 15 days
by notice in writing. In such event, the contractor shall be
entitled to an extension of the contract time or an increase in
the contract price to be agreed between the parties.
Section 14. REIMBURSEMENT ON COST-PLUS CONTRACT
The work to be performed by contractor under and

pursuant to this agreement shall be paid for on a cost-plus
basis, and there shall be included in the cost, within the
meaning of this agreement, only the following:
1. Two Hundred (200) sacks of Cement

2. Two Hundred (200) sacks of Gravel
As consideration for contractor’s performance of this

agreement, owner agrees to pay the contractor an amount
equal to the sum of the following:
(a) an amount equal to the cost that is to include

only reimbursable items as provided;
(b) the product of 5% multiplied by the amount
calculated and determined as the cost.
Payment shall be made by owner on monthly submission

of bills by contractor and issuance of certificate by architect or
engineer.
Section 15. GUARANTEED MAXIMUM COST ON COST-PLUS
In addition to the cost of the work as defined in this

agreement, owner shall pay the contractor for his services, on
final acceptance of the work, a fixed fee of P1,000,000.00.
Contractor agrees to deliver the work for a sum not to
exceed P5,000,000.00 inclusive of contractor’s fixed fee as set
forth above, which sum, as increased or decreased or
otherwise provided for, shall be known as the guaranteed
maximum.
Should the cost of the work, plus the fixed fee, exceed the
guaranteed maximum, all such excess shall be borne by
contractor.
Should the cost of the work, plus the fixed fee, be less
than the guaranteed maximum, the difference representing the
saving shall be apportioned 10% to owner and 10% to
contractor.
Section 16. CORRECTION OF DEFECTS BY OWNER
If deviations, defects, or deficiencies in the work are not

remedied to the satisfaction of owner or Engineer within a
reasonable time specified by engineer or owner, or if contractor
shall fail or neglect to perform any of his obligations covered by
any provisions of the contract documents properly or in a good
and workman-like manner, then owner, after 15 days written
notice to contractor, without prejudice to any other right or
remedy, may correct any such deviation, deficiency, or defect
himself, and contractor agrees to reimburse owner for the
entire cost of such correction either by way of deduction from
any payment then or later to be made to contractor or by
payment of the invoice of owner for such cost.
Section 17. OWNER LIABLE FOR LOSS BY UNFORESEEABLE

EVENT
If before completion the work should be wholly or

partially destroyed by fire, defective soil, earthquake, or acts of
God that contractor could not have reasonably foreseen and
provided against, then the loss occasioned by such event or
happening shall be sustained solely.


WITNESSES:

ACKNOWLEDGEMENT

consisting of only eight (8) page/s, including this page in which this
Rizal, Philippines.
NOTARY PUBLIC
Doc. No. 2;
Page No. 4;
FORM OF CHATTEL MORTGAGE AND AFFIDAVIT

“This mortgage made this 22nd day of 2019 by ARRA SAN

AGUSTIN, a resident of the municipality of Cainta,, Province of Rizal,
Philippine Islands mortgagor, to ANALYN BARRO, a resident of the
municipality of Taytay, Province of Rizal, Philippine Islands,
mortgagee, witnesseth:
“That the said mortgagor hereby conveys and mortgages to the
said mortgagee all of the following described personal property
situated in the municipality of Cainta, Province of Rizal and now in the
possession of said mortgagor, to wit:
MAKE : TOYOTA
MOTOR NO. : 0123456789
SERIES : REVO
SERIAL/CHASSIS NO. : 987654321
TYPE OF BODY : TITANIUM
PLATE NO. : CSG674
YEAR MODEL : 2001
“This mortgage is given as security for the payment to the said

mortgagor of the debt for the sum of TWELVE MILLION
(12,000,000.00) pesos, with interest thereon at the rate of 2 per
centum per annum, according to the terms of the promissory note
executed, dated March 22, 2019, and in the words and figures.
“The conditions of this obligation are such that if the mortgagor, his
heirs, executors or administrators shall well and truly perform the full
obligation above stated according to the terms thereof, then this
obligation shall be null and void.
“Executed at the municipality of Cainta, in the Province of Rizal,
this 22nd day of March, 2019
ARRA SAN AGUSTIN

Signature of Mortgagor

KEN CHAN RITA DANIELLA
FORM OF OATH
“We severally swear that the foregoing mortgage is made for the
purpose of securing the obligation specified in the conditions thereof,
and for no other purpose, and that the same is just and valid
obligation, and one not entered into for the purpose of fraud.”
ACKNOWLEDGEMNT

personally appeared Arra San Agustin with Community Tax Certificate
No. 1-001234 issued on August 1, 2017 at Cainta, Rizal, and Analyn
Barro with Community Tax Certificate No. 1-5467800 issued on
WITNESS MY HAND AND SEAL this 22nd of March, 2019 at

Cainta, Rizal, Philippines.
NOTARY PUBLIC
Doc. No. 2;
Page No. 4;
ANOTHER FORM OF CHATTEL MORTGAGE
CHATTEL MORTGAGE
This CHATTEL MORTGAGE, is made and executed into this 22nd

day of March, 2019, at Municipality of Cainta, Province of Rizal,
Philippines, by and between:
ARRA SAN AGUSTIN, of legal age, Filipino, residing at 12 Dalanghita

Street, Valley View Executive Village Phase 1, Cainta, Rizal hereinafter
called the MORTGAGOR,
-and-
ANALYN BARRO, of legal age, Filipino, residing at 1 Dolores St., Brgy.

San Felipe, Taytay, Rizal, herein after called the MORTGAGEE,
WINESSETH THAT:
The MORTGAGOR is indebted to the MORTGAGEE in the sum of

THREE MILLION PESOS (P 3,000,000.00) and by way of security the
MORTGAGOR does hereby convey and establish by way of mortgage
unto the MORTGAGEE the following described personal property
situated at Cainta, Rizal, presently in the possession of said
MORTGAGOR, to wit:
MAKE : TOYOTA
MOTOR NO. : 0123456789
SERIES : REVO
SERIAL/CHASSIS NO. : 987654321
TYPE OF BODY : TITANIUM
PLATE NO. : CSG674
YEAR MODEL : 2001
This mortgage is hereby given as security for the payment to

said MORTGAGEE of a certain promissory note for the principal sum of
THREE MILLION PESOS (P 3,000,000.00) , with the interest at the rate
of 2% per annum, copy of which promissory note is attached thereto
and by way of reference is made an integral part hereof as Annex “A”.
The condition of this mortgage is such that if the MORTGAGOR,
his/her heirs, executors or administrators shall well and truly pay and
perform the obligation above stated according to the terms thereof,
then this mortgage shall be null and void; otherwise, it shall be in full
force and effect and enforceable in the manner provided by law.
ARRA SAN AGUSTIN ANALYN BARRO

Mortgagor Mortgagee
WITNESSES:
KLEA PINEDA MIGS ADECER
AFFIDAVIT OF GOOD FAITH
We, the undersigned MORTGAGOR AND MORTGAGEE hereby jointly

and severally swear that we executed the foregoing Chattel Mortgage
for the purpose of securing the obligation/s specified in the provisions
hereof, and for no other purpose and that the same is/are just valid
obligation/s and not entered into for the purpose of fraud.
ARRA SAN AGUSTIN ANALYN BARRO

Mortgagor Mortgagee
ACKNOWLEDGEMENT AND JURAT

No. 1-001234 issued on August 1, 2017 at Cainta, Rizal, and Analyn
Barro with Community Tax Certificate No. 1-5467800 issued on
WITNESS MY HAND AND SEAL this 22nd of March, 2019

at Cainta, Rizal, Philippines.
NOTARY PUBLIC
Doc. No. 2;
Page No. 4;
CANCELLATION OF CHATTEL MORTGAGE

DISCHARGE OF CHATTEL MORTAGAGE
That ANALYN BARRO, of legal age, Filipino, residing at 1 Dolores

St., Brgy. San Felipe, Taytay, Rizal, herein after called the
MORTGAGEE by virtue of certain Chattel Mortgage executed in her
favor on 22ND March of 2019 and recorded in the Register of Deeds of
25th of March, 2019 under Entry No. 99, Page 512, Vol. 2 of the Day
book and Inscription No. 1-11345 of the Chattel Mortgage Register,
having received the full consideration named as the condition of said
mortgage, does hereby forever release and discharge the same.
IN WITNESS WHEREOF, the said Mortgagee has caused these

presents to be signed at Municipality of Cainta, Province of Rizal,
Philippines, on this 25th day of March, 2019.
ANALYN BARRO
Mortgagee
TIN # 3457719
ACKNOWLEDGEMENT

personally appeared Analyn Barro with TIN ID No. 3457719 issued on
September 11, 2009 at Taytay, Rizal, known to me and to me known
to be the same person who executed the foregoing instrument which
she acknowledged to me to be her free and voluntary act and deed,
consisting of only one page duly signed by her and their instrumental
witnesses on each and every page hereof.
WITNESS MY HAND AND SEAL this 25 th of March, 2019

NOTARY PUBLIC
Doc. No. 2;
Page No. 4;
REAL ESTATE MORTGAGE – SHORT FORM

REAL ESTATE MORTAGAGE
I, ARRA SAN AGUSTIN, of legal age, Filipino, residing at 12

Dalanghita Street, Valley View Executive Village Phase 1, Cainta, Rizal,
for and in consideration of a loan in the sum THREE MILLION PESOS (P
3,000,000.00), Philippine currency, to me in hand paid by ANALYN
BARRO, of legal age, Filipino, residing at 1 Dolores St., Brgy. San
Felipe, Taytay, Rizal, do hereby convey , by way of MORTGAGE, unto
the said Mortgage Contract, her heirs and assigns, that certain parcel
of land, together with all the building buildings and improvements
thereon, situated in Cainta, Rizal, particularly described as follows:
A PARCEL OF LAND (Lot 20 Blk 54 of consolidation subdivision plan

(LRC) Pcs-13265, being a portion of the consolidation of Lots 4751-A
and 4751-B (LRC) Psd-50533, Lot 3, Psd-100703, Lot 1, Psd150980,
LRC Rec. Nos. Nos. N-27024, 51768, 89632, N-11782, N-13466, and
21071 situated in the Brgy. San Juan, Muicipality of Cainta, Prov of
Rizal, Is. of Luzon. Bounded on NE., point 4 to 1 by Road Lot 22,
on...to the point of beginning; containing an area of (280) square
meters more or less..."
of which real property I am the registered owner in accordance with

the provisions of the Land Registration Act, my title thereto being
evidenced by Original Transfer Certificate of Title No. TCT-11801 of the
land registry of Rizal; PROVIDED, HOWEVER, that if I, the said ARRA
SAN AGUSTIN shall pay or cause to be paid to said ANALYN BARRO,
her heirs and assigns, the said sum of THREE MILLION PESOS (P
3,000,000.00), within the period of ONE (1) year from and after the
execution of this MORTGAGE together with the interest thereon at the
rate of TWO percent (2%), then this MORTGAGE shall be discharged
and of no effect; OTHERWISE, it shall remain in full force and effect
shall be enforceable in the manner provided for by the law.
ARRA SAN AGUSTIN

Mortgagor
With my consent:
MARVIN AGUSTIN
Husband of the Mortgagor
WITNESSES:
KEN CHAN BARBIE FORTEZA

ACKNOWLEDGEMENT

No. 1-001234 issued on August 1, 2017 at Cainta, Rizal known to me
and to me known to be the same person who executed the foregoing
instrument which she acknowledged to me to be her free and
voluntary act and deed, consisting of only two (2) page/s, including
this page in which this Acknowledgement is written, duly signed by her
and her instrumental witnesses on each and every page hereof.
WITNESS MY HAND AND SEAL this 22nd of March, 2019

NOTARY PUBLIC
Doc. No. 2;
Page No. 4;
DETAILED CONTRACT OF REAL ESTATE OF MORTGAGE

MORTGAGE CONTRACT
This MORTGAGE made and executed by ARRA SAN

AGUSTIN, of legal age, Filipino, residing at 12 Dalanghita Street,
Valley View Executive Village Phase 1, Cainta, Rizal, called the
MORTGAGOR, in favor of the MANGANTSO BANK duly organized and
existing under and by virtue of Philippine laws, with principal office at
4TH Floor, FBI Building, De Castro Avenue, Cainta, Rizal hereinafter
called MORTGAGEE,
WITNESSETH THAT:
FOR AND IN CONSIDERATION of certain loans, overdrafts

and or/other forms of credit accommodations obtained from from the
Mortgagee; amounting to THIRTY MILLION PESOS (P30,000,000.00),
Philippine Currency, embodied in the promissory note which is made
part hereof by way of reference and to secure the payment of the
same and those others or all types of future loans or future advances
that the Mortgagee may in the future extend to the Mortgagor,
including interest and expenses and other obligations owing by the
Mortgagor to the Mortgagee the parties herein hereby agree as
follows:
1. TRANSFER OF PROPERTY(IES) MORTGAGED
The Mortgagor hereby transfers and conveys by way of

mortgage unto the Mortgagee, its successors or assigns, the real
and/or personal properties which are described herein in this
document, and/or in a supplementary list attached hereto, together
with all the buildings and improvements now existing or which may
hereafter be constructed or planted thereon, all of which the
Mortgagor declares that he is the absolute owner free from all liens
and encumbrances. In case the Mortgagor executes subsequent
promissory note or notes either as a renewal of the former note, as an
extension thereof, or as a new or additional loan, or is given any other
kind of accommodation such as overdrafts, letter of credit,
acceptances and bills of exchange, releases of import shipments under
trust receipts, etc., this mortgage shall also stand as security for the
payment of the said promissory note or notes and/or accommodations
without the necessity of executing a new contract, and this mortgage
shall have the same force and effect as if the said promissory note or
notes and/or accommodations were existing on the date hereof.
2. CONTINUING SECURITY
This mortgage shall stand as continuing security for said

obligations and any and all obligations of the Mortgagor to the
Mortgagee of whatever kind and nature, whether absolute or
contingent, direct or indirect, whether incurred by the Mortgagor as
guarantor, surety or in any other capacity, and whether such
obligations have been contracted before, during or after the
constitution of this mortgage, and whether or not the total amount of
such obligations is greater than the amount indicated above. This
mortgage being given on a continuing security for all debts of past or
future origins is not discharged by the repayment of the amount
named in the mortgage until the full amount of all advancements
extended by the Mortgagee including penalties, damages and other
expenses mentioned in conditions 3, 5 and 7 hereof shall have been
fully paid.
3. MORTGAGOR’S EXPENSES
The Mortgagor shall pay all expenses in connection with this

mortgage, the cancellation or foreclosure thereof and all other
expenses such as, but not limited to, notarial and documentary stamps
required by law for its registration, as well as other instruments
related herewith. The Mortgagor shall likewise pay on time all
taxes/insurance and assessments on the mortgaged property. The
Mortgagor shall insure, during the life of this mortgage all the
buildings, improvements and other properties covered by thereby
against fire, earthquake, and all kinds of force majeure or acts of God
and all other risks, for an amount and with such company as may be
satisfactory to the Mortgagee, endorsing and delivering to the latter
the corresponding policies. The Mortgagee may, at its option secure
additional insurance coverage and debit the premiums on such
insurance against any fund or account of Mortgagor in the possession
or control of Mortgagee. All insurance policies shall, by virtue of these
presents, be considered assigned to the Mortgagee, which shall, as an
assignee, have authority to settle or liquidate, in case the risks insured
against should occur, all claims pertaining to said policy and apply the
proceeds thereof to the account of Mortgagor. The Mortgagor shall
keep the mortgaged property in good condition, making all repairs that
may be necessary. All expenses of any kind and nature for the
maintenance and repair of the property mortgage shall be for the
account of the Mortgagor. The Mortgagor will, at the latter’s expense
and account, warrants and defends the title to all mortgaged property
for the benefit of the Mortgagee.
4. ADDITIONAL SECURITIES
The Mortgagor shall give additional securities which may be

required from time to time by the Mortgage when, in the judgment of
the latter, the securities already given are/or have become insufficient,
and the Mortgagor hereby authorizes the Mortgagee to inspect the
mortgaged property to ascertain the condition thereof and its actual
value in the market.
5. INTEREST ON EXPENSES ADVANCED
The payment of any expenses advanced by the Mortgagee in

connection in the collection of rents, ejectment of tenants, lease or
sale of the mortgaged property or any part thereof including expenses
for repairs and improvements of the same and all other acts which the
Mortgagee may deem convenient for the beneficial administration of
the mortgaged property shall bear interest at the rate of ten percent
(10%) per annum.
The rate of interest charged on the obligation secured by this

mortgage including the interest in the amount which were advanced by
the Mortgagee maybe increased within the limit prescribed by law or
as the Mortgagee’s Board of directors may prescribe for its debtors.
6. FORECLOSURE
In the event the Mortgagor shall fail or refuse to pay the

obligations herein secured, or any of the amortizations of such
indebtedness when due, or to comply with any of the conditions and
stipulations herein agreed, or shall, during the time this mortgage is in
force, institute insolvency proceedings or be voluntarily declared
insolvent, or suffers any of the “Events of Default” as stated in the
Promissory Note which is an integral part of this contract, or if the
mortgage cannot be recorded in the corresponding Registry of Deeds,
then all the obligations of the Mortgagor secured by this Mortgage and
all the amortizations thereof shall immediately become due, payable
and defaulted and the Mortgagee may immediately, without personal
notice to the Mortgagor, foreclose this mortgage judicially in
accordance with the foreclose this mortgage judicially in accordance
with the Rules of Court, or extrajudicially in accordance with Act No.
3135 as amended, or Act No. 1508. In case of judicial foreclosure, the
Mortgagor, hereby consents to the appointment of the Mortgage or
any of its employees as receiver, without any bond, to take charge of
the mortgaged property at once, and to hold possession of the same,
including the rents, benefits and profits derived from the mortgaged
property before the sale, less the costs and expenses of the
receivership.
7. PENALTIES, DAMAGES AND COLLECTION EXPENSES
The Mortgagor in all cases of judicial or extrajudicial foreclosure

hereby agree further to jointly and severally pay a penalty on any or
all overdue account equivalent to two (2) percent per month
compounded monthly until fully paid in addition to liquidated damages
which is hereby fixed at three percent (3%) of the total indebtedness
then unpaid, which in no case shall be less than twenty percent (20%)
of the total amount due including interests, charges, fees allowed by
law and penalties, in full and without deduction, plus five percent (5%)
attorney’s fees which in no case shall be less than ten percent (10%)
of the total amount due whether actually incurred or not, exclusive of
any judicial or extrajudicial expenses and cost of collection. It is
further agreed that all such expenses of collection, shall be paid to the
Mortgagee by the Mortgagor which amount may be paid out of any
sums realized as rents and profits derived from the mortgaged
property or from proceeds realized from the sale of said property and
this mortgage shall likewise stand as security therein. It is also agreed
that the Mortgagee may advance the taxes and insurance premiums
due in case the Mortgagor shall fail to pay them. This Mortgage shall
also stand as security for the repayment of the same.
8. MORTGAGEE APPOINTED ATTORNEY-IN-FACT
In the event of extrajudicial foreclosure, the Mortgagor hereby

appoints the Mortgage as its attorney-in-fact with full powers of
substitution and hereby authorizes the latter to sell the mortgaged
property to sign all the documents and perform any act requisite and
necessary to accomplish said purpose after the notice and publication
required by Act 3135 as amended have been complied with , it being
understood that there is no need for the Mortgagee to make demand
or send personal notice to the Mortgagor about the scheduled
foreclosure sale. For this purpose, the Mortgagee may, at its option,
appoint a notary public or sheriff to conduct such sale at public auction
and thereafter execute the necessary certificate of sale in favor of the
highest bidder.
Upon the breach of any condition of this mortgage and/or loans,

overdrafts and/or other forms or credit accommodations of the
Mortgagor in addition to the remedies herein stipulated, the Mortgagee
having been appointed attorney-in-fact of the Mortgagor shall have the
full powers and authority to take actual possession of the mortgaged
property without the necessity for any judicial order, or any permission
or power to collect rents and to eject tenants, to lease or sell the
mortgaged property, or an part thereof, at public or private sale
without previous notice or advertisement of any kind and execute the
corresponding bills of sale, lease or other agreement that may be
deemed convenient, to make repairs or improvements on the
mortgaged property and pay for the same, and perform any other act
which the Mortgagee may deem convenient for the proper
administration of the mortgaged property. For this purpose, the
Mortgagor(s), its substitute, directors, officers or attorney-in-fact shall
not be criminally, civilly or in any manner be liable for any such acts
herein mentioned .The payment of any expenses advanced by the
Mortgagee in connection with the purpose indicated herein is also
guaranteed by this mortgage and such amount advanced shall bear
interest at the rate of ten percent (10%) per annum as indicated in
condition 5 hereof.
9. DISPOSITION F PROCEEDS AND FUNDS ON HAND

Any amount received from the sale, disposal or administration
abovementioned may be applied to the repairs, improvements, taxes
and assessments and any other incidental expenses and obligations; to
the payment of the original indebtedness and interest thereof, and also
to the satisfaction of all other obligations owing by the Mortgagor(s) to
the Mortgagee. The power herein granted shall not be revoked during
the life of this mortgage, and all acts that may be executed by the
Mortgagee by the virtue of said power are hereby confirmed and
ratified.
In addition to the foregoing remedies, the Mortgagee shall have
right to apply, without notice to the Mortgagor, any fund belonging to
the Mortgagor on deposit with the mortgagee, or otherwise to the full
or partial payment of any obligation of the Mortgagor to the
Mortgagee, as principal, surety, co-maker or in any other capacity,
whether such obligation was contracted prior to or during the life of
the Mortgage.
10. PROVISION, COVENANTS AND REPRESENTATIONS

a. The Mortgagor shall neither lease the mortgaged property nor
sell or dispose of the same in any manner, without the written consent
of the Mortgagee and in case of the breach thereof, the Mortgagee
may immediately foreclose this mortgage.
b. If however, during the existence of the mortgage, the
property hereby mortgaged, or any portion hereof, is leased or sold
with the consent of the Mortgagee, it shall be the obligation of the
Mortgagor to impose as a condition of sale, alienation or encumbrance
that the vendee or the party, in whose favor the alienation or
encumbrance is made, should take the property, subject to the
obligation of this mortgage in the same terms and conditions under
which it is constituted, it being understood that the Mortgagor is not in
any manner relieved of his obligation to the Mortgagee under this
Mortgage by such sale, alienation or encumbrance. On the contrary,
both the vendor and the vendee, or the party in whose favor the
alienation or encumbrance is made, shall be jointly and severally liable
for said mortgage obligations.
c. It shall also be incumbent upon the Mortgagor to make it a
condition of the sale or alienation that the vendee, or any other party
in whose favor the alienation or encumbrance is made, shall recognize,
as first lien, the existing mortgage or encumbrance in favor of the
Mortgagee, as well as any new or modified mortgage covering the
same property to be executed by said Mortgagor in favor of the
Mortgagee, and shall further agree, promise and bind himself to
recognize and respect any extension of the terms of the original
mortgage granted by the mortgage in favor of the Mortgagor and such
extended mortgage shall be considered as prior and superior
encumbrance as the original mortgage. It is also further understood
that should the Mortgagor sell, or in any manner alienate or encumber
the mortgaged property in violation of this agreement, he/she/they
shall respond damages to the Mortgagee. The Mortgagor shall not
transfer the property herein mortgaged to another location without
consent of the Mortgagee.
d. If, at any time during the existence of the mortgage and/or
long as the Mortgagor is indebted to the Mortgagee, the mortgaged
property or any portion thereof shall be lost, damaged or shall suffer a
depreciation in value due to any cause whatsoever, the Mortgagor,
his/her/their successors or assigns, shall give additional security
acceptable to the Mortgagee, so as to bring the total value of the
securities held by the Mortgagee to an amount not less than the value
of the securities as appraised by the Mortgagee at the time the original
obligation was contracted and/or the subsequent additional loans were
given; otherwise the Mortgagee may declare the entire mortgage
obligations immediately due and demandable as if the period of the
mortgage obligation expired.
e. The Mortgage shall not make any alteration or demolish any
buildings(s) or any part thereof herein mortgaged without prior written
consent of the Mortgagee. In the event such building or any part
thereof are demolished, the Mortgagor shall restore the same to its
original condition. Otherwise, the latter shall be liable to the Mortgagee
the value of such building or parts thereof in addition to whatever
amount the Mortgagor may owe the Mortgagee.
f. The Mortgagor shall execute such other necessary documents
as may be required of him by the Mortgagee.
g. In case of judicial execution of his obligation or any part of it,
the Mortgagor hereby waives all his rights under the provisions of Rule
39, Section 12 of the Rules of the Court.
h. Demand and presentment and all kinds of notices or notices
of intention to sell herein mortgaged property, after default, with full
knowledge of its effects, are hereby specifically, unequivocally,
knowingly and voluntary waived.
i. Notwithstanding any provisions of this mortgage to the
contrary, the mortgage herein constituted shall stand as security for
any present or future indebtedness, liabilities and obligations of any
third party of the Mortgagee, and whenever such direction or consent
is given, expressly or impliedly, then all the terms and conditions of
this mortgage shall be applicable to the Mortgagor as if such
indebtedness, liabilities and obligations were incurred by the
Mortgagor, it being understood that any default on the part of any
such third party to comply with its obligations to the Mortgagee shall
be deemed a default of the Mortgagor(s) and the Mortgagee may
immediately avail of any of the remedies provided in this agreement
and/or by the law.
j. Whenever any indebtedness. Liabilities or obligations of the
Mortgagor to the Mortgagee are partially secured by the property of
any third party, the latter’s signature on this mortgage or on any
amendment hereof shall be deemed such third party’s consent to be
bound jointly and severally with Mortgagor by all the terms and
conditions of this mortgage agreement.
k. Should the indebtedness herein secured be secured by other
property of the Mortgagor, such as, but not limited to, pledge, the sale
of property mortgaged herein by the Mortgagee shall extinguish only
such portion of the indebtedness as in equivalent to the amount of the
proceeds of the sale after deducting expenses and the Mortgagee may
proceed against such other property for any balance of such
indebtedness still unpaid, it being understood that the Mortgagee may
at it option , proceed first against such other properties before availing
of its remedies under this mortgage. In any event, the foregoing
stipulation shall not bar the Mortgagee from securing deficiency
judgment against the Mortgagor for any balance still unpaid to it,
whether or not such other property given as security are sufficient in
value to pay such balance.
l. In case any provision or part of this agreement is declared
or becomes invalid, the invalidity shall not affect all other provisions of
this agreement which shall remain valid effective and enforceable.
11. EXPROPRIATION
Should the property herein mortgaged be expropriated by the

Government of the Philippines, or by any department, branch,
subdivision, or instrumentality thereof by any province, city,
municipality or township or by any person, association or body
corporate duly authorized by law to acquire property by eminent
domain, or for any other claim or reason, all moneys paid for which
may become payable on account or in consideration of the
expropriation of the property mortgaged and/or any piece or pieces of
real estate property given in exchange for the property so
expropriated shall be immediately delivered to the Mortgagee, which is
hereby expressly authorized to collect said moneys or receive such
property from whomsoever they may be properly due and payable,
crediting the Mortgagor only with the cash thus received effective on
the day the Mortgagee receives the same and reserving the property
received in exchange for those expropriated for such further action as
may be necessary to convert them into cash and apply the same on
the accounts of the Mortgagor who further covenants not to agree
upon any purchase price or exchange in consideration of the property
so expropriated without the written consent of the Mortgagee.
12. LITIGATION EXPENSES
Should the Mortgagee becomes involved in any litigation which

may have relation with any or all of the property mortgaged by virtue
of this instrument, all expenses of the Mortgagee in such litigation
including the amount for attorney’s fees shall be paid by the Mortgagor
and this Mortgagee shall stand as security therefore.
13. CORRESPONDENCES
All correspondences relative to this Mortgage, including demand

letters, summons, subpoenas or notifications of any judicial or
extrajudicial actions shall be sent to the Mortgagor to the Mortgagee,
and the mere act of sending any correspondence by mail or by
personal delivery to the said address shall be valid and effective notice
to the Mortgagor for all legal purposes, and the fact that any
communication is not actually received by the Mortgagor, or that it has
been returned unclaimed to the Mortgagee, or that no person was
found at the address given, or that the address is fictitious, or cannot
be located, shall not excuse or relieve the Mortgagor from the effects
of such notice.
14. JURISDICTION AND VENUE
It is hereby agreed that in case of foreclosure of this Mortgage

under Act 3135, the auction sale shall be held at the capital of the
province if the property is within the territorial jurisdiction of the
province concerned, or shall be held in the Municipality of Cainta if the
property, is within the territorial jurisdiction of the Municipality
concerned.
Any and all the civil actions arising out of this contract shall be
filed within the jurisdiction of the proper court sitting within the City of
Antipolo, Province of Rizal.
15. AGREEMENT ON WAIVER OF RIGHT OF REDEMPTION
In consideration of the early grant of the loan in favor the

MORTGAGOR and to show that the latter is in real earnest to comply
with all the obligations stipulated in this loan agreement specially the
payment of all indebtedness and installments as they fall due, THE
MORTGAGORS hereby agree as follows:
a. In case of the MORTGAGOR’s failure to pay any or all of the

installments and amounts due and owing to the MORTGAGEE, the
latter is hereby appointed as attorney-in-fact of the MORTGAGOR to
extrajudicially foreclose the herein mortgaged property(ies) and sell
them at public auction.
b. The MORTGAGOR’s RIGHT OF REDEMPTION under existing law
is hereby voluntarily, unconditionally and intentionally abandoned,
renounced and WAIVED by the MORTGAGOR in favor of the
MORTGAGEE as additional penalty for the MORTGAGOR’s breach of
contractual obligation to pay the latter’s loan from the MORTGAGEE.
c. Additionally, the MORTGAGOR‘s RIGHT OF REDEMPTION is
hereby unequivocally WAIVED and SURRENDERED in favor of the
MORTGAGEE to serve as an incentive for the MORTGAGOR to exert
utmost effort to pay the subject loan on its maturity it being
understood that the MORTGAGOR cannot reclaim the WAIVED right of
redemption even if subsequent events prove that the right of
redemption waived becomes valuable.
d. In the event that the MORTGAGEE extrajudicially forecloses
the mortgaged property and the same were eventually sold to the
MORTGAGEE being the highest bidder, the MORTGAGEE may, at its
option and without waiting for the expiration of the period of
redemption, simultaneously with the registration of the Certificate of
Sale at the proper office of the Register of Deeds, consolidate the title
to said mortgaged and foreclosed property in the name of the
MORTGAGEE without the latter executing any kind of bond as the
MORTGAGOR’s right of redemption is hereby VOLUNTARILY,
EXPRESSLY, CLEARLY, KNOWINGLY INTENTIONALLY AND
IRREVOCABLY RELINQUISHED AND WAIVED IN FAVOR OF THE
MORTGAGEE ONLY. It is understood that the MORTGAGOR’s waiver
of the right of redemption is in favor of the MORTGAGEE only in view
of the fact that the said waiver is in consideration of the circumstances
earlier indicated herein. This instrument likewise is an appointment of
the Mortgagee or its representative as attorney-in-fact of the
Mortgagor and may be made as a basis for the MORTGAGEE in
executing the affidavit of consolidation and requesting the proper
Register of Deeds to issue new title in favor of the MORTGAGEE even
before the expiration of the period of redemption without bond.
e. Should the MORTGAGEE later agrees to sell back the
mortgaged and foreclosed property to the MORTGAGOR as if the right
of redemption is exercised, within the allowed period, the same shall
not, in any manner, be construed as a novation of this contract or any
of its provision as it is understood that novation is effective only if
there is written agreement to that effect.
The failure of the Mortgagee to exercise any of its rights herein
shall not in any manner be construed as waiver unless expressly made
in writing. It is further understood that failure of Mortgagee to effect
consolidation of title in its favor before the expiration of the
redemption period, the Mortgagor having waived the right of
redemption, shall not in any way be construed as a waiver of its right
to consolidate ownership.
Technical Description of Property Mortgaged:
A PARCEL OF LAND (Lot 20 Blk 54 of consolidation subdivision plan

(LRC) Pcs-13265, being a portion of the consolidation of Lots 4751-A
and 4751-B (LRC) Psd-50533, Lot 3, Psd-100703, Lot 1, Psd150980,
LRC Rec. Nos. Nos. N-27024, 51768, 89632, N-11782, N-13466, and
21071 situated in the Brgy. San Juan, Muicipality of Cainta, Prov of
Rizal, Is. of Luzon. Bounded on NE., point 4 to 1 by Road Lot 22,
on...to the point of beginning; containing an area of (280) square
meters more or less...
ANG LAHAT AT BAWAT KASUNDUAN NA NAKAPALOOB SA
KASULATANG SANLAAN (MORTGAGE CONTRACT) NA ITO AY BUONG
LIWANAG NA NAIINTINDIHAN KO/NAMIN AT NAIPALIWANAG PA NG
MAAYOS SA AKIN/AMIN SA SALITANG TAGALOG AT KAMI/AKO AY
BUONG KAALAMAN NA SUMASANGAYON SA LAHAT NG KASUNDUAN
NA ITO LALO NA ANG TUNGKOL SA AKIN/AMING TUNGKULIN SA
PAGKAKAUTANG NA DAPAT NAMING/AKING BAYARAN.
BATID KO/NAMIN ANG IBUBUNGA O EPEKTO NG AKIN/AMING

PAGWAWALANG BISA, PAGPAPAUBAYA AT PAGTATAKWIL SA
AKIN/AMING KARAPATANG BAWIIN ANG NASUBASTANG ARI-ARIAN
(WAIVER OF RIGHT OF REDEMPTION) SA LOOB NG ISANG (1) TAON
MULA SA PAGKASUBASTA AT PAGKATALA SA “REGISTER OF DEEDS.”
With full knowledge of the above stipulations and the penal
provisions of Republic Act No.720, as amended, and the effect of our
waiver of our right of redemption I/we hereby affix my/our
signature(s)/right thumbmark(s) on this 22nd day of March 2019, at
Municipality of Cainta, Province of Rizal, Philippines.
ARRA SAN AGUSTIN MANGANTSO BANK

Mortgagor Mortgagee Bank
By: Atty, Joaquin Bordado

Authorized Officer, Mangantso Bank
WITNESSES
ACKNOWLEDGEMENT
No. 1-001234 issued on August 1, 2017 at Cainta, Rizal known to me
and to me known to be the same person who executed the foregoing
instrument which she acknowledged to me to be her free and
voluntary act and deed, consisting of only TEN (10) page/s, including
this page in which this Acknowledgement is written, duly signed by her
and her instrumental witnesses on each and every page hereof.
WITNESS MY HAND AND SEAL this 22nd of March, 2019 at

Cainta, Rizal, Philippines.
NOTARY PUBLIC
Doc. No. 2;
Page No. 4;
WAIVER OF RIGHT OF REDEMPTION
REPUBLIC OF THE PHILIPPINES ) S.S.

CITY OF MAKATI )
AFFIDAVIT OF WAIVER OF RIGHT OF REDEMPTION

WITH REQUEST FOR CONSOLIDATION
I, DARWIN JEROME R CARMONA, of legal age and married to

JANETH S CARMONA, and a resident of Unit 1832 bldg 18 Phase 3
Guadalupe Bliss Cembo Makati City, under oath depose and say that;
1. I am the registered owner of a parcel of land situated at #17

Ave Brgy Part rembo Makati City, which i mortgaged with LANDBANK,
covered under TCT no 4351-E issued by the Registry of deeds Makati
City and which is more particularly described as follows;
“ bounded by the east by lot 451, at the north by lot 341A, the
south by lot 213, and at the west by road lot 3372, Makati Cadastre
0751-5693, with a total area of one hundred fifty square meters more
or less ”
2. In my Mortgage Contract with said LANDBANK, I have

executed a waiver of my right of redemption where i expressly
stipulated that;
“a. The mortgagor’s right of redemption is not only hereby

voluntarily, but unconditionally and intentionally abandoned,
renounced and waived by the Mortgagor in favour of herein Mortgagee
as additional penalty for the Mortgagor’s breach of contractual
obligations to pay the latter’s loan from the mortgagee’;
“b. The Morgagor’s right of redemption is hereby waived and

surrendered in favour of the Mortgagee to serve as an incentive for the
mortgagor to exert utmost effort to pay the subject loan on its
maturity, it being understood the the mortgagor cannot reclaim the
waived right of redemption even if subsequent events prove the right
to waive have been more valuable than anticipated”
3. That the afore-described property was foreclosed and sold at

public auction on May 23, 2018 as shown by the Certificate of Sheriffs
Sale issued by the Sheriff Glenda Espinosa at the Office of the Clerk of
Court of Makati City, copy of which is hereto attached and made part
hereof as Annex ‘A’
4. I Have Agreed and committed myself to name LANDBANK, to

waive my right of redemption in case of my default. Hence, I hereby,
expressly voluntarily, clearly knowingly, intentionally, unequivocally
renounced, abandoned and waived unconditionally my right of
redemption over the afore-described foreclosed property in favour of
said LANDBANK to enable the latter to consolidate title and ownership
of the subject property in its name;
5. I have executed this affidavit of waiver of my right of

redemption for the purpose of requesting and authorizing, as I hereby
authorize the Registry of Deeds of Makati City to issue a new Trasnfer
Certificate of title in the name of LANDBANK in lieu of my TCT 4351-E
which should be cancelled in favour of said LANDBANK.
I further sayeth naught.
DARWIN JEROME R
CARMONA
With my marital consent:
JANETH S CARMONA
(JURAT)
AFFIDAVIT OF CONSOLIDATION OF FORECLOSED PROPERTY

CITY OF MAKATI )
AFFIDAVIT OF CONSOLIDATION
I, SHERIDEN P LUZON, of legal age and married to HEIDI J

LUZON, and a resident of Unit 1613 bldg 16 Phase 3 Guadalupe Bliss
Cembo Makati City, under oath depose and say that;
1. I am the authorized agent of LANDBANK, a banking

corporation organised and existing under Philippine Laws, with
principal office located at #35 Gil Puyat Ave Makati City, Philippines;
2. As security for the payment of loan in the principal sum of

FIVE MILLION PESOS (Php 5,000,000.00) of DARWIN JEROME C
CARMONA, FILIPINO, legal age, by a certain mortgage contracts in due
form, made and executed on 8th day of June 2015, the mortgagor
mortgaged to LANDBANK the herein described real property, to wit;
“TCT no 4351-E issued by the Registry of deeds Makati City and which
is more particularly described as follows;
‘bounded by the east by lot 451, at the north by lot 341A, the
south by lot 213, and at the west by road lot 3372, Makati Cadastre
0751-5693, with a total area of one hundred fifty square meters more
or less ‘
3. the condition of the mortgage having been violated by the
above-named mortgagor/debtor by his failure to pay the obligation
secured by the said mortgage, LANBANK pursuant to the provisions of
the contract of mortgage and Act 3135 as amended by Act 4118,
applied for the extrajudicial foreclosure of the said property with the
Ex-Officio Sheriff of Makati City Philippines;
4. Pursuant to the said application, the Ex-Officio Sherrif of

Makati City after having made all the notices and publications required
by law, sold the above-described mortgaged property at a public
auction on May 23, 2018 at which public auction said property was
awarded to LANDBANK as the only highest bidder;
5. THe corresponding Certificate of Sale dated May 23, 2018 and

duly registered in the Registry of Deeds of Makati City on May 23,
2018 was executed by the said Ex-Officio Sheriff in favour of
LANDBANK;
6. That the one year period for the redemption of the above
described foreclosed property has already expired without the
mortgagor or any person in his behalf exercising the right of
redemption;
7. By virtue of the failure of the Morgagor to exercise his right of

redemption, the absolute ownership over the above-described property
now stands to be consolidated in the name of LANDBANK;
8. I am executing this affidavit for and in behalf of the

LANDBANK for the purpose of effecting the consolidated in its name
and title and absolute ownership of the above describe real property.
By this affidavit therefore, the Registry of Deeds of Makati City is
requested to have the ownership of the aforementioned real estate
consolidated in the name of Mortgagee by issuing the corresponding
Transfer Certificate of Title in the name of the said Mortgagee.
In Witness Thereof,
SHERIDEN P LUZON
LANDBANK Representative
(JURAT)
ANOTHER FORM OF CONSOLIDATION OF OWNERSHIP

CITY OF MAKATI )
AFFIDAVIT FOR CONSOLIDATION

OF OWNERSHIP
I, SHERIDEN P LUZON, of legal age and married to HEIDI J

LUZON, and a resident of Unit 1613 bldg 16 Phase 3 Guadalupe Bliss
Cembo Makati City, under oath depose and say that;
1. On May 23, 2018, A sheriffs Certification of Sale over a parcel

of land covered by TCT 4351-E was issued in my favior by GLENDA
ESPINOSA of the Office of the Clerk of Court of RTC Branch 61 of
Makati City, copy of which is hereto-attached and made part hereof as
Annex A;
2. That the period of redemption has already expired without

any extension and without anyone exercising the right of redemption;
3. By the reason of the foregoing, the absolute ownership over

the property covered by said TCT 4351-E has been consolidated in my
name;
Wherefore, i hereby request the Registry of Deeds Makati City to

cancel the said TCT 4351-E and in lieu thereof, issue a new transfer
Certificate of Title in my name in as much as the ownership of the
subject property has already been consolidated with me.
I further mayeth naught
SHERIDEN P LUZON
(JURAT)
PLEDGE AGREEMENT WITH BANK

CITY OF MAKATI )
CONTRACT OF PLEDGE
KNOW ALL MEN BY THESE PRESENTS
This CONTRACT OF PLEDGE is made and executed this 3rd day

of November 2015 at Makati City Philippines by and between;
JOSEPH E MANIEGO, a resident of #341 Tanguile St, Brgy

Cembo Makati City hereinafter called the “PLEDGOR”
-AND-
LANDBANK, a Corporation duly organized and existing under and

by virtue of laws of the Republlc of the Philippines, with principal office
address at #234 Gil Puyat Ave, Makati City hereinafter called the
“BANK”;
WITNESSETH THAT:
WHEREAS, the PLEDGOR has applied to the BANK for the credit
facilities insect forms as promissory notes, overdrafts, loans, letters of
credits and trust receipts and approved by the BANK in the amount of
Php 200,000.00 outstanding at any one time, and has agreed to
secure the repayment of said credit facilities, including interests
thereon, the costs of collection, and charges of maintaining the
pledged property and all other expenditures which may be incurred in
connection herewith, by constituting by way of first pledge the
personal property herein mentioned:
“2018 TOYOTA LANDCRUISER with Chassis number 34598 and Engine

number 12345-A under the name of herein PLEDGOR-JOSEPH E
MANIEGO”
WHEREAS, the BANK has agreed to extend, said credit facilities to b

secured by the hereinafter described property repayable under such
terms and conditions herein specified and in the separate promissory
notes, overdrafts, loans, advances, letters of credit, trust receipts and
other contracts of evidence of indebtedness under which credits have
been or may hereafter be extended, any and all of which instruments
are hereunto incorporated and made integral parts hereof by
reference.
NOW THEREFORE, for and in consideration of the foregoing premises

and the prompt repayment to the BANK on demand or at maturity, as
the case may be, of the above mentioned credit and banking facilities,
granted or which may be hereafter granted to the PLEDGOR in the
total amount not exceeding at any one time Php 500,000.00 Philippine
Currency, including interest thereon, the cost of collection, charges
and other expenses, including attorney’s fees which shall in no case be
less than 2% of the total amount of indebtedness then outstanding
and unpaid, and all other obligations which the PLEDGOR has
assigned, transferred and delivered and by these presents hereby
assigns transfer and delivers, by the way of first pledge to the BANK,
its successors and/or assigns all the following afore describe personal
properties absolutely owned by the PLEDGOR free from any and liens,
encumbrances and other adverse claims whatsoever.
the conditions of this pledge as agree by the parties are the

following:
1. the PLEDGOR, during the existence and continuance of this pledge,
or any renewals, extension or amendments thereof, shall not sell,
alienate, or in any manner dispose of, or hypothecate the property
herein pledged with out the written consent of the BANK.
2. on demand by the BANK, the PLEDGOR shall deliver and pledge to

the BANK such additional securities satisfactory to the latter should
the market value of the pledge property, in the opinion of the
BANK, suffer any declined, and shall execute such further
documents as from time to time may be required by the BANK to
give full force and validity to this Pledge Agreement.
3. the PLEDGOR shall furnish all expenses including documentary

stamps and fees incident to this pledge and any amendment or
supplement thereto or cancellation thereof, and to pay all lawful
taxes, charges, liens and assessments on the pledged property.
4. the PLEDGOR shall keep all the properties hereby pledged or which
may hereafter be pledged insured with the bank as beneficiary at
its expenses and keep the same insured against all pertinent risks
in a company or companies designated by the BANK to the
maximum insurable value thereof, the policies covering such
insurance, together with the receipts for premiums, etc., to be
immediately delivered to the BANK. in default thereof, the BANK
may, at its option, furnish the documentary stamps, pay such
expenses and fees, as well as said taxes, charges, liens and
assessments or insure said pledge properties, and all sums so
advanced by the BANK shall be payable by the PLEDGOR
immediately with interest thereon at the rate of two percent (2 %)
percent per annum, and the payment thereof shall likewise be
secured by the pledge.
5. the BANK may, at its direction, have this pledge registered at any
time on the books of the issuing corporation(s), or have all or any
portion of the securities herein pledged transferred to its name or
to the name of its nominee, as PLEDGEE, and may, at its option,
collect, by legal proceedings or otherwise, endorse, receive and
receipt for all dividends, interest, principal payments and other
sums now or hereafter payable upon or on account of said property
pledged, without any responsibility, however, on the part of the
BANK for its failure to do so. in the implementation of this PLEDGOR
hereby irrevocably constitutes as its true and lawful attorney-in-fact
with full power and authority to do such acts and to execute any
and all documents whatsoever necessary or convenient for the
purpose.
6. failure on the part of the PLEDGOR to pay any portion of the

indebtedness hereby scored when due, or failure on its part to
comply with any of the conditions of this pledge and of the separate
promissory notes, overdrafts, loans, advances, letters of credit,
trust receipts and/or other contracts or evidences of indebtedness
under which credits have been or may hereafter be extended, shall
cause the maturity of the entire obligation, in which case, the
PLEDGOR hereby irrevocably constitutes and appoints the BANK or
its representative as the true and lawful attorney-in-fact of the
PLEDGOR with full power and authority.
(a) to sell in one or more sales at any time the whole or any part
of the property pledged in such order and quantity or by such
lot(s) as the BANK may elect and choose and any such sale may be
made either at public or private sale at its place of business or
elsewhere, or in any broker’s board or securities exchange or, in a
proper case, any such sale may be made over the counter and the
BANK may, in all allowable cases, be the purchaser of any or all
properties so sold and hold the same hereafter in its own right free
from any claim if the PLEDGOR or right of redemption, the PLEDGOR
hereby waiving also all right to any demand, notice or advertisement
of such sale or sale
(b) to issue receipts and/or to execute and/or deliver any

instrument or document or do any act necessary for the transfer and
assignment of all right, titles and interest of the PLEDGOR in the
pledged properties to the purchaser or purchaser thereof;
(c) to apply, at its option, the proceeds of any said sale, as well
as all sums received or collected by the BANK from or on account of
such pledged property, to the payment of expenses incurred or paid by
the BANK in connection with any sale, transfer or delivery of the
property, to the payment of any other cost expenses, charges,
attorney’s fees, interest and commissions mentioned herein, and to
the payment of the secured indebtedness or any part thereof, all in
such order and manner as the BANK in its discretion may
determines, irrespective of the dates of maturity; and all acts done
and to be done by the BANK in conformity with the powers herein
granted are hereby ratified and confirmed by the PLEDGOR.
7. It is clearly understood and agreed that any payments made

by the pledgor to the bank may be applied by the bank, at its
discretion to any indebtedness or obligations of the PLEDGOR to the
BANK , whether or not included and secured by this pledge and
irrespective of their dates of maturity, the PLEDGOR hereby waiving all
the benefits of Article 1252 and Article 1254 of the Civil Code of the
Philippines that may otherwise be in its favour. The books and records
of the BANJK shall be final and conclusive evidence of the obligations
of the PLEDGOR to the BANK.
8. The BANK is hereby authorized to deposit, at its option, the

things pledged with the third person and all cost and expenses for the
keeping and preservation of the same shall be for the account of the
PLEDGOR.
9. Time is of the essence of this Pledge Agreement. No waiver

for a breach of any or terms or conditions hereof shall be a waiver of
any subsequent breach of the same or any other terms or conditions.
The PLEDGOR expressly agrees that the BANK may sue to recover the
indebtedness secured hereby without foreclosing and without prejudice
to the BANK’s right under this pledge. The rights powers and remedies
conferred upon the BANK under this agreement shall be and re in
addition to the concurrent and cumulative with such rights powers and
remedies the BNK my have in accordance with the present or any
future laws of the Philippines; they may also be exercised and
enforced as herein by law provided, separately, successively, or
simultaneously without reference to the time or manner of foreclosure
or enforcement of any other security for said indebtedness wether held
under deed of trust, mortgage, pledge or otherwise; and the exercise
of one or more remedies shall not preclude or prevent the BANK from
at the time or at any other time, resorting to or exercising the same or
other rights, powers, privileges or remedies herein granted to it to
which it might otherwise legally resort.
10. All actions and controversies that may arise from this Pledge
Agreement may be brought by the BANK, at its option, before the
proper Courts in the City of Makati Philippines, the PLEDGOR hereby
expressly waiving any other venue.
In witness whereof, the parties have signed this agreement.

JOSEPH MANIEGO LANDBANK
PLEDGOR PLEDGEE-BANK
(AKNOWLEDGEMENT)
ANOTHER FORM OF PLEDGE TO SECURE PAYMENT OF

PROMISSORY NOTE
AGREEMENT
This AGREEMENT made and entered into this 14th day of

August , 2016 at Makati City by NOEL J ESPINA a resident of #234
Roosevelt St Brgy Bangkal Makati City, hereinafter called PLEDGOR,
and GEORGE T LINA a resident of #45 Giuho Ext West Rembo Makati
City hereinafter called PLEDGEE;
WITNESSETH THAT;
Whereas, PLEDGOR on May 5 2016 secured a loan from

PLEDGEE the sum of Php 200,000.00 payable on or before May 5 2017
with interest and expenses as shown in the attached promissory note
which is made part hereof as Annex A;
Whereas, as security for the repayment of such loan, the pledgor

delivered to pledgee by way of pledge the property described in Annex
B attached herewith and made part hereof;
Now, therefore, for and in consideration of the foreging, the
parties herein agreed as follows;
1. To secure the payment of the loan, plus the expenses

mentioned in Annex A hereof, the PLEDGOR delivered to PLEDGEE all
of property described in Annex B to be held by PLEDGEE as security for
the payment of pledgor’s debt as evidenced by the promissory note
Annex A hereof;
2. PLEDGEE shall use reasonable care in maintaining the ledger

property and shall not be liable to PLEDGOR for damages which may
occur without the fault of PLEDGEE, during the term of the pledge. All
necessary and useful expenses incurred by the PLEDGEE to maintain
the pledged property shall be refunded to the latter who shall retain
the pledged property until he has been fully paid.
3. Upon full payment of the loan, the PLEDGEE shall redeliver

the property to the PLEDGOR.
4. IF PLEDGOR shall default in payment of the principal or

interest of the loan including all the expenses referred to in paragraph
2 hereof, PLEDGEE is hereby appointed as attorney in fact of the
PLEDGOR to sell at public sale through a Notary Public the pledged
property to pay the principal, interest and expenses within one month
after demand for payment is made and PLEDGEE may become the
purchaser at any such sale. If the sale proceeds are insufficient to pay
PLEDGEE in full, PLEDGOR shall remain liable to PLEDGEE for the
deficiency.
In witness whereof, the parties have signed this agreement.
NOEL J ESPINA GEORGE T LINA

PLEDGOR PLEDGEE
(AKNOWLEDGEMENT)
CONTRACT OF ANTICHRESIS

CITY OF MAKATI )
CONTRACT OF ANTICHRESIS
THIS AGREEMENT is made and entered into on this 5th day of

January 2015 at Makati City Philippines by and between;
NOEL J ESPINA a resident of #234 Roosevelt St Brgy Bangkal

Makati City, hereinafter called DEBTOR,
-and-
GEORGE T LINA a resident of #45 Giuho Ext West Rembo Makati

City hereinafter called CREDITOR;
WITNESETH THAT
Whereas, in the execution of this agreement the DEBTOR owes

the CREDITOR the total sum of Php 800,000.00 including interest;
Whereas, the debtor owns a parcel of land covered by TCT 333-A
situated at #214 Diego Silang St West Rembo Makati City;
Whereas, the DEBTOR offers to pay the CREDITOR the said

indebtedness through the fruits of the aforementioned property and
the CREDITOR accepts the offer of the DEBTOR;
NOW THEREFORE, for and in consideration of the foregoing

premises, the parties herein mutually agreed as follows;
1. Upon execution of this Agreement and for the period of one

year hereinafter, the DEBTOR have transferred the physical possession
and the enjoyment of the aforedescribed property unto the CREDITOR
and the CREDITOR hereby accepts the same from the DEBTOR;
2. Within the herein agreed stipulated period, the CREDITOR

shall manage, cultivate and preserve said property and receive all the
harvest and fruits derived therefrom;
3. Any and all proceeds from the harvest of the fruits of the said
property shall be applied to the full payment of the debt and all
obligations which the DEBTOR owes the CREDITOR;
4. Upon the expiration of the period herein agreed upon, the

indebtedness of the DEBTOR to the CREDITOR shall be considered
extinguished regardless of wether or not the proceeds from the
harvest out of the subject property are equal or over and above the
indebtedness of the DEBTOR to the CREDITOR;
5. The CREDITOR shall without any further demand, return the

subject property to the DEBTOR upon expiration of the period herein
agreed upon clear of any structures which the CREDITOR may have
introduced in the premises while the same is in his possession;
6. Any and all taxes due on the property while the same is in the
possession of the CREDiTOR shall be for the account of the later.
In witness hereof the parties signed this agreement this 5th day
of January 2015 at Makati City Philippines.
NOEL J ESPINA GEORGE T LINA

DEBTOR CREDITOR
WITNESSES:
FE CELEBRADO SAMUEL CRUZ
(ACKNOWLEDGEMENT)
OFFER TO EXCHANGE PROPERTY IN LETTER FORM
TOBIAS DELFIN
#321 MAYFLOWER ST
BRGY SINGKAMAS MAKATI CITY
RE: OFFER TO EXCHANGE

YOUR PROPERTY SITUATED AT #321 MAYFLOWER
ST
WITH MY PROPERTY SITUATED AT #85 MARCONI
DRIVE
BRGY. SINGKAMAS MAKATI CITY
Sir/Gentlemen,
This is an offer to exchange my property situated at #85 Marconi Drive

Brgy Singkamas Makati City with your property at #321 Mayflower St
Brgy Singkamas Makati City, particularly described as follows:
Description of my property: TCT 671-ED under the Registry of

Deeds Makati City with a total area of 100 square meters
Description of your property: TCT 891-D under the Registry of
Deeds Makati City, with a total area of 95 square meters
The terms and conditions of this offer are a s follows:
1. This offer shall remain to be effective for your acceptance until

September 11, 2009 or for a period of one week from and after the
date of this offer.
2. Should you accept this offer, such acceptance is not binding

on me unless I officially receive in writing your acceptance or by
signing your conformity on the space provided herein and return a
copy of this offer to me with your acceptance within the aforesaid
period.
3. Within 3 days after receipt of your acceptance, we shall

execute the corresponding Deed of Exchange with the following terms
and conditions:
a. There shall be an exchange of delivery of legal possession of

the properties involved herein in favour of both of us upon the
execution of the Deed of Exchange;
b. Taxes and all expenses needed to effect the transfer of

properties shall equally be borne by both of us.
Sincerely yours,
PAUL MAGPANTAY
#85 MARCONI DRIVE
I AGREE TO EXCHANGE MY PROPERTY

DESCRIBED IN THIS OFFER WITH YOURS
UPON THE TERMS AND CONDITIONS
STATED HEREIN.
OFFEREE
DEED OF EXCHANGE OF REAL ESTATE

CITY OF MAKATI )
DEED OF EXCHANGE
THIS DEED OF EXCHANGE OF REAL ESTATE is made and

executed this 15th day of March 2015, at Makati City Philippines, by
and between;
FRANK PARAON, a resident of #234 Guiho Ext Brgy Cembo

Makati City herein after called the FIRST PARTY;
-AND-
DELIA BELDAD, a resident of #128 Giuho Ext Brgy Cembo

Makati City herein after called the SECOND PARTY,
WITNESSETH THAT
Whereas, each party herein are owners of their own respective

real estate which are described hereunder:
Property of the First Party- TCT 321-A under the Registry of Deeds
Makati City, located at #234 Guiho Ext Brgy Cembo Makati City, with
an area of 55 Square meters;
Property of Second Party- TCT 123-B under the Registry of Deeds

an area of 55 Square meters;
Whereas, the parties herein are desirous of exchanging with

each other the afore-described properties;
Now therefore, the parties herein have agreed and by these

presents hereby agree with each other to exchange their respective
afore-described properties. Wherefore, the First Party hereby conveys,
transfers and cedes his afore-described property including the
improvements there unto the Second Party, free from all liens and
encumbrances. On the other hand the Second Party hereby conveys,
transfers and cedes his afore-described property including the
improvements there unto the First Party, free from all liens and
encumbrances.
An and all expenses to the transfer of title to the respective

parties herein shall be for the account of both parties to be shared
equally paid by them.
In witness whereof, both parties signed this Deed this 3rd of

November 2015 at Makati city Philippines.
FRANK PARAON DELIA BELDAD

FIRST PARTY SECOND PARTY
WITNESSES:
JULIET PABARLAN MYRA

TALPLACIDO
(ACKNOWLEDGEMENT)
AGREEMENT- EXCHANGE OF REALTY WITH PERSONAL
PROPERTY
EXCHANGE AGREEMENT
This EXCHANGE AGREEMENT made and entered into this 20th

day of March 2016 at Makati City, Philippines, by and between;

-AND-

WITNESSETH THAT:
WHEREAS, the FIRST PARTY is the owner of a vehicle described

as follows:
“2018 TOYOTA FORTUNER, with Chassis no 345791-56, and
Engine no 3954625-AW, registered under the name of FRANK
PARAON”
WHEREAS, the SECOND PARTY is the owner of a certain real

estate located at #128 Giuho Ext Brgy Cembo Makati City, and is more
“TCT 123-B under the Registry of Deeds Makati City, located at

#128 Guiho Ext Brgy Cembo Makati City, with an area of 55 Square
meters;”
WHEREAS, the FIRST PARTY desires to exchange his property for

the above described real estate of the SECOND PARTY;
NOW, THERFORE, FOR AND IN CONSIDERATION of the following,

the parties herein have agreed;
1. FIRST PARTY agrees to exchange the vehicle of which he

owns, for the real property of the SECOND PARTY as above described;
2. FIRST PARTY shall deliver his personal property to the

SECOND PARTY at a place to be designated by the SECOND PARTY on
or before April 1, 2010;
3. In exchange for the delivery of the personal property, the

FIRST PARTY agrees to accept under a DEED OF EXCHANGE the real
property of the SECOND PARTY;
4. SECOND PARTY agrees to execute a DEED OF TRANSFER to

FIRST PARTY, the real property herein above described. SECOND
PARTY agrees to pay all taxes due on the real property up to the date
of execution of the DEED OF CONVEYANCE of the real property which
will be made or or before March 31, 2010.
5. As evidence of good faith, each party to this agreement shall

deposit the amount of Php 200,000.00 with LANDBANK located at
Guadalupe Branch Makati City as a guarantee of good faith for the
faithful compliance with this agreement.
6. If either party to this agreement shall reject, fail to comply, or

refuses to comply with this agreement, then the above-mentioned
bank is authorized and instructed to pay over both amounts so
deposited to the party ready and willing to carry out that party’s part
of the agreement. Payment shall be in full as liquidated damages and
not a penalty.
7. FIRST PARTY agrees to execute a DEED OF SALE for the

personal property-vehicle to the SECOND PARTY on or before March
31, 2010.
8. No goods shall be added to the personal property, and no

goods shall be taken out of the personal property as of the date of the
signing of this agreement.
9. If SECOND PARTY cannot show his perfect title on the red
property free and clear of any encumbrances by the time the personal
property is invoiced, SECOND PARTY may have an additional five days
to produce the same.
10. FIRST PARTY shall retain title and possession of the personal
property until payment is fully made.
11. The invalidity of any provision of this agreement will not and
shall not be deemed to affect the validity of any other provisions
hereof. In the event that any provision of this agreement is held to be
invalid, the parties agree that the remaining provisions shall remain in
full force and effect.
12. This agreement shall constitute the entire agreement

between the parties. Any prior understanding or representation of any
kind preceding the date of this agreement shall not be binding upon
either party, except to the extent expressly set forth in this
agreement.
13. The rights of each party under this agreement may not be
assigned or transferred to anyone without the written consent of the
other party.
In WITNESS WHEREOF, both parties signed this exchange agreement

this 3rd of November 2015 at Makati city Philippines.

WITNESSES:

TALPLACIDO
(ACKNOWLEDGEMENT)
ANOTHER FORM OF DEED OF EXCHANGE WITH RIGHT TO
REPOSSESS
DEED
THIS DEED OF EXCHANGE OF REAL ESTATE is made and executed this

15th day of March 2015, at Makati City Philippines, by and between;

-AND-

WITNESSETH THAT:
FIRST PARTY by this deed does give and deliver to the SECOND
PARTY, his/her heirs and assigns the following property in fee simple:
“Property of the First Party- TCT 321-A under the Registry of Deeds
an area of 55 Square meters;”
SECOND PARTY by this deed does give and deliver to the FIRST
PARTY, his/her heirs and assigns the following property in fee simple:
“Property of Second Party- TCT 123-B under the Registry of Deeds

an area of 55 Square meters;”
THIS DEED OF EXCHANGE is made upon the express condition

that if either of the parties or their executors, administrators or
assigns shall at any time be ousted or evicted from the possession of
the property given n this deed of exchange by any person who has
rightful claim over such property, or any part thereof, this DEED OF
EXCHANGE shall be void upon notice by the party so ousted or evicted
and it shall be lawful for the party to reenter the party’s former
property and to repossess and enjoy their respective properties as if
this deed has no5 been made.
Any and all expenses for the registration, transfer of title to both
parties herein shall be equally paid by them.
In witness whereof, both parties signed this Deed this 3rd of

November 2015 at Makati city Philippines.

WITNESSES:

TALPLACIDO
(ACKNOWLEDGEMENT)
VALUATION OF PROPERTIES-SETTLEMENT OF DIFFERENCE
For the purpose of this agreement, the property of the FIRST

PARTY is valued at Php 350,000.00. The value of the property of the
SECOND PARTY is Php 345,000.00. To settle the difference in value,
the parties agree:
SECOND PARTY will pay the FIRST PARTY the amount of Php
5,000.00 in cash on the day of the exchange of the Deed, pursuant to
this agreement.
REMOVAL OF USABLE IMPROVEMENTS
The parties herein hereby agree that all improvements placed

and found upon the properties subject of this exchange shall remain
on such properties, and shall not be removed, replaced, or destroyed
at any time before the execution of the final exchange of such
properties as the parties herein represent all improvements therein are
usable.
EARNEST MONEY TO ASSURE EXCHANGE
As a gesture of good faith, the parties herein shall deposit with

LANDBANK the sum of Php 100,000.00, and shall not be withdrawn
until the final Deed of Exchange is executed. And in the event either
anyone of the parties herein is in default for failure or refusal to
execute the final Deed of Exchange within 3 days after the execution
of this instrument, the praise herein hereby authorise the party not in
default to withdraw the earnest money deposited with LANDBANK as it
is agreed that the same is forfeited in favour of the innocent party.
ASSIGNMENT OF RENTALS
The property of the FIRST PARTY and the SECOND PARTY are
both under or subject of an existing lease agreement. Hence the
parties herein agreed that all rentals on the subject properties involved
in this Deed of Exchange shall be transferred and assigned to each
other as of June 6, 2015.
ASSIGNMENT OF INSURANCE, PAYMENT OF EXPENSES AND
ASSESSMENT
The properties subject of this Deed of Exchange are both insured

against casualty and other losses with PCI Insurance, under policy
number #23146-AD.
All insurance policies on the subject properties shall be

transferred as they are hereby transferred and assigned as of July 6,
2016, to the respective parties herein. All premiums on insurance
policies transferred under and pursuant to this instrument, and all
taxes and expenses needed to effect such transfer shall be pro-rated
as of June 6 2016. Moreover, each party shall pay the corresponding
assessments on the property beginning the year 2017.
PREPARED BY: GERWIN M. ORTEGA
ASSIGNMENT OF BANK DEPOSIT AS COLLATERAL
ASSIGNOR: ASSIGNEE:
Carlo Rossi Bank of the Philippine Island

#123 Anonas St. Sta. Mesa, Duly organized under Philippine
Manila Laws on August 1, 1851
30 years old With principal office at Makati
Filipino City, Philippines
Single Represented by:
Jose Cuervo
WITNESSETH:
That as security for the payment of a loan obtained by the

ASSIGNOR from ASSIGNEE in the amount of One Million Pesos only
(Php 1,000,000) Philippine currency, with interest at the rate of seven
percent (7%) per annum, payable on or before five year after the
release of loan, the ASSIGNOR hereby transfers and assigns unto
ASSIGNEE all of ASSIGNOR’s rights, titles, and interest in One Million
Pesos only (Php 1,000,000), out of the ASSIGNOR’s deposit with Bank
of the Philippine Island covered by Account No. 12345678 issued in the
name of the ASSIGNOR, it being understood that the ASSIGNEE has
the full control of the said sum assigned from and after this date and
that the same cannot be withdrawn by the ASSIGNOR, his/her heirs,
successors, and representatives unless the said loan granted him as
well as the interest due thereon and expenses incurred have been fully
paid. In case of nonpayment of the said loan at maturity or anytime
upon demand of the ASSIGNEE or any person whatever, the
ASSIGNEE is hereby authorized and empowered to apply the same to
the payment of the loan herein mentioned.
With full knowledge of the above stipulation, I hereby affix my

signature on this document in the City of Manila on this 23 rd day of
March, 2019.
CARLO ROSSI
ASSIGNOR
LILY FORTUNE JOHNNY BRAVO

WITNESS WITNESS
ASSIGNMENT OF BANK DEPOSIT AS GUARANTEE

ASSIGNMENT OF THE DEPOSIT
For valuable consideration, Jose Cuervo, of legal age, Filipino,

single, with residence at #123 Anonas St., Sta. Mesa, Manila,
hereinafter referred to as the “ASSIGNOR,” hereby ASSIGNS,
TRANSFERs, and CONVEYS in favor of Carlo Rossi, of legal age,
Filipino, single and resident of #123 Teresa St., Sta. Mesa, Manila
referred to as the “ASSIGNEE,” the amount of One Million Pesos only
(Php 1,000,000.00) Philippine currency, inclusive of all interests
earned from the date hereof, from Certificate of Time Deposit
(Certificate No. 12345678) (the “Time Deposit”) deposited in the name
of the ASSIGNOR with the Bank of the Philippine Island, subject to the
terms and conditions stipulated hereunder. Said assignment of Time
Deposit may only be revoked upon written consent of the Assignee.
The subject Certificate of Time Deposit is being kept in the safe
deposit box jointly opened by Jose Cuervo and Carlo Rossi.
The ASSIGNOR hereby instructs and authorizes the Branch

manager of Bank of the Philippine Island to allow the
withdrawal/payout of the said Time Deposit inclusive of all interests
earned from the date hereof, only to the ASSIGNEE, immediately upon
presentment by the ASSIGNEE to the ASSIGNOR, or his/her authorized
representative, in the presence of the Branch Manager of Bank of the
Philippine Island the following documents, to wit:
a. Original Owner’s Copy of Transfer Certificate of Title (TCT) to the

property, subject of the sale, in the name of the buyer Lily
Fortune, free from all liens and encumbrances.
b. Original Owner’s Copy of the Tax Declaration of the Land in the

name of Lily Fortune.
c. Original Owner’s Copy of the Tax Declaration of the

Improvements in the name of Lily Fortune.
d. Clearance/Certification from the subdivision Homeowner’s

Association that there are no outstanding dues and payables by
the Assignee to the Association as of the date of the Deed of
Absolute Sale.
e. Duplicate original copy of the duly notarized Deed of Absolute

Sale.
f. Blue print of Building plans of the house constructed.
g. Sample of Utility Bills.

JOSE CUERVO CARLO ROSSI

ASSIGNOR ASSIGNEE
CONFORME:
By:
JOSE MANALO
Branch Manager of Bank
WITNESSES:

WITNESS WITNESS
[ACKNOWLEDGEMENT]
ASSIGNMENT OF DEPOSIT IN PAYMENT OF SALE

The DEED OF ABSOLUTE SALE, made and executed on this 23 rd

day of March, 2019, at #123 Anonas St., Sta. Mesa, Manila, by and
between:
Jose Cuervo, of legal age, Filipino, single, with residence at

#123 Anonas St., Sta. Mesa, Manila, hereinafter called
SELLER;
- and -
Carlo Rossi, of legal age, Filipino, single and resident of

#123 Teresa St., Sta. Mesa, Manila, hereinafter called
BUYER.
WITNESSETH THAT:
The SELLER is the absolute owner of a parcel of land with

improvements covered by Transfer Certificate of Title No. 1234,
situated at the #1010 Anonas St., Sta. Mesa, Manila, and more
A PARCEL OF LAND (Lot 20 Blk 54 of consolidation

N-27024, 51768, 89632, N-11782, N-13466, and 21071
situated in the Bo. of Sta. Mesa, City of Manila, National
Capital Region, Is. of Luzon. Bounded on NE., point 4 to 1
by Road Lot 22, on...to the point of beginning; containing
an area of (280) square meters more or less..."
WHEREAS, the SELLER has offered to sell, and the BUYER has
agreed to purchase, the property.
NOW, THEREFORE, under the foregoing premises and subject to

the terms and conditions herein expressed, the parties have agreed as
follows:
1. CONSIDERATION
For and in consideration of the sum of One Million Pesos only

(Php 1,000,000.00) Philippine currency, payment of which shall be
made upon release of the Transfer Certificate of Title and other related
documents in the name of the BUYER in accordance with the
conditions embodied in the assignment of deposit which is attached
hereto and made part hereof as ANNEX “A,” the SELLER hereby sells,
cedes, assigns, transfers, and convey in favor of the BUYER, its
assigns and successors-in-interest, all rights, titles, and interest in and
over the Property.
2. TAXED AND OTHER CHARGES
2.1 Capital Gains Tax incidental to the transfer of the

ownership of the Property to the BUYER, and Notarial Fees
for this Deed shall be for the SELLER’s account.
2.2 All other fees and taxes including but not limited to
Documentary Stamps, Transfer Tax, and Registration Fees
arising from this transaction shall be for the BUYER’s
account, Real Property taxes due on the Property from the
date hereof shall be for the account of the BUYER.
3. REPRESENTATION AND WARRANTIES
The SELLER hereby represents and warrant to the BUYER that:
a. The SELLER is the lawful and absolute owner of the property,

and has full power and authority to sell or dispose of the
same and transfer the legal title thereto in favor of the BUYER
in accordance with this Deed, and
b. The Property is free and clear from any and all liens or
encumbrances, from restrictions or prohibition that would
otherwise make the sale of the Property to the BUYER illegal,
and from any claim of any third party.
4. SUPPORTING DOCUMENTS
When so requested by the BUYER, the SELLER shall execute and

deliver to the BUYER such other documents as are reasonably
necessary to comply with the requirements of any government
agency for the proper implementation of this Deed.
5. REGISTRATION
The mere presentation of this Deed shall be sufficient authority

for the Register of Deeds to transfer the title of the Property to
the BUYER and to register the Property in accordance with law in
the name in favor of the BUYER.

SELLER BUYER
With my marital consent:
DIN A. NATUTO

WITNESS WITNESS
[ACKNOWLEDGEMENT]
ASSIGNMENT TO SECURE REMITTANCE OF COLLECTION

DEED OF ASSIGNMENT
The DEED OF ASSIGNMENT (“the Deed”) is made and executed this

23rd day of March, 2019, at #123 Anonas St., Sta. Mesa, Manila, by
and between:
JC Corporation, a domestic corporation organized and

existing under and by virtue of Philippine laws, with
principal office address at #123 Anonas St., Sta. Mesa,
Manila, represented herein by its President, Jose Cuervo,
hereinafter referred to as the “ASSIGNOR”:
- and -
MJ Corporation, a domestic corporation organized and

principal office address at #123 Teresa St., Sta. Mesa,
hereinafter referred to as the “ASSIGNEE”:
WITNESSETH THAT:
WHEREAS, ASSIGNOR is a Franchisee of ASSIGNEE in collecting

and receiving monthly bills payments and acting as money remittance
payout center by virtue of the Franchise Agreement (the “Agreement”)
executed by and between ASSIGNOR and ASSIGNEE:
WHEREAS, ASSIGNOR maintains an account (the “Account”) with

Bank of the Philippine Island (the “Bank”), with Time Deposit Account
Number 12345, with an outstanding balance of not less than One
Million Pesos only (Php 1,000,000.00).
WHEREAS, as security for the fulfillment by ASSIGNOR if its

obligations under the Agreement, ASSIGNOR has agreed to assign a
cash deposit in favor of ASSIGNEE.

premises, the parties hereby agree as follows:
1. ASSIGNOR hereby assigns, transfers, and conveys unto

ASSIGNEE, its successors and assigns, all rights and interest of
ASSIGNOR over the amount not exceeding Five Hundred Thousand
Pesos only (the “Cash Bond Deposit”) in the Time Deposit Account.
2. This assignment shall stand as security for the fulfilment of
ASSIGNOR’s obligations to ASSIGNEE under the Agreement, including
any renewal or extension thereof, and for all interest, penalties, fees,
expenses, and other amounts due to ASSIGNEE thereunder, as well as
for any and all other obligations of ASSIGNOR to ASSIGNEE, of
whatever kind and nature, whether absolute or contingent, direct or
indirect, principal or secondary, as shall appear in the accounts, books,
and records of ASSIGNEE from the date of execution of the
Agreement.
3. Notwithstanding the assignment, the Cash Bond Deposit shall

remain in the name of ASSIGNOR and all interest thereon shall be
credited to the Account.
4. Upon the execution of this Deed, ASSIGNOR and ASSIGNEE

shall not be allowed to withdraw, pledge, mortgage, assign, transfer
and/or dispose of any portion of the Cash Bond Deposit except upon
compliance with the requirements specified in paragraphs 6 and 7
below, whichever is application. It shall be understood that the
restrict[ions contained herein shall apply only to the amount of the
Cash Bond Deposit and not to interest earned thereon.
5. ASSIGNOR hereby certifies and guarantees that he/she has

the absolute legal right and authority to make this assignment, that
he/she/it has not assigned or otherwise disposed of any portion of the
Cash Bond Deposit and that there are not orders, garnishments,
attachments, or liens, outstanding or threatened, which may affect the
same in any way.
6. In case of default by ASSIGNOR, ASSIGNEE may withdraw the

Cash Bond Deposit upon presentation to the Bank of the following
documents which the BANK shall accept as conclusive and without
further authority from, or inquiry with, ASSIGNOR:
a. Notarized Board Resolution or Secretary’s Certificate

from ASSIGNEE stating the name and specimen
signature of ASSIGNEE’s representative authorized to
(i) certify on behalf of ASSIGNEE that ASSIGNOR has
defaulted in its obligations; (ii) withdraw the Cash
Bond Deposit; and (iii) do such acts and execute and
any and all documents necessary and proper to
implement the foregoing;
b. Notarized certification from ASSIGNEE’s

representative designated above that ASSIGNOR has
defaulted in its obligations by reason of which he/she
is withdrawing the Cash Bond Deposit;
c. Depending on the type of Cash Bond Deposit, one of

the following documents signed by ASSIGNOR’s
authorized signatory:
(i) Original Certificate of Time Deposit (if TD

placement);
(ii) Passbook and withdrawal slip (if saving
account).
7. The BANK shall not authorize the withdrawal by ASSIGNOR of

the Cash Bond Deposit except upon submission of the following
documents:
a. Notarized Board Resolution or Secretary’s Certificate
from ASSIGNEE stating the name and specimen
signature of ASSIGNEE’s representative authorized to:
(i) approve the withdrawal by ASSIGNOR of the Cash
Bond Deposit for any reason whatsoever, and (ii) do
such acts and execute all documents necessary and
proper to implement the foregoing;
b. Notarized certification/statement from ASSIGNEE’s

representative designated above, approving
withdrawal of the Cash Bond Deposit by ASSIGNOR
and indicating the reason for such withdrawal (e.g.
termination of contract, etc.);
c. Depending on the type of Cash Bond Deposit, one of

the following documents signed by ASSIGNOR’s
authorized signatory:
(i) Original Certificate of Time Deposit (if TD

placement);
(ii) Passbook and withdrawal slip (if saving

account).
8. ASSIGNOR hereby authorizes the BANK to disclose to

ASSIGNEE all information pertaining to the Cash Bond Deposit and/or
Account upon receipt by the BANK of a written request from ASSIGNEE
and hereby releases the BANK from whatever liability that may arise
virtue of the disclosure.
9. ASSIGNOR and ASSIGNEE hereby hold the BANK, its

directors, officers, employees, and representation, free and harmless
from any and all losses, damages, liabilities, claims, and causes of
action relating to, arising from, or in connection with, the
implementation of this Deed, including the release by the BANK of the
Cash Bond Deposit in accordance with said Deed.

ASSIGNOR ASSIGNEE
WITH THE BANK CONFORMITY

By:
JOSE MANALO
WITNESSES:

WITNESS WITNESS
[ACKNOWLEDGEMENT]
GROUP ASSIGNMENT OF EMPLOYEE’S WAGES

AGREEMENT
This AGREEMENT is made and entered into this 23 rd day of

March, 2019, at #123 Anonas St., Sta. Mesa, Manila, by and between:

GUARANTOR;
- and -

hereinafter referred to as the “BANK”:
WITNESSETH THAT:
WHEREAS, the GUARANTOR is the president of Manila Tubig

Company with office at #456 Anonas St., Sta. Mesa, Manila, is hereby
certifying to the BANK that the employees of said Manila Tubig
Company listed in Annex “A” which is attached hereto and made part
hereof are regular and permanent employees of the Manila Tubig
Company for more than 5 years;
WHEREAS, said employees in Annex “A” are desirous to avail

loan from the BANK for their personal needs and the BANK is willing to
accommodate them through their EMPLOYEES LOAN PROGRAM;
WHEREAS, the officer-in-charge and the

cashier/paymasters/disbursing officer designated/appointed are
hereby expressly authorized by the employee(s)/borrower(s) to deduct
from their salaries their loan payment every 15th day of the month;
WHEREAS, as a condition for the availment of the loan the

borrower-employee must have had two (2) Sureties-Co-Makers who
must likewise be permanent regular employees of the Manila Tubig
Company;
WHEREAS, a copy of the respective total amortization to be paid

by the employee-borrower will be given to the latter and to the officer-
in-charge/cashier/paymasters/disbursing officer designated/appointed
by the BANK before the release of the loan to the employee-borrower;
WHEREAS, in the event of failure on the part of the employee-
borrower to pay any installment when due, the two (2) sureties-co-
makers are joint and severally liable to pay the loan including interest,
surcharges and penalties and other lawful claims of the BANK;
WHEREAS, the guarantor shall:
1. Determine the eligibility of the employee-borrower for the

program and certify them to the BANK;
2. Ensure the compliance with the terms and conditions of the

loan and hereby assure the BANK that the officer-in-
charge/cashier/paymasters/disbursing officer shall regularly deduct
from the monthly salary of the employee(s)/borrower(s) who have
assigned to the BANK their monthly loan payment and who, by signing
this agreement, hereby undertake to remit to the BANK the sum so
deducted within five working days from and after the salary deduction;
NOW, THEREFORE, in consideration of the foregoing premises,

the parties herein have agreed to be bound by the following terms and
conditions:
A. To qualify for the program the employee-borrower must

submit the following:
1. Application from duly accomplished by the employee-

borrower.
2. Certificate of employment
3. Company ID
4. 2x2 ID pictures
5. Two (2) Surety-Co-Makers
6. Pay slip (last 2 months)
B. The maximum amount of loan is five times the monthly salary

of the employee-borrower but the loan shall not be more than One
Hundred Thousand Pesos (Php100,000) which shall bear interest at the
rate of four percent (4%) per annum.
C. Any and all the stipulations, terms, and conditions embodied

in the promissory note which is attached and made part hereof as
Annex “B” and such other conditions which the BANK may hereafter
impose are hereby expressly made an integral part of this agreement.

Officer-in-charge Cashier/Disbursing
Officer/Paymaster
BANK
By:
JOSE MANALO
WITNESSES:

WITNESS WITNESS
[ACKNOWLEDGEMENT]
ASSIGNMENT OF SALARY
I, Gerwin M. Ortega, Filipino, of legal age and residing at #123

Anonas St., Sta. Mesa, Manila, employed as Regulatory Financial
Manager in Manila Tubig Company, in consideration of the amount of
One Million Pesos (P1,000,000) which I borrowed/advanced from th
company, receipt whereof is hereby acknowledged, do hereby assign
and transfer to said Manila Tubig Company the amount of One Million
Pesos (P1,000,000) due me from Manila Tubig Company, to be
deducted from my wages as part of my wages for my services every
pay day commencing April 1, 2019 and ending April 1, 2024. I do
hereby grant said company the full power and authority to collect,
receive, and give acquaintance for the same or any part thereof, in my
name or otherwise.
GERWIN M. ORTEGA
WITNESSES:

WITNESS WITNESS
[ACKNOWLEDGEMENT]
ASSIGNMENT OF AGREEMENT
ASSIGNMENT OF AGREEMENT
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (the

“Agreement”) is made as of March 22, 2019, by and between Cuervo
Corporation, a company organized and existing under the laws of the
Philippines, and acting through its branch in Manila with its registered
address at #123 Anonas st., Sta. Mesa, Manila (“Assignor”), and Rossi
Corporation, a company organized and existing under the laws of
Philippine with its registered address at #123 Teresa St., Sta. Mesa,
Manila (“Assignee”).
RECITALS:
A. Assignor and IBC Corporation are the current parties to those

certain agreements set forth on the Schedule 1 attached hereto and
made a part hereof, relating to the Concession Agreement
(collectively, the “Assigned Agreements”).
B. Assignor desires to assign Assignee to all of Assignor’s right,

title, and interest in and to the Assigned Agreements, and Assignee
desires to assume the rights and obligations of Assignor with respect
to the Assigned Agreements.
NOW, THEREFORE, in connection of the foregoing and other

good and valuable consideration, the receipt and sufficiency of which
are hereby acknowledged. Assignor and Assignee hereby agree as
follows:
1. Assignment. Assignor hereby sells, assigns, conveys,

transfers, and grants to Assignee all of Assignor’s rights, title, and
interest in, to and under the Assigned Agreements as of 12:00 a.m. on
March 22, 2019 (the “Effective Date”).
2. Assumption. Assignee hereby accepts all of Assignor’s rights,

title, and interest in, to and under the Assigned Agreements, agrees to
be bound by the Assigned Agreements accruing from and after 12:00
a.m., on the Effective Date. Assignee shall be deemed to have
assumed and shall be responsible for, all duties, obligations, and
liabilities of Assignor accruing under or with respect to the Assigned
Agreements irrespective of the date on which such dirties, obligations,
and liabilities accrued.
3. Indemnity by Assignee. Assignee shall indemnity defend and

hold Assignor harmless from any claim, liability, cost or expense
(including without limitation reasonable attorney’s fees arising out of
the Assigned Agreements from and after the Effective Date.
4. Indemnity by Assignor. Assignor shall indemnity, defend, and

hold Assignee harmless from any claim, liability, cost or expense
(including without limitation reasonable attorney’s fees and costs)
arising out of the Assigned Agreements for the period prior to the
Effective Date.
5. Notices. All notices to be delivered to Assignee under the

Assigned Agreements shall be directed as follows:
6. Further Assurances. Promptly upon request of the other party,

Assignor and Assignee shall execute, acknowledge (as appropriate)
and deliver to the other such further actions as may be reasonably
required or appropriate perfect the assignment and assumption of the
Assigned Agreements and otherwise carry out the intent and purpose
of the Agreement, provided that neither party shall incur any material
additional cost, expense, or obligation in connection with any act that
the other party may request.
7. Binding effect. The terms, covenants, conditions, and

obligations imposed upon each party herein shall be binding upon the
successors and assigns of such part.
8. Counter Parts. This agreement may be executed by the

parties in counter parts, in which event the signature pages shall be
combined in order to constitute a single original document.

ASSIGNOR ASSIGNEE
WITNESSES:

WITNESS WITNESS
[ACKNOWLEDGEMENT]
ASSIGNMENT OF CONDOMINIUM UNIT

DEED OF ASSIGNMENT OF CONDOMINIUM UNIT
This Deed of Assignment is executed this 23rd day of March at

City of Manila, Philippines, by and between:

#123 Anonas St., Sta. Mesa, Manila, hereinafter referred
to as the “ASSIGNOR”;
- and -

#123 Teresa St., Sta. Mesa, Manila, hereinafter referred to
as the “ASSIGNEE”.
WHEREAS, Malayang Lupa Corporation (the “Malayang

Lupa”) has agreed to sell to ASSIGNOR, and ASSIGNOR has
agreed to purchase from Malayang Lupa, the following property:
Project : Maui Oasis

Lot/Unit : 31020
Approximate Area : 60 sq. m.
TCT/CCT No. : 1234567
Parking Slot/s : 1
CCT No. : 0986829
(hereinafter the “Subject Property”) under such terms and

conditions contained in a Request for reservation and Offer to
Puchase dated March 22, 2019;
WHEREAS, ASSIGNOR desires to cede, transfer, and

assign, all of ASSIGNOR’s rights and interest in the Subject
Property unto ASSIGNEE;
NOW, THEREFORE, for and in consideration of the

foregoing premises and the terms and conditions hereinafter set
forth, the parties have agreed as follows:
1. ASSIGNOR hereby cedes, transfers, and assigns all of

ASSIGNOR’s rights and interest in Subject Property unto
ASSIGNEE for valuable consideration payable in the following
manner:
2. ASSIGNEE agrees to comply strictly with the provision of

the Master Deed and Declaration of restrictions of the Project,
the Articles of Incorporation and By-Laws of the homeowners’
associations/condominium corporation to be organized in the
Project, all of which are deemed incorporated by reference into
this Deed of Assignment.
3. The parties agree that the transfer/condominium

certificate of title covering Subject Property shall be held and
retained by Malayang Lupa until such time that ASSIGNEE has
settled all obligations to Malayang Lupa and has paid the taxes,
fees, and other expenses referred to in Section 4 hereof, after
which title to Subject Property shall be conveyed by Malayang
Lupa directly to ASSIGNEE.
4. The creditable withholding tax on the sale of Subject

Property to ASSIGNEE shall be for the account of Malayang Lupa.
The documentary stamp tax, business tax, registration fee,
transfer tax and all other taxes, fees and expenses, which may
now or hereinafter be imposed or incurred in connection with the
sale of Subject Property in favor of ASSIGNEE, execution and
registration of the Deed of Absolute Sale with the appropriate
Registry of Deeds, and issuance and transfer in favor of
ASSIGNEE of the corresponding transfer/condominium certificate
of title covering Subject Property from date of turn-over of
Subject Property to ASSIGNOR and/or ASSIGNEE shall be
refundable assignment of fee in the amount of Fifty Thousand
Pesos only (P50,000) shall be imposed by Malayang Lupa on this
assignment, which shall be for the account of ASSIGNOR.
5. ASSIGNOR and ASSIGNEE hereby covenant that they

shall hold harmless and indemnity Malayang Lupa, its
successors, assigns, stockholders, directors, and officers against
any and all liability, obligation, claim, suit or action, loss,
damage, cost and expense to which Malayang Lupa, its
successors, assigns, stockholders, directors, and officers may
become subject, arising from or in connection with any claims
which ASSIGNOR or ASSIGNEE may set up against each other or
which may otherwise be made by any person or entry in
connection with the execution of this Deed of Assignment
including assessments by the Philippine government of
incremental taxes on this assignment.

ASSIGNOR ASSIGNEE
CORPORATION
By:
JOSE MANALO
FINANCE DIRECTOR
WITNESSES:

WITNESS WITNESS
[ACKNOWLEDGEMENT]
ASSIGNMENT OF COPYRIGHT OF MUSICAL COMPOSITION

DEED OF ASSIGNMENT
This Deed of Assignment of copyright of Musical Composition

entered into this 23rd day of March, 2019, at #123 Anonas St., Sta.
Mesa, Manila, by and between:

GUARANTOR;
- and -

hereinafter referred to as the “BANK”:
WITNESSETH THAT:
WHEREAS, the COMPOSER owns and has a copyright on

his musical composition with the title All Things Coffee;
WHEREAS, the PUBLISHER desires to publish and to have

the copyright to the composition of the Composer and the latter
is willing to GRANT to the publisher the assignment of the
copyright to his composition;
NOW, THEREFORE, for and in consideration of the following

terms and conditions, the parties herein agreed:
1. The COMPOSER hereby cedes, assigns, transfers and

delivers into the publisher the copyright relating to the
unpublished musical composition of the composer entitled All
Things Coffee as well as the right to secure a worldwide
copyright thereto, to have and to hold the same all rights of
whatsoever nature and hereunder for a period of one year from
and after the execution of the instrument.
2. In consideration of such assignment, the PUBLISHER

shall exert al efforts to generate revenues in accordance with his
better business judgment and to pay the Composer the following
amount of ROYALTIES in connection with the composition:
a. Fifty Thousand Pesos (P50,000) per month;
b. Additional 5% of gross receipts from sale of album
either through internet downloads or Home Theater
Package
c. Additional 1% in excess of Five Million Pesos gross
receipts.
3. The PUBLISHER shall render an accounting and make

payments to the COMPOSER every 15 th day of the month until
the expiration of this agreement. The COMPOSER may engage
the services of an accountant who, at any time during
reasonable business hours, have access to all the book of
accounts of the PUBLISHER and of all third parties to whom the
PUBLISHER causes the publication of the composition subject of
this agreement for the purpose of verifying the correctness of
the payments made by the PUBLISHER to the COMPOSER.
4. Any and all expenses paid by the PUBLISHER by reason

of any legal action initiated by him against any infringer of the
composition shall be for his exclusive account. However, any and
all damages or amount recovered as a result of such legal action
shall exclusively belong to the PUBLISHER.
5. The COMPOSER hereby warrants that the composition is

solely and entirely written by him and that the same is his
original work; That he has absolute right to assign the copyright
as he hereby represents that there is no adverse claim to the
composition.
6. The COMPOSER hereby holds harmless the PUBLISHER

against all claims, demands, actions, damages, and liabilities of
any nature whatsoever including cost, expenses, and attorney’s
fees arising out of any claim by any third party which is
inconsistent with the warranties or representation made by the
COMPOSER. And the PUBLISHER is hereby authorized to engage
the services of counsel to defend and protect the right and
interest of the PUBLISHER in the composition. In this regard, the
COMPOSER, hereby commits to reimburse the PUBLISHER for
any and all expenses he may incur in pursuing such defense and
protection.

COMPOSER PUBLISHER
[ACKNOWLEDGEMENT]
NOVATION BY SUBSTITUTION OF DEBTOR WITHOUT THE
LATTER’S CONSENT

AGREEMENT
This AGREEMENT is made and executed on this 23 rd day of


#123 Anonas St., Sta. Mesa, Manila, hereinafter called the
“FIRST PARTY”;
- and -

#123 Teresa St., Sta. Mesa, Manila, hereinafter called the
“SECOND PARTY”:
WITNESSETH THAT:
Jose Manalo, of legal age, Filipino, single, with residence at #456

Anonas St., Sta. Mesa, Manila, is indebted to the FIRST PARTY in the
sum of One Million Pesos only (P1,000,000) by virtue of a promissory
note copy of which is attached herewith and made part hereof as
Annex “A.”
For and in consideration of Fifty Thousand Pesos (P50,000)

receipt of which is hereby acknowledge from Carlo Rossi, the FIRST
PARTY hereby releases and forever discharges Jose Manalo from the
obligations of paying the said promissory note Annex “A” hereof.

WITNESSES:

WITNESS WITNESS
[ACKNOWLEDGEMENT]
NOVATION BY SUBSTITUTION OF CREDITOR

NOVATION – SUBSTITUTION OF CREDITOR


“DEBTOR”;
- and -

“ORIGINAL CREDITOR”:
- and -
Johny Bravo, of legal age, Filipino, single and resident of

“SUBSTITUTED CREDITOR”:
WITNESSETH THAT:
1. Undertaking of Debtor - Jose Cuervo hereby agrees with

Johny Bravo to be bound by terms of the original contract in all
respects as if SUBSTITUTED CREDITOR were and original party to said
contract in lieu of ORIGINAL CREDITOR; SUBSTITUTED CREDITOR
shall receive the sum of One Million Pesos (P1,000,000) now due from
DEBTOR to ORIGINAL CREDITOR according to the provision of the
original contract, and such payments shall commence on or before
March 22, 2019.
2. Release of Debtor by Original Creditor. ORIGINAL CREDITOR

releases and discharges DEBTOR from all claims and demands
whatsoever in connection with the original contract. SUBSTITUTED
CREDITOR agrees to perform and be bound by the terms of the
original contract in all respects as if he were an original party to said
contracts in lieu of ORIGINAL CREDITOR.

DEBTOR ORIGINAL CREDITOR
JOHNNY BRAVO
SUBSTITUTED CREDITOR
WITNESSES:
LILY FORTUNE JACK DANIELS

WITNESS WITNESS
[ACKNOWLEDGEMENT]
NOVATION BY SUBSTITUTION OF DEBTOR

NOVATION – SUBSTITUTION OF DEBTOR


“CREDITOR”;
- and -

“ORIGINAL DEBTOR”:
- and -

“SUBSTITUTED DEBTOR”:
WITNESSETH THAT:
1. Undertaking of Substituted Debtor – John Bravo agrees to

perform and be bound by the terms of the original contract Annex “A”
hereof in all respects as if he were and original party to said contract
in lieu of DEBTOR; SUBSTITUTED DEBTOR shall pay the sum of One
Million Pesos (P1,000,000) now due from DEBTOR to CREDITOR
according to the provision of the original contract, and such payments
shall commence on or before March 22, 2019.
2. Release of Original Debtor and Agreement for acceptance of

Substituted Debtor. CREDITOR releases and discharges the DEBTOR
from all claims and demands whatsoever in connection with the
original contract and accepts the liability of the SUBSTITUTED
DEBTOR. CREDITORY hereby agrees with SUBSTITUTED DEBTOR to be
bound by the terms of the original contract Annex “A.”

DEBTOR ORIGINAL CREDITOR
JOHNNY BRAVO
SUBSTITUTED CREDITOR
WITNESSES:

WITNESS WITNESS
[ACKNOWLEDGEMENT]
NOVATION BY TRANSFER OF RIGHTS OVER LAND

TRANSFER OF RIGHTS OVER REAL ESTATE
This DEED OF TRANSFER OF RIGHTS is executed on March,

2019, at #123 Anonas St., Sta. Mesa, Manila, by and between:

“TRANSFEROR”;
- and -

“TRANSFEREE”:
- and -

“CREDITOR”:
WITNESSETH THAT:
1. The TRANSFEROR purchased from the CREDITOR a certain

property on installment basis, copy of the Deed of Sale is attached
hereto and made part hereof as Annex “A”; which property is

N-27024, 51768, 89632, N-11782, N-13466, and 21071
2. Pursuant to said Deed of Sale, the TRANSFEROR has already

paid the CREDITOR five (5) installments. Thus, as of the execution of
this instrument there is still due, payable and unpaid to the CREDITOR
from the TRANSFEROR the unpaid balance in the sum of One Million
Pesos only (Php 1,000,000);
3. The TRANSFEREE has agreed to assume all the rights and
obligations of the TRANSFEROR by substituting him as the new debtor
of the CREDITOR with the express consent of the latter.
NOW, THEREFORE, for and in consideration of One Million

Pesos only (P1,000,000), with the consent of the CREDITOR, the
TRANFEREE has substituted and by this presents hereby substitutes
the TRANSFEROR to all the rights and obligations of the latter over the
property subject of Annex “A” hereof.
It is understood that the Deed of Sale Annex “A” is hereby

cancelled and revoked and of no further effect whatsoever as the
TRANSFEREE is now the new DEBTOR of the CREDITOR by virtue of
this instrument.
JOSE CUERVO CARLO ROSSI JOHNY BRAVO

TRANSFEROR TRANSFEREE CREDITOR
WITNESSES:

WITNESS WITNESS
[ACKNOWLEDGEMENT]
GRANT OF EASEMENT – SHORT FORM

GRANT OF EASEMENT
I, Jose Cuervo, of legal age, Filipino, single, with residence at

#123 Anonas St., Sta. Mesa, Manila, the owner of land located at
#123 Anonas St., Sta. Mesa, Manila covered by OCT/TCT No. 123456
issued by the Register of Deeds of City of Manila and more particularly
as follows:

N-27024, 51768, 89632, N-11782, N-13466, and 21071
situated in the Bo. of San Donisio, City of Manila, National
FOR AND IN CONSIDERATION of One Million Pesos only (Php

1,000,000), receipt of which is acknowledged, granted, sold and
conveyed unto Carlo Rossi, of legal age, Filipino, single and resident of
#123 Teresa St., Sta. Mesa, Manila, the following easement:
A 12-foot wide strip of land adjacent and parallel to the

northerly and easterly sides of the above described
permanent easement (see Exhibit ‘A’, easement sketch)
The easement granted by this deed is for the benefit of and

appurtenant to that real property or any portion of such property
owned by the GRANTEE situated in the City of Manila, which is

N-27024, 51768, 89632, N-11782, N-13466, and 21071

GRANTOR GRANTEE
WITNESSES:
WITNESS WITNESS
[ACKNOWLEDGEMENT]
EASEMENT BETWEEN ADJOINING OWNERS

AGREEMENT
This AGREEMENT is made and executed into on March,


“PARTY OF THE FIRST PART”;
- and -

“PARTY OF THE SECOND PART”:
The parties recite and declare as follows:
A. The parties have an interest in adjoining real estate situated

in the City of Manila, respectively and particularly described as follows:
OWNED BY THE PARTY OF THE FIRST PART

N-27024, 51768, 89632, N-11782, N-13466, and 21071
OWNED BY THE PARTY OF THE SECOND PART

N-27024, 51768, 89632, N-11782, N-13466, and 21071
B. The parties desire to create a common driveway between the

above-described adjoining lots owned by them for the benefit of each
of them.
In consideration of the above recitals and the terms and
covenants of this agreement, the parties agree as follows:
1. An easement for a common driveway in favor of lot 20, owned

by PARTY OF THE FIRST PART, is created over the strip of land 15 feet
wide along the east boundary line of lot 20, and an easement for a
common driveway is created in favor of lot 40, owned by PARTY OF
THE SECOND PART over the strip of land 10 feet wide along the west
boundary of lot 20 for the purpose of creating a common driveway 15
feet in width for the benefit of both of the above-described lots. The
common driveway is more particularly described in the plan attached
hereto and made part hereof as Annex “A.”
2. The easement created by this AGREEMENT is superior and

paramount to the rights of either of the parties to this AGREEMENT in
the respective servient estates so created, and the parties further
agree that it is a covenant that shall run with the land.
3. This easement is effective on the date of execution of this

agreement.

SIGNATURE OF FIRST PARTY SIGNATURE OF SECOND PARTY
[ACKNOWLEDGEMENT]
ANOTHER FORM OF GRANT OF EASEMENT
DEED OF EASEMENT
I, Jose Cuervo, of legal age, Filipino, single, with residence at

#123 Anonas St., Sta. Mesa, Manila, am the owner of a parcel of land
located at #123 Anonas St., Sta. Mesa and more particularly described
as follows:

N-27024, 51768, 89632, N-11782, N-13466, and 21071
FOR AND IN CONSIDERATION of One Million Pesos only (Php

1,000,000), receipt of which is hereby acknowledged in full, I have
granted, sold and conveyed unto Carlo Rossi, of legal age, Filipino,
single and resident of #123 Teresa St., Sta. Mesa, Manila the following
easement:

The easement granted by this deed is for the benefit of the

appurtenant to that real property, or any portion of such property
belonging to the GRANTEE situated at #123 Teresa St., Sta. Mesa,
Manila described as follows:

I, as GRANTOR, hereby release all rights in the above-described

easement in the favor of GRANTEE.

GRANTOR GRANTEE
[ACKNOWLEDGEMENT]
EASEMENT OF RIGHT-OF-WAY OVER EXISTING PRIVATE ROAD

AGREEMENT
I, Jose Cuervo, of legal age, Filipino, single, with residence

at #123 Anonas St., Sta. Mesa, Manila, the owner of land located at
#123 Anonas St., Sta. Mesa, Manila covered by OCT/TCT No. 123456
issued by the Register of Deeds of City of Manila and more particularly
as follows:

N-27024, 51768, 89632, N-11782, N-13466, and 21071
FOR AND IN CONSIDERATION OF One Million Pesos only (Php

1,000,000), receipt of which is hereby acknowledged in full. I have
granted and conveyed unto Carlo Rossi, of legal age, Filipino, single
and resident of #123 Teresa St., Sta. Mesa, Manila, the right to use as
a means of ingress and egress to and from the GRANTEE’s property
the present private road located on the above-described property
leading to and from east boundary to west boundary which private
road is shown in the attached sketch plan which is attached hereto and
made part hereof as Annex “A.”
JOSE CUERVO
WITNESSES:

WITNESS WITNESS
[ACKNOWLEDGEMENT]
GRANT OF RIGHT-OF-WAY TO CITY TO CONTRUCT AND
MAINTAIN DRAINAGE DITCH
GRANT OF EASEMENT
We, Johnny Bravo and Lily Fortune, husband and wife, of #123
Anonas St., Sta. Mesa, Manila, in consideration of One Million Pesos
only (Php 1,000,000), the receipt of which is hereby acknowledged,
and the prospective benefits to be derived by reason of the locating,
establishing, constructing and maintaining of a certain drain under the
supervision of the Department of Public Works of the City of Manila,
Philippines, as described below, do grant, convey and release to the
City of Manila, an easement and right-of-way for a certain drain, more
particularly designated and described below, over and across real
property owned by us and situated at #123 Anonas St., Sta. Mesa,
Manila, covered by OCT/TCT and more particularly described as
follows: 1234567.

N-27024, 51768, 89632, N-11782, N-13466, and 21071
The right-of-way granted, conveyed and released by this

instrument is for the sole purpose of locating, establishing,
constructing and maintaining over and across the above-described real
property a certain drain, petition for which was made in writing to the
Department of Public Works on March 22, 2019 by City of Manila and
others, and the need for such drain has been determined by the
Department of Public Works by order number 12345 dated March 23,
2019.
The route and course of the drain is described as follows:

This conveyance is based on the above-described line of route

and shall be deemed to include the extreme width of the drain as
shown in the survey thereof, a true and correct copy of which is
attached to this instrument, marked as Exhibit “A”, and, by this
reference, made a part of this instrument as fully and to the same
effect as if set forth in this instrument in its entirety. We also grant
and convey to the City of Manila, 12 feet on each side of the centerline
of such drain for the construction and maintenance of such drain; and
it shall be deemed a sufficient conveyance to vest in the City of Manila
an easement in such lands for the uses and purposes of drainage,
together with such rights of entry on, passage over, deposit of
excavated earth and storage of material and equipment on such area
as may be necessary or useful for the construction, maintenance,
cleaning out, and repair of such drain. We expressly release the City of
Manila from any and all claims for damages arising in any way or
incident to the construction and maintenance of the drain across the
above-described real property.
IN WITHNESS WHEREOF, we have executed this instrument this

day of 23rd March, 2019 at #123 Anonas St., Sta. Mesa, Manila.
JOHNNY BRAVO LILY FORTUNE
[ACKNOWLEDGEMENT]
GRANT OF TEMPORARY EASEMENT TO USE OF ADJACENT LAND
GRANT OF EASEMENT
We, Johnny Bravo and Lily Fortune, husband and wife, of #123
Anonas St., Sta. Mesa, Manila, are the owners of the real property
described below, for and in consideration of the sum of One Million
Pesos only (Php 1,000,000), duly paid, the receipt of which is
hereby acknowledged, and the further consideration of the
performance of the covenants and agreements by the GRANTEE, as set
out and expressed below, do hereby grant, remise and relinquish to
Carlo Rossi, of legal age, Filipino, single and resident of #123 Teresa
St., Sta. Mesa, Manila, his/her successors and assigns, here referred
to as GRANTEE, the right, privilege, and easement to use and occupy
temporarily, during the initial construction of Condominium, and
appurtenances belonging to such property, for the accommodation of
construction equipment, materials, excavated earth, over and across
Tower DreamWorks. As a further consideration of this grant, GRANTEE
agrees as follows:
SECTION ONE
CONDITIN OF PROPERTY
A. Immediately following the initial construction referred to

above, GRANTEE will cause to be removed from the above-described
property, all debris, surplus material, and construction equipment and
leave such property in a neat and presentable condition.
B. Surplus excavated earth will be mounded neatly over the

trench to a depth not exceeding 24 inches, or used for filling and
leveling on the premises, or hauled away at the option of the
GRANTORS.
SECTION TWO
RESTORATION OF IMPROVEMENTS
In the event that fences, driveways or permanent buildings of

the GRANTORS are removed or damaged by GRANTEE’s agents during
the initial construction referred to above, GRANTEE will cause such
improvements on the above-described property to be repaired and
restored to a condition fully equal to that existing before construction
operations were commenced.
SECTION THREE
RESTORATION OF SURFACE CONTOURS
Following completion of construction, GRANTEE will cause the

prompt restoration to smooth the surface contours and neat condition
of any portion of the above-mentioned trench that may have settled.
SECTION FOUR
TERMINATION
The right, privilege and easement granted by this instrument for
temporary construction use of those portions of the above-described
property as may lie outside the boundaries of the above-mentioned
permanent easement shall cease and terminate immediately following
the completion of construction, final inspection, and inspection of the
condominium building mentioned above, and the performance by
GRANTEE of the conditions and covenants set out in this instrument.
SECTIO FIVE
BINDING EFFECT
This instrument, and the covenants and agreements contained in

this instrument shall inure to the benefit of and be binding and
obligatory on the heirs, executors, administrators, successors and
assigns of the respective parties.
IN WITNESS WHEREOF, the parties herein have affixed their

signatures in this instrument on this day of March 22, 2019 at #123
Anonas St., Sta. Mesa, Manila.

GRANTOR GRANTEE
[ACKNOWLEDGEMENT]
GRANT OF SOLAR EASEMENT AGREEMENT
This AGREEMENT is made and executed into on March,


“GRANTOR,”
- and -

“GRANTEE.”
The parties recite and declare as follows:
WHEREAS, GRANTOR is the owner of certain real property

situated at #123 Anonas St., Sta. Mesa, Manila, herein referred to as
the servient estate and more particularly described as follows:

N-27024, 51768, 89632, N-11782, N-13466, and 21071
WHEREAS, GRANTEE is the owner of certain real property here

referred to as the dominant state, and more particularly described as
follows:

N-27024, 51768, 89632, N-11782, N-13466, and 21071
WHEREAS, GRANTEE desires to acquire certain rights in the

servient tenement and the GRANTOR is willing to grant the same;
NOW, THEREFORE, for and in consideration of the above recitals
and the terms and covenants of this agreement, the parties agree as
follows:
SECTION ONE
GRANT OF EASEMENT
In consideration of the payment of One Million Pesos only

(Php 1,000,000) from GRANTEE, receipt of which is acknowledged,
GRANTOR grants to GRANTEE an easement as described below.
SECTION TWO
CHARACTER OF EASEMENT
The easement granted in this instrument is appurtenant to the

dominant tenement.
SECTION THREE
DESCRIPTION OF EASEMENT
The easement granted in this instrument is a right of receiving

sunlight across the servient tenement for a solar energy system
located on the dominant tenement.
SECTION FOUR
LOCATION OF EASEMENT
A. The solar easement is located as follows: That airspace

located above a horizontal plane, which plane is located 45 feet above
the entire property of GRANTOR. For purposes of determining that
plane, the zero foot elevation point shall be the stretch of the sidewalk
of #123 Anonas Street that currently runs along the southern
boundary of servient tenement.
B. The location of the easement is also described in the diagram

attached to this instrument as Exhibit “A” and, by this reference, made
a part of this instrument as fully and to the same effect as if set forth
in this instrument in its entirety.
SECTION FIVE
RESTRAINTS IMPOSED BY EASEMENT
The solar easement granted by this instrument imposes the

following restrictions on the future use and enjoyment of the servient
tenement to prevent the impairment or destruction of the passage of
sunlight through the easement: No vegetation, structures, or other
objects will be allowed to encroach into the above-described solar
easement, with the exception of the existing trees that are located
approximately 25 feet northeast of the southwest corner of the
servient tenement.
SECTION SIX
TERMINATION
The easement, rights and privileges granted under this
instrument shall cease and terminate on any substantial and
permanent change of condition in the dominant tenement, whereby
the solar energy system is no longer required or used for producing
energy, or such system is permanently dismantled, removed or
abandoned by GRANTEE.
SECTION SEVEN
ENTIRE AGREEMENT
This agreement constitutes the entire agreement between the

parties and any prior understanding or representation of any kind
preceding the date of this agreement shall not be binding on either
party except to the extent incorporated in this agreement.
SECTION EIGHT
MODIFICATION OF AGREEMENT
Any modification of this agreement or additional obligation

assumed by either party in connection with this agreement shall be
binding only if evidenced in writing signed by each party or an
authorized representative of each party.
SECTION NINE
ATTORNEY’S FEES
In the event of any controversy, claim, or dispute relating to this

instrument or its breach, the prevailing party shall be entitled to
recover reasonable expenses, attorney’s fees and costs.
SECTION TEN
BINDING EFFECT
This agreement shall bind and insure to the benefit of the

respective heirs, personal representatives, successors, and assigns of
the parties.
SECTION ELEVEN
NOTICES
Any notice provided for or concerning this agreement shall be in

writing and shall be deemed sufficiently given when sent by certified or
registered mail if sent to the respective address of each party as set
forth at the beginning of this agreement.

GRANTOR GRANTEE
WITNESSES:

WITNESS WITNESS
[ACKNOWLEDGEMENT]
PREPARED BY: CHONA B. SANOY
ATTESTATION CLAUSE
We, the undersigned attesting witnesses, whose residences are

stated opposite our respective names, do hereby certify; That the
testator, LEO T. BORJA has published unto us the foregoing will
consisting of four (4) pages numbered correlatively in letters in the
upper part of each page, as his/her Last Will and Testament and has
signed the same and every page thereof, on the left margin, in the
presence of the testator and in the presence of each and all of us.
RAMON S. REYES __ 712 Crossing Street, Manila

Signature of witness Residence
ALITA M. LIM_____ 127 Apollo Street, Manila__

NITA T. SANCHES__ 451 Reyna Street, Manila__

JOINT ACKNOWLEDGEMENT
BEFORE ME, Notary Public for and in the City of Manila,

Philippines, this 23rd day of March, 2019, personally appeared:
The testator, LEO T. BORJA, with Community Tax Certificate No.
14324, issued of February 10, 2019 at Manila City;
Witness, RAMON S. REYES, with Community Tax Certificate No.
Witness, ALITA M. LIM, with Community Tax Certificate No.
Witness, NITA T. SANCHES, with Community Tax Certificate No.
09568, issued of February 10, 2019 at Manila City,
all known to me to be the same persons who signed the foregoing Will,
the first as testator and the last three as instrumental witnesses, and
they respectively acknowledged to me that they signed the same as
their own free act and deed.
This Will consists of four (4) pages, including the page on which
this acknowledgment is written, and has been signed on the left
margin of each and every page thereof by the testator and her
witnesses, and sealed with my notarial seal.
IN WITNESS WHEREOF, I have hereunto set my hand the day,
year and place above written.
ATTY. MELANIE C. BITAG

Notary Public for Manila City
1543 Building, Unit 304, Sta. Fe,
Manila
Roll No.1902
PTR No. 123546; 7/7/13
IBP No. 121289; 7/7/13
Doc. No. 3;
Page No. 11;
Book No. 3;
Series of 2019.
ATTESTATION CLAUSE OF ONE PAGE WILL
ATTESTATION CLAUSE
This attestation clause is contained on this and only page one (1)
where this will is written. All of us, the subscribing witnesses, including
the testator, have signed this will which has only one (1) page,
including the space where this attestation clause is written, in the
presence of the testator and each of every one of us.
_RONALYN D. SINCO_
TESTATOR
WITNESSES:
ELLA M. ABORJE LINDA T. RINO AYA L. SANTOS

ATTESTATION CLAUSE IN TAGALOG
ATTESTATION CLAUSE
Kami, na nakalagda sa ibaba nito ay nagpapatunay na:

Si G. LEO T. BORJA, ay ipinahayag sa amin na ang kasulatang
ito ay mayroong apat na dahon o pahina ay kanyang HULING HABILIN
o Testamento na kanyang nilagdaan sa harap naming lahat sagawing
kaliwa ng bawat dahoon o pahina niyon, at kami naman, mga saksi, sa
kanyang kahilingan, ay nagsilagda rin sa ibaba nito at gayon din sa
gawing kaliwa ng bawat dahoon o pahina ng nasabing testamento, sa
harap ng testador na si G. Leo T. Borja at sa harap ng lahat at bawat
isa sa amin.
RAMON S. REYES, naninirahan sa 712 Crossing Street, Manila,
ALITA M. LIM, naninirahan sa 127 Apollo Street, Manila,
NITA T. SANCHES, naninirahan sa 451 Reyna Street, Manila.
PAGKILALA
BAGO AKO, Pampublikong Notaryo para sa at lungsod ng

Maynila, personal na humarap sa akin:
Ang testator, Leo T. Borja, na may Community Tax Certificate
No. 14324, na ibinigay noong Pebrero 10, 2019 sa lungsod ng Maynila;
Saksi, Ramon S. Reyes, na may Community Tax Certificate No.
45764, na ibinigay noong Pebrero 10, 2019 sa lungsod ng Maynila;
Saksi, Alita M. Lim, na may Community Tax Certificate No.
23764, na ibinigay noong Pebrero 10, 2019 sa lungsod ng Maynila;
Saksi, Nita T. Sanches, na may Community Tax Certificate No.
09568, na ibinigay noong Pebrero 10, 2019 sa lungsod ng Maynila,
ang lahat ay kilala sa akin bilang parehong tao na naisakatuparan ang
mga nabanggit na Will, ang una bilang testator at ang huling tatlo
bilang mga saksi, at kanilang pagkilala sa akin na ito ay kanilang
malayang gawa.
Ang Huling Habilin ay binubuo ng apat na pahina, kasama ang
pahina kung saan isinulat ang pagkilala na ito, at pinirmahan sa
kaliwang gilid ng bawat pahina nga testator at ng kanyang mga saksi,
at tinatakan ng aking notarial seal.
BILANG SAKSI, ipinagkakaloob ko ditto ang aking pirma sa araw,
taon at lugar na nakasulat sa itaas.
ATTY. MELANIE C. BITAG

1543 Building, Unit 304, Sta. Fe,
Manila
Roll No.1902
PTR No. 123546; 7/7/13
IBP No. 121289; 7/7/13
Doc. No. 3;
Page No. 11;
Book No. 3;
Series of 2019.
ATTESTATION CLAUSE OF WILL WITH MORE THAN ONE PAGE
On the date last above written, LEO T. BORJA, known to us to be

the person whose signature appears at the end of this will, declare to
us, the undersigned, that the foregoing instrument which we have
signed as witnesses, was [his or her] will. [He or She] then signed the
will in our presence and in the presence of each other, we now sign
our names as witnesses.
This will consisting of four (4) pages including this page where
this attestation clause is written have been signed on the left-hand
margin of each and every page thereof except the last page at the
bottom thereof in the presence of the testator and the presence of
each and every one of us.
RAMON S. REYES __ 712 Crossing Street, Manila

ALITA M. LIM_____ 127 Apollo Street, Manila__

NITA T. SANCHES__ 451 Reyna Street, Manila__

LAST WILL IN FAVOR OF SURVIVING SPOUSE AND CHILDREN
LAST WILL AND TESTAMENT

I, BOYET L. LANTIG, of legal age, married to AUBREY S. LANTIG,
residing at 765 Aurora Street, Manila City, being of sound and
disposing mind and memory, and not acting under undue influence,
violence, fraud, intimidation of whatever kind, do by these presents
declare this to be my Last Will and Testament which I have caused to
be written in English, the language which is known to me. And I
hereby declare that:
I. It is my wish that my remains be buried at the Roman Catholic
Church Cemetery beside the tomb of my mother LISA B. LANTIG
according to the rites of the Roman Catholic Church;
II. I hereby give to my wife Aubrey S. Lantig the following
property to wit:
i. The family home located at 765 Aurora Street,
Manila City;
ii. The Honda Civic red car with the plate number ASA
234; and
iii. The jewelries amounting to fifty thousand pesos (Php
50,000.00).
III. I hereby give to my children Angelo S. Lantig, and Angel S.
Lantig in equal shares, all my other properties, real and personal,
whatsoever;
IV. I designate my wife, Aubrey S. Lantig, as the sole executor
of this, my last Will and Testament, and in her default or incapacity to
act, my son Angelo S. Lantig, and in default or incapacity to the latter
to act, one of my other children in the order of priority in age, if of
age;
V. I hereby direct that the executor named herein or his lawful
substitute should serve without bond;
VI. I hereby revoke any and all my other wills, codicils or
testamentary dispositions heretofore executed, signed, or published,
or allegedly executed signed or published, by me.
IN WITNESS WHEREOF, I have hereunto set my hand this 23 rd
day of March, 2019, in Manila, Philippines.
BOYET L. LANTIG
Testator
ATTESTATION CLAUSE
testator, BOYET L. LANTIG has published unto us the foregoing will
consisting of three (3) pages numbered correlatively in letters in the
upper part of each page, as his/her Last Will and Testament and has
signed the same and every page thereof, on the left margin, in the
RASSIE S. SOLINA __ 143 Conor Street, Manila

BARBIE M. TIANGYO_ 98 Ramos Street, Manila__

FRED T. SANYES____ 345 Maya Street, Manila__


The testator, BOYET L. LANTIG, with Community Tax Certificate
No. 5676, issued of February 21, 2019 at Manila City;
Witness, RASSIE S. SOLINA, with Community Tax Certificate No.
Witness, BARBIE M. TIANGYO, with Community Tax Certificate
No. 21123, issued of February 21, 2019 at Manila City;
Witness, FRED T. SANYES, with Community Tax Certificate No.
4778, issued of February 21, 2019 at Manila City,
This Will consists of three (3) pages, including the page on which
ATTY. MARCO C. CRUZ
7665 Building, Unit 609,
Rizal Street, Manila
Roll No.2345
PTR No. 68540; 6/7/15
IBP No. 645367; 6/7/15
Doc. No. 7;
Page No. 19;
Book No. 3;
Series of 2019.
LAST WILL AND TESTAMENT IN FAVOR OF SURVIVING SPOUSE
WITHOUT CHILDREN
Last Will and Testament
I, JOHN T. BILOGAN, of legal age, married to CASSY J. BILOGAN,
residing at 675 Phoenix Street, Manila City, being of sound and
disposing mind, do make, publish and declare this to be my last will
and testament, revoking all wills and codicils by me at any time
previously made.
ARTICLE ONE
I declare that I am married, and that my wife’s name is CASSY
J. BILOGAN.
ARTICLE TWO
I declare that I have no children, living or dead.
ARTICLE THREE
I, direct that all my debts, including funeral expenses and
expenses of my last illness, be paid as soon as it is legally possible to
do so, provided that no debts barred by the statutes of limitation or
discharged in bankruptcy are to be paid.
ARTICLE FOUR
All the rest, residue, and remainder of my estate, real, personal,
and mixed of which I may have seized or possessed, or to which I may
be entitled, I devise and bequest to my wife CASSY J. BILOGAN.
ARTICLE FIVE
If my wife does not survive me, then all the rest, residue, and
remainder of my estate is given to my cousin LEA B. CATIGBAK.
ARTICLE SIX
I appoint my wife as the independent executor of this, my last
will and testament, and direct that no bond be required of her.
I subscribe my name to this will on this 23rd day March, 2019 at
Manila City, Philippines, in the presence of BERT B. JAVA, and CRIS J.
LANA, attesting witnesses, who subscribe their names to this will on
the date herein at my request and in my presence.
JOHN T. BILOGAN
WILL OF SINGLE PERSON WITHOUT CHILD
Last Will and Testament of Sheena V. Boromeo
I, SHEENA V. BOROMEO, of legal age, single, and a resident of

Building 3, Carmela Street, Manila City, being of sound and disposing
mind and memory declare this to be my last will and testament, and
revoke all other wills and codicils.
ARTICLE ONE
A. I am single and have never been married.
B. I have no children, living or dead.
C. My family consists of the following persons:
a. Josefa V. Boromeo, my mother;
b. Alex K. Boromeo, my father; and
c. Ken V. Boromeo, my brother.
ARTICLE TWO
I direct that my funeral expenses, the costs of administering my
estate, and all legal debts allowable as claims against my estate be
paid out of the general funds of my estate before any distribution of
such funds to any of the beneficiaries mentioned below.
ARTICLE THREE
I direct that all taxes imposed by reason of my death on property
passing under outside this will be paid out of my residuary estate.
ARTICLE FOUR
I give and bequeath my personal effects, a Toyota Vios white car
with a plate number WSD 456, to my best friend, SOWIE B. DY.
ARTICLE FIVE
My residuary estate is all my property remaining after the
dispositions specified in Article Four of this will, whenever obtained,
including property not otherwise effectively disposed of in this will, and
property as to which I have a power to appoint. I give, devise and
bequeath my residuary estate to Josefa V. Boromeo, my mother, Alex
K. Boromeo, my father, and Ken V. Boromeo, my brother, in equal
share.
ARTICLE SIX
I appoint Josefa V. Boromeo, my mother, as my executor,
without bond, of this will.
I subscribe my name to this will on 23rd day of March at Manila,
Philippines in the presence of ZOE D. LINO, DANA J. SIMON and ANIKA
G. PARAN, attesting witnesses, who subscribe their names to this will
on date stated herein at my request and in my presence.
SHEENA V. BOROMEO
Testator
ATTESTATION CLAUSE

testator, SHEENA V. BOROMEO has published unto us the foregoing
will consisting of three (3) pages numbered correlatively in letters in
the upper part of each page, as his/her Last Will and Testament and
has signed the same and every page thereof, on the left margin, in the
ZOE D. LINO ____ 43 Village Street, Manila

DANA J. SIMON __ 489 Buwan Street, Manila__

ANIKA G. PARAN __ 354 Isabel Street, Manila__


The testator, SHEENA V. BOROMEO, with Community Tax
Certificate No. 89990, issued of January 7, 2019 at Manila City;
Witness, ZOE D. LINO, with Community Tax Certificate No.
45789, issued of January 7 at Manila City;
Witness, DANA J. SIMON, with Community Tax Certificate No.
29664, issued of January 7, 2019 at Manila City;
Witness, ANIKA G. PARAN, with Community Tax Certificate No.
25568, issued of January 7, 2019 at Manila City,
This Will consists of three (3) pages, including the page on which
ATTY. ANNIE J. GONZALES

3467 Amara Street, Manila
Roll No.78902
PTR No. 453546; 5/1/14
IBP No. 100289; 5/1/14
Doc. No. 7;
Page No. 31;
Book No. 4;
Series of 2019.
SIMPLE WILL OF TESTATOR SURVIVED BY SPOUSE AND ONLY
CHILD
LAST WILL ANDTESTAMENT OF

VERONICA S. ALCUDIA

I, VERONICA S. ALCUDIA, 60 years of age, married to ISAGANI
L. ALCUDIA, and resident of 23 Brich Village, Manila, being of sound
and disposing mind and memory, and not acting under undue
influence, violence, fraud, intimidation of whatever kind, do by these
presents declare this to be my Last Will and Testament which I have
caused to be written in English, the language which is known to me,
and I hereby declare that:
1. I desire that my remains be buried according to the rites of the
Roman Catholic Church and with dignity suitable to my
circumstances;
2. I give and bequeath to my husband Isagani L. Alcudia, the
following property, to wit:
a. The 1 hectare land located in Lipa, Batangas covered by
TCT. 1563;
b. The condominium unit in A&C condominium; and
c. The blue honda civic car bearing a plate number of ASA
5678.
3. I give and bequeath to my only child [name and personal
circumstances of the child] and to my [name of spouse], all my
properties, real and personal, whatsoever and wherever they are
located in equal shares;
4. I designate my [name of spouse] as the sole executor of my Last
Will and Testament, and in his/her default or incapacity to act,
my brother [name and personal circumstances of brother];
5. I hereby direct the executor named herein or his lawful
substitute should serve without bond;
6. I hereby revoke any and all other wills, codicils or testamentary
dispositions heretofore executed, signed or published, by me
ATTESTATION CLAUSE
We hereby attest that the testator published to us the foregoing

instrument as his last will and testament, which consists of only two
(2) pages, and that the testator signed on the space provided below in
our presence, and we in turn have signed this document in the
presence of the testator of one another.
IN WITNESS WHEREOF, we have signed this last will and
testament this 23rd day of March at the City of Manila.
VERONICA S. ALCUDIA
TESTATOR
WITNESSES:
MARIE N. OLIVAR CRIS J. CRUZ JESSIE L. ROMAN
[ACKNOWLDEGEMENT]
WILL OF MARRIED PERSON WITHOUT CHILD–ESTATE TO
SPOUSE WITH ANOTHER AS EXECUTOR
LAST WILL AND TESTAMENT OF ROWENA D. GINNTO
I, ROWENA D. GINTO, Filipino, of legal age, married to

AMBROCIO P. GINTO, and a resident of Brgy.43 Zone 3, Manila, being
of sound and disposing mind, do make, publish and declare this to be
my last will and testament, revoking all wills and codicils by me at any
time previously made.
ARTICLE ONE
I declare that I am married, and that my husband’s name is
Ambrocio P. Ginto.
ARTICLE TWO
I declare that I have no children, living or dead.
ARTICLE THREE
I direct that all my debts, including funeral expenses and
expenses of my last illness, be paid as soon as it is legally possible to
do so, provided that no debts barred by the statutes of limitation or
discharged in bankruptcy are to be paid.
ARTICLE FOUR
All the rest, residue and remainder of my estate, real, personal
and mixed of which I may have seized or possessed, or to which I may
be entitled, I devise and bequest to my husband, Ambrocio P. Ginto,
Filipino, of legal age, and a resident of Brgy.43 Zone 3, Manila .
ARTICLE FIVE
If my husband does not survive me, then all the rest, residue
and remainder of my estate is given to my niece, RINA K. DINO,
Filipino, of legal age, and a resident of Brgy. Lamig, Laguna.
ARTICLE SIX
I appoint my husband as the independent executor of this, my
last will and testament, and direct that no bond be required of him.
I subscribe my name to this will on this 23rd day of March at the

City of Manila, in the presence of BELA V. MIRA, and EDEN B. DELO,
attesting witnesses, who subscribe their names to this will on [date] at
my request and in my presence.
ROWENA D. GINTO
Testator
[ATTESTATION CLAUSE]
[ACKNOWLEDGEMENT]
CODICIL

CODICIL
I, VALIR B. MOJI, Filipino, 56 years of age, and residing at

Gandara Park Residences, being of sound and disposing mind and
memory, and not acting under duress, nor the influence of fear or
threats, nor undue and improper pressure and influence of any person
whatsoever, declare this to be a codicil to my last will and testament
dated November 23, 2018 and acknowledged before notary public
Atty. Tino C. Santos and entered in his notarial register as Doc. No. 3,
Page No. 11, Book No. 5, Series of 2018;
WHEREAS by my said last will and testament, I have appointed
LAYLA T. RAMOS to be the executor of the said last will and testament;
WHEREAS Layla T. Ramos has conveyed to me her inability to
be my executor because she will be migrating to the United States;
NOW, THEREFORE, I hereby revoke the appointment of said
LAYLA T. RAMOS as executor of my said last will and testament, and I
hereby appoint LEANDRO B. MAKALINTANG, Filipino, of legal age, and
a resident of 140 Pluto Street, New Manila to be the sole executor of
my said last will and testament in place of the said Layla T. Ramos. I
declare that my said last will and testament be construed and
interpreted as if the name of said executor Leandro B. Makalintang
was there originally written instead of that of Layla T. Ramos.
In all other respects, I confirm my said will and testament.
IN WITNESS WHEREOF, I have signed this codicil this 23rd day of
March at the City of Manila.
WITNESSES:
MIRNA B. ROBLES LYN V. CRUZ BEA M. CRUZ

[ACKNOWLEDGEMENT]
CODICIL REVOKING IN PART FORMER CODICIL
Second Codicil of VALIRIE M. CARLOS
I, VALIRIE M. CARLOS, Filipino, single, 61 years of age, and

residing at Grand Park Residences, being of sound and disposing mind
and memory declare that this is the second codicil to my Last Will and
Testament, which is dated September 23, 2018.
ARTICLE ONE
I, revoke Article four of the first codicil to my Last Will and
Testament, dated September 23, 2018, revoking my first Last Will and
Testament, dated January 5, 2018.
ARTICLE TWO
I, confirm, ratify and adopt as my Last Will and Testament
my will dated January 5, 2018, together with the above second codicil
to my will, and the first codicil dated January 20, 2019 as
abovementioned.
I, subscribe my name to this codicil on this 23 rd day of
March, at the City of Manila, in the presence of RITA F. FORO, RISA J.
KALAW and DINO N. LACSON, attesting witnesses who subscribe their
names to this codicil on the date stated herein at my request and in
my presence.
VALIRIE M. CARLOS
Testator
AMENDMENT OF CODICIL AND REPUBLISHING WILL
Amendment of Codicil of SANTA V. CRUZ

I, SANTA V. CRUZ, Filipino, single, of legal age, domiciled in 784
Balabago Street, Manila, being of sound and disposing mind and
memory, make, publish and declare that the first Codicil to my Last
Will and Testament dated October 4, 2018, and I ratify, confirm, and
maintain in full force and effect this Last Will and Testament, subject
only to the amendment and change made here:
I direct that my Last Will and Testament identified above be
amended by deleting paragraph 2 of Article four appearing on page 3
in their entirely and inserting in lieu of it herein paragraph 1 to Article
four:
a. I wish to give my nephew my white Hyundai Accent car bearing
plate number RYH 345.
I, sign my name to this codicil on this 23rd day of March, at the
City of Manila in the presence of SOPHIA V. VILLA and SITIE F. HALAL.
Attesting witnesses, who subscribe their names here at my request
and in my presence.
SANTA V. CRUZ
Testator
[Signatures and addresses of witnesses]
[ACKNOWLEDGEMENT]
MISCELLANEOUS OPTIONAL PROVISIONS ON WILLS AND
TESTAMENTS
BEQUEST TO SPOUSE ACQUIRED AFTER EXECUTION OF WILL
I give to my wife, CASSANDRA V. SILAY, whom I married after

the execution of my will, P 5, 000, 000.00 and the following described
property:
a. The 1.5 hectare land in Brgy. Sitio, Bulacan, covered by TCT No.
47632;
b. The land and the beach house standing thereon located at Brgy.
Isla, Batangas covered by TCT No. 9081;and
c. The Red Nissan Juke car bearing plate number SAH 654.
BEQUEST TO CHILD BORN OR ADOPTED AFTER EXECUTION OF
WILL
I give to my only son, NATHAN G. HILL, who was born after the
execution of my will, the following described property:
a. The 5-hectare land located at Brgy. Misamis, Bulacan, covered
by TCT No. 786489;
b. The 7-hectare farm land located at Brgy. Uma, Cavite covered by

TCT No. L-08524;and
c. The two (2) condominium units at Sophie Condominium located

at Buendia, Makati City.
BEQUEST OF AFTER-ACQUIRED CORPORATE STOCK
I, give to CYNTHIA B. SINSON, of 43 Rosa Subdivision, Manila,

the 250 shares of stock in the Grand Company which I have acquired
since the execution of my will, together with all stock rights, cash and
stock dividends, shares of stock resulting from stock splits, and
securities resulting from mergers, consolidations and acquisitions of or
by Grand Company, provided, however, that if the shares of stock and
securities are not part of my estate at the time of my death, Cynthia
B. Sinson is to receive nothing as a substitute under this provision.
DEVISE OF AFTER-ACQUIRED REAL ESTATE
By this codicil to my will, I give and devise the following

described real property that I have acquired since the execution of my
will to HEAVEN B. GONZAGA and KISSES B. GONZAGA, of VF
Subdivision, Manila, share and share alike:
a. The 10-hectare land located at Brgy. Bagyo, Baguio, covered by
TCT No. 45667;
b. The 10-hectare farm land located at Brgy. Segunda, Cavite

covered by TCT No. 804642;and
c. The two (2) condominium units at Sky Condominium located at

Highstreet, Bonifacio Global City.
REVOCATION OF ARTICLE
I revoke Article five of my will, and every clause of that Article.
REVOCATION OF CODICIL
I revoke the First Codicil made and executed by me on

December 6, 2018 to my will, and I ratify, confirm and republish my
will according to its original form and content.
REVOCATIONOF POWER GRANTED TO EXECUTOR
I revoke Article four of my will in which I empowered and

authorized BILLIE G. CAMARISTA, the executor of my will, to invest
funds of my estate in corporate stock of the Company.
LEGACY OF TANGIBLE PERSONAL PROPERTIES TO SURVIVING

SPOUSE
I, bequeath and give all my tangible personal properties to my
wife. If my wife does not survive me, I hereby bequeath all of them to
my children who survive me to be divided among them in substantially
equal portions
LEGACY TO GRANDSON
I hereby give and bequeath to my grandson, all the funds
which are deposited in my account no. 457-32 at the Bank of the
Philippine Island, Sta. Mesa Branch if he survives me. Otherwise, it
shall be divided equally among my niece and nephew who are living at
the time of my death. It is understood that I do not intend to include
amounts in any other account or any other bank I may have upon my
death.
LEGATEE NOT LIABLE TO LIEN
Any property which I own and specifically bequeath in this will if

upon my demise, is subject to a lien, pledge or other encumbrance of
any kind whatsoever, such lien, pledge, or encumbrance shall be first
discharged from my general estate, and no liability for such
encumbrance shall attach to the legatee of such properties.
REPUDIATION OF LEGACY

REPUDIATION OF LEGACY
KNOW ALL MEN NY THESE PRESENTS:

I, ALFRED L. FLORES, of legal age, single and resident of Block
5. Lot 72, Maliwanag Street, Manila, have been designated by my
friend, ISABEL J. ESTRADA as one of her LEGATEES in her last will and
testament dated February 18, 2018, acknowledged before Notary
Public Atty. Jason B. Cortez entered in his notarial register as Doc. No.
12, Page No. 22, Book No. 2, Series of 2018.
My said friend, Isabe J. Estrada gave me one helicopter listed
on page 2 of the aforementioned last will and testament. By reason of
the fact that I do not know how to fly a helicopter not to mention the
truth that I am not in a financial position to maintain it, I hereby
announce that I do not wish or desire to accept such legacy.
In view of all the foregoing and because I have no outstanding
obligations or indebtedness that may be prejudicial to the interest of
any third party, I have fully, absolutely and forever REPUDIATED AND
RENOUNCED and by these presents hereby REPUDIATE and
RENOUNCE forever all my rights and interest in the aforementioned
legacy.
IN WITNESS WHEREOF, I have executed this instrument this
23rd day of March 2019 at City of Manila.
ALFRED L.FLORES
LEGATEE
WITNESSES:
LISA V. MONTES EMPRESS H. CASTRO FELECIANO D.

MACARAIG
[ACKNOWLEDGEMENT]
EXTRAJUDICIAL SETTLEMENT OF ESTATE BY SOLE HEIR

THROUGH AFFIDAVIT OF ADJUDICATION

CITY OF MANILA )S.S.
AFFIDAVIT OF ADJUDICATION
I, DAVE I. CASTILLO, of legal age, Filipino, single and resident

of 263 Savana Street, Manila, under oath depose and say that:
1. SELVERIA F. GIGINTO, died intestate without any debt and
without leaving any heir on November 6, 2018 at Lawin Village, Sta.
Ana, Manila. Upon her death, he left the following properties:
a. A condominium unit at Shing Condominium located at

Poblacion, Makati; and
b. A white Toyota Wigo Car bearing a plate number ADH

3456.
2. Said SELVERIA F. GIGINTO died without any ascendant or
descendant and there is no other heir except me who is her nephew.
3. Considering that SELVERIA F. GIGINTO died without any
Indebtedness and without any heir except me, I hereby invoke the
provision Rule 74, Section 1 of the Rules of Court and by this affidavit,
I hereby adjudicate unto myself as the sole heir of the said SELVERIA
F. GIGINTO, all his properties listed above, subject to the provisions of
Rule 74, Sec.4 of the Rules of Court.
I further sayeth naught.
DAVE I. CASTILLO
Signature of Affiant
[JURAT]
EXTRAJUDICIAL SETTLEMENT OF ESTATE BY MORE THAN ONE
HEIR

CITY OF MANILA )S.S.
AGREEMENT FOR EXTRAJUDICIAL

PARTITION OF ESATE OF
DECEASED RAMON V. RIBA
This agreement entered into by and between:

1. KARINA V. RIBA, Filipino, of legal age, single and a resident of
Sta. Fe Subdivision, Manila City; and
2. JOYCE R. AMBA, Filipino, of legal age, married to George T.

Amba and a resident of SmallVille Subdivision, Manila City.
WITNESSETH THAT:
A. RAMON V. RIBA died intestate on January 17, 2019 at Brgy.
Pacita, Zone 5, Manila City. Upon his death, he left the following
properties particularly described as follows:
a. The ancestral house located at Brgy. Pacita, Zone 5, Manila

City; and
b. The lot in which the ancestral house stands, covered by
TCT No. 24356;
c.
B. When said RAMON V. RIBA died, there is no known debt or
obligations due either against him or against his estate;
C. The parties herein are his only heirs, they being his children; in
view of this, the parties herein agree between and among
themselves to extrajudicially divide and adjudicate among
themselves as they hereby partition and adjudicate the entire
estate in the following manner:
a. That the ancestral house and the lot in which it stands

shall be sold and the heirs shall divide the proceeds
equally.
D. This settlement of estate or extrajudicial partition of the estate

of RAMON V. RIBA, is subject to the provision of Rule 74, Section
4 of the Rules of Court regarding possible heirs. Creditors and
other persons who might have been possibly deprived of their
lawful share in the estate of shared decedent shall be respected
if the claim is made within two (2) years from the date hereof.
IN WITNESS WHEREOF, the parties herein have hereunto signed

this agreement on the 23rd day of March 2019 at the City of
Manila.
KARINA V. RIBA
(Signature)
JOYCE R. AMBA
(Signature)
WITNESSES:
ZERIE B. ACERA BRUNO H. KAPUNO
[ACKNOWLEDGEMENT]
NOTICE OF EXTRAJUDICIAL SETTLEMENT
Notice of Extrajudicial Settlement of Estate of Deceased GREGORIE C.

TORENE
Notice is hereby given that GREGORIE C. TORENE and resident

of Ariba Village, Manila, died intestate at MPH Hospital on November 5,
2018 leaving several properties. Under Rule 74 of the Rules of Court,
his estate is extrajudicially settled and distributed among his heirs thru
a document notarized by Atty. Hera B. Puno, a notary public for and in
the City of Manila and entered in his notarial register as Doc. No. 9,
Page No. 11, Book No.7, Series of 2018.
By:
ATTY. LINA G. VICTORY

Lawyer for the heirs
ANOTHER FOR OF NOTICE OF EXTRAJUDICIAL SETTLEMENT OF
ESTATE OF DECEASED PERSON
Notice is hereby given that the estate of BRENT N. MAYAMAN

has been extrajudicially settled in the Notarial Book of Attorney
Daphnie G. Magaling Doc. No. 4, Page No. 2, Book No. 4, Series of
2019.
March 23, 2019 at Manila City, Philippines.
ANOTHER FORM OF EXTRAJUDICIAL SETTLEMENT OF ESTATE

IN TAGALOG
REPUBLIKA NG PILIPINAS)
BAYAN NG MAYNILA )S.S.
KASULATANG PAGHAHATING LABAS SA HUKUMAN
ALAMIN NG LAHAT NG MAKAKABASA NITO:
Ang kasulatang ito ay isinagawa at pinagtibay sa pagitan nina:

ROSARIO V. CAMPIL, kasal kay LEO S. CAMPIL may sapat na gulang,
Pilipino at naninirahan sa Brgy. Alamat, Manila;
-at-
BERT K. VERANO, kasal kay ANA F. VERANO may sapat na gulang,
Pilipino at naninirahan sa Brgy. Mayon, Manila.
PAGPAPATUNAY NA:
Ang mga nagsagawa ng kasulatang ito ay tunay at sapilitang
tagapagmana ng yumaong ZINO L. VERANO sa kanilang katatayuang
mga anak ng nasabing namatay.
Ang yumaong ZINO L. VERANO ay pumanaw noong araw ika-8
ng Desyembre taong 2018 sa Isagani Subdivision, Manila at siya ay
walang naiwang huling habilin ukol sa kanyang naiwang lupain at ari-
arian, at wala rin siyang naiwang pagkakautang na hindi nababayaran
hanggang sa kasalukuyan, at ang kaniyang naiwan na mga lupa at ari-
arian ay ang mga sumusunod:
a. Sampung hektarayang lupa na matatapug-an sa Bayan ng
Cavite, na pinapatunayan ng TCT No. 12343.
Ang mga nagsagawa nito bilang mga anak ay may mga sapat
na gulang, at bilang tugon sa tadhana ng Seksyon 4, Tuntunin 74 ng
Binagong Alituntuninng Hukuman, minarapat ng mga tagapagmana na
ipamana sa kanilang sarili ang mga nasabing lupa at ari-ariang
inilarawan sa batas batay sa sumusunod na hatian:
1. Ang inilarawang lupa sa titik a sa itaas ay hahatiing parehas
na hati para sa bawat isa.
Ang kasulatang ito ay ilalathala sa pahayangan malaganap sa
Pilipinas isang beses isang linggo sa loob ng tatlong (3) linggong
sunod-sunod upang pangalanan ang sino mang may habol sa
manahang ito.
SA KATUNAYAN NG LAHAT, lumagda ang mga nagsagawa nito
ngayong ika 23 ng Marso, 2019.
ROSARIO V. CAMPIL BERT K. VERANO
MGA SAKSI SA PAGLAGDA:

BERNA F. KRISINTO ZILDY N. MAPANA
(ACKNOWLEDGEMENT IN TAGALOG)
(See: form of Acknowledgment, Supra)
REQUEST FOR CANCELLATION OF ENTRY UNDER RULE 74, SEC.
4 OF THE RULES OF COURT
March 23, 2019

at Manila City, Philippines
To the Register of Deeds of Manila

Building 5, Malacañang Street, Manila
Sir:
This is to request for cancellation of Entry No. 14 on O.C.T./
T.C.T. No. 579533 regarding the settlement of estate of deceased
CARINO H. LAPAD entered therein by virtue of the imposition of Rule
74, Sec. 4 of the Rules of Court.
Two years elapsed since the extrajudicial settlement and
distribution of his/her estate. Until now, no one ever presented any
claim against his/her estate despite the lapse of the two year period.
In view of the foregoing, it is respectfully requested that you
cancel said entry unto said O.C.T./T.C.T. No. 579533. The original
owner’s copy of said Transfer Certificate of Title is enclosed herewith.
Kindly acknowledge receipt of the same.
Respectfully yours,
RHIANA V. LAPAD
DONATION DURING LIFETIME OF DONOR (INTER VIVOS)

DONATION INTER VIVOS
This DEED OF DONATION is made and executed into this 23 rd

day of March, 2019 at Manila, Philippines, by and between:
FANNIE T. SANTOL, Filipino, of legal age, married to TEBURCIO
N. SANTOL and a resident of 342 Building 1, Willie Condominium,
hereinafter called the DONOR;
-and-
MARNIE T. SANTOL, Filipino, of legal age, single and a resident
of 342 Building 1, Willie Condominium, hereinafter called the DONEE.
WITNESSETH THAT:
The DONOR is the true, absolute and registered owner of a parcel
of land covered by Original/Transfer Certificate of Title No. 5675,
issued by the Register of Deeds of Rizal, and more particularly
a. A parcel of land locate at Tanay, Rizal. Bounded in the north by
the property of Rino J. Sy; in the east by the property of Rino J.
Sy; in the south by the property of Sally B. Hurton;in the west
by the property of Greg N. Ramos, with an area of 10,000
square meters, more or less.
For and in consideration of the love and affection which the
DONOR has for the DONEE, the DONOR by these presents have ceded,
transferred and conveyed, by way of DONATION, unto the said
DONEE, the above described property together with all the
improvements existing thereon, free from all liens and encumbrances.
The DONOR does hereby state, that she has reserved unto
herself in full ownership other properties sufficient enough to support
her according to her station in life. Moreover, this DONATION is not
executed in fraud of creditors as the DONOR has more than sufficient
properties to answer for any prior debts contracted by the DONOR.
ACCEPTANCE:
The DONEE does hereby accept this donation and further
expresses his/her profoundest appreciation and thanks for the
kindness and generosity shown by the DONOR.
this Deed of Donation on the 23rd day of March 2019 at the City of
Manila.
FANNIE T. SANTOL MARNIE T. SANTOL

DONOR DONEE
WITH MARITAL CONSENT:
TEBURCIO N. SANTOL
Husband of Donor
TIN No. 2579325
WITNESSES:
PUREZA R. TITA LAMAE F. OPREO
[ACKNOWLEDGEMENT]
DONATION TO TAKE EFFECT UPON THE DEATH OF DONOR
(MORTIS CAUSA)

DONATION MORTIS CAUSA
This DEED OF DONATION is made and executed into this 23 rd day

of March, 2019, at Manila, Philippines by and between:
ANNIE T. TALA, Filipino, of legal age, single and a resident of 42
Winnie Condominium, hereinafter called the DONOR;
-and-
MARIE T. TULSA, Filipino, of legal age, single and a resident of
34 Building 1, Rosa Condominium, hereinafter called DONEE.
WITNESSETH THAT:
The DONOR is the true, absolute and registered owner in fee
simple of that certain property situated at Silay, Bulacan, embraced in
and covered by Original/Transfer Certificate of Title No. 47533, issued
by the Register of Deeds Bulacan, and more particularly described as
follows:
a. A parcel of land locate at Silay, Bulacan. Bounded in the north by
the property of Rica M. Lim; in the east by the property of Kat V.
Morena; in the south by the property of Sally H. Brenturina;in
the west by the property of Gregoria N. Rapora, with an area of
90,000 square meters, more or less.
FOR AND IN CONSIDERATION of the love and affection which the
DONOR has for the DONEE, the latter being the best friend of the
former, the DONOR has by these presents ceded, transferred and
conveyed by way of DONATION, unto the DONEE the above described
property including all improvements thereon, to become effective upon
the death of the DONOR.
In the event that the DONEE should die before the DONOR, the
present donation shall be deemed rescinded and of no further force
and effect.
ACCEPTANCE:
The DONEE, does not hereby accept the donation under the
terms and conditions stated herein and takes this opportunity to
express his/her sincerest gratitude for the kindness and generosity of
the DONOR.
Manila.
ANNIE T. TALA MARIE T. TULSA

DONOR DONEE
TIN 4685336 TIN 7436557
WITNESSES:
EATEBAN V. HANA XRIA G. ZERI
_______________ _______________ _______________
Witness Witness Witness
[ACKNOWLEDGEMENT]
CONDITIONAL DONATION

PROVINCE OF ILOILO ) S.S.
MUNICIPALITY OF STA. BARBARA)
DEED OF CONDITIONAL DONATION
This instrument is made and executed into this 23 rd day of March,

2019, at Manila, Philippines, by and between:
RIZA O. PERIO, Filipino, of legal age, single and a resident of 402
Rich Street, Mayaman, Manila, hereinafter called the DONOR;
-and-
VIVA H. DOMEZ, Filipino, of legal age, single and a resident of 78
Sampaloc Street, Manila, hereinafter called the DONEE.
WITNESSETH THAT:
The DONOR is the true, absolute and registered owner of a
certain parcel of land situated in Loro Street, Manila, and covered by
OCT/TCT No. 5643356 and which is more specifically described as
follows:
a. A parcel of land locate at Loro Street, Manila. Bounded in the
north by the property of Rica M. Lim; in the east by the property
of Kat V. Morena; in the south by the property of Sally H.
Brenturina;in the west by the property of Gregoria N. Rapora,
with an area of 70,000 square meters, more or less.
FOR AND IN CONSIDERATION of the love which the DONOR
holds for the DONEE, the DONOR has by these presents transferred
and conveyed by way of donation, unto the DONEE the property above
described, together with all the improvements existing thereon, free
from all liens and encumbrances of any kind of nature whatsoever
excepting those created by operation of law and the following
conditions:
a. That DONEE shall not be married until the age of twenty-nine;
and
b. That DONEE shall pass the bar and be a lawyer.
The DONOR during his/her lifetime hereby reserves unto herself,
the right to all the fruits and rents that may be derived from the
property donated for her exclusive use and disposition, As such, the
DONEE cannot sell, alienate, exchange, mortgage or in any manner
encumber the property without the prior written consent of the
DONOR.
ACCEPTANCE:
The DONEE hereby accepts this donation, subject to the terms
and conditions set forth herein, and at the same time expresses
his/her profoundest gratitude for this demonstration of affection and
act of generosity on the part of the DONOR, who by these presents
also takes notice of this acceptance.
Manila.
RIZA O. PERIO VIVA H. DOMEZ

DONOR DONEE
TIN 3567544 TIN 743579
WITNESSES:
HUGO B. BERNABE CHELSEA N. MARICAR
[ACKNOWLEDGEMENT]
COMMON FORM OF AGREEMENT TO INCORPORATE

AGREEMENT TO INCORPORATE

This AGREEMENT TO INCORPORATE made by, and, between:
BRENDA V. SANTOS, Filipino, of legal age, single and a resident
of 402 Rich Street, Mayaman, Manila; SANDRA M. DINO, Filipino, of
legal age, single and a resident of Dino village, Manila; MARIS C.
CARLOS, Filipino, of legal age, married to Lito J. Carlos, and a resident
of Sampaguita Rosa Condominium, Sta. Cruz, Manila; and GIGI H.
HADIB, Filipino, of legal age, single and a resident of Puerto Rico,
Street, Manila, hereinafter called “INCORPORATORS.”
WITNESSETH THAT:
FOR AND IN CONSIDERATION of the mutual promises contained
herein, the incorporators hereby agree to form a corporation under the
Philippine laws as follows:
SECTION ONE
NAME OF CORPORATION
The name of the corporation shall be “The Rise Corporation.”
SECTION TWO
PURPOSES
This corporation is for the purpose of engaging into the
business of building and construction.
This corporation may render service to both the private and
public entities.
SECTION THREE
PRINCIPAL OFFICE
The principal office for the transaction of the business of the
corporation shall be located in 345 Ayala Street, Makati City.
SECTION FOUR
CAPITALIZATION
The authorized capital of the corporation shall be P100,
000,000.00. The authorized capital stock of the corporation shall be
both common and preferred stocks with a par value of P 25,000 per
share.
SECTION FIVE
STOCK SUBSCRIPTION
The following incorporators subscribe as capital to the
corporation in the sum set out opposite the incorporator’s name listed
below and agrees to accept in exchange for the amounts so specified
the shares of stock following the incorporator’s name:
Name of Subscriber Subscription (Number of shares)

Brenda V. Santos P 25, 000, 000.00 1, 000
Sandra M. Dino P 25, 000, 000.00 1, 000
Maris C. Carlos P 25, 000, 000.00 1, 000
Gigi H. Hadib P 25, 000, 000.00 1, 000
SECTION SIX
SIGNING ARTICLES; FIRST DIRECTORS
The parties to this agreement, or so many of them as may be
allowed by law for the purpose, shall sign the articles of incorporation
as incorporators. Then persons named below shall be designated in the
articles of incorporation as the first directors of the corporation and
shall serve as such until their respective successors are duly elected
and qualified:
Name Address
BRENDA V. SANTOS 402 Rich Street, Mayaman, Manila
SANDRA M. DINO Dino village, Manila
MARIS C. CARLOS Sampaguita Rosa Condominium, Sta.
Cruz, Manila
GIGI H. HADIB Puerto Rico, Street, Manila
SECTION SEVEN
OFFICERS
The bylaws to be adopted at the first meeting of the board of
directors shall provide for the following corporate officers: president,
vice president, secretary-treasurer and such officers as may be
provided in the bylaws. The offices shall be filled by the board of
directors at their first meeting by electing the following named
persons, each of whom has agreed to serve in the indicated office for
the term designated in the bylaws and at the salary shown after his or
her name, until his or her successors is duly elected and qualified.
Office Name of Officer Monthly Salary
President SANDRA M. DINO P100, 000.00
Vice President MARIS C. CARLOS P80, 000.00
Secretary-Treasurer GIGI H. HADIB P75, 000.00
SECTION EIGHT
EMPLOYMENT OF ATTORNEY
The incorporators promptly shall employ ATTY. FE D. STA MARIA
as corporate legal counsel to draft and finalize the articles of
incorporation, bylaws and to apply for permit and prepare any other
documents required for the formation of the corporation. He serves
until other counsel is selected by the corporation as its legal counsel.
SECTION NINE
ISSUANCE OF CERTIFICATE OF STOCK
Certificate of stocks shall be issued in favor of herein subscribers
only upon full payment of the subscription.
The undersigned incorporators have executed this agreement on
this 23rd day of March, 2019 at Manila City, Philippines.
______________
[Signature]
(ACKNOWLEDGEMENT)
ANOTHER FORM OF CONTRACT TO INCORPORATE
It is proposed to organize a corporation under Philippine laws of

Philippines, to be known as ARRATEA COMPANY or by any other name
that is available and allowed by the Securities and Exchange
Commission.
The corporation is to have a capital stock of Two Thousand Two
Hundred Fifty (2, 250) common shares and Two Thousand Two
Hundred Fifty (2, 250) preferred shares, with a par value of Ten
Thousand (P 10, 000.00) per share; and
The purpose of the corporation shall be to engage in the business
robotics or any other business that may seem to incorporators to be
preferable at the time of incorporation.
Therefore, we, the subscribers, in consideration of our mutual
promises to each other, do agree to and with each other, that we will
take, and do subscribe for the amount of capital stock of the
corporation to be formed, indicated opposite our respective names and
agree to pay Ten Thousand (P 10, 000.00) per share for the same as
may be called by the treasurer in trust.
Witness our hands this 23rd day of March 2019.
Name Par value per share No par value

Shares
Asunta V. Ramirez P 10, 000.00 1, 500
Claudia G. Linon P 10, 000.00 1, 500
Krishna D. Pabon P 10, 000.00 1, 500
PRE-INCORPORATION SUBSCRIPTION AGREEMENT

SUBSCRIPTION AGREEMENT
I, the undersigned, hereby subscribe for One Thousand (1, 000)

share(s) of the common stock with a value of Fifteen Thousand (P 15,
000.00) per share of SRP Corporation, a corporation which shall be
organized and registered in accordance with the provisions of the
Corporation code, as amended. I agree to pay the amount of Fifteen
Million (P 15, 000, 000.00), Philippine Currency, upon demand of the
Treasurer of the Corporation. It is hereby agreed that the stock
certificate shall only be issued and delivered upon receipt of the full
payment of my subscription in the corporation.
March 23, 2019, Manila, Philippines.
JOSELITO H. DOMINGO
Subscriber
SIGNED IN PRESENCE OF:
VANESSA G. DAMIAN BRANDON F. REYES

[ACKNOWLEDGEMENT]
AGREEMENT TO ORGANIZE A RURAL BANK
AGREEMENT TO ORGANIZE A RURAL BANK
This agreement made this 23rd day of March, 2019 by and among
the following:
Name Residence Citizenship

ISKO N. NOGRALES 23 Carmen St., Manila Filipino
FRED V. MUNOZ 56 Villa St., Manila Filipino
FRANCIS B. CRUZ 109 Sy St., Manila Filipino
JAY C. SALES Lila Heights, Manila Filipino
GREG T. BINAN 58 Tala St., Manila Filipino
ALFREDO S. CRUZ 54 Real St., Manila Filipino
Whereas the parties hereto are desirous of forming a rural bank
under following terms:
1. That a corporation to be known as Bonifacio Rural Bank shall

forthwith be formed for the purpose of carrying on the
business of a rural bank as provided for by law.
2. That the place where the principal office of the rural bank is
to be established or located is in Highway Hills, Sampaloc,
Manila.
3. That the number of directors of the said rural bank shall be
six (6) and that the names, residences and citizenships of the
proposed directors of the rural bank are as follows:
Name Residence Citizenship

ISKO N. NOGRALES 23 Carmen St., Manila Filipino
FRED V. MUNOZ 56 Villa St., Manila Filipino
FRANCIS B. CRUZ 109 Sy St., Manila Filipino
JAY C. SALES Lila Heights, Manila Filipino
GREG T. BINAN 58 Tala St., Manila Filipino
ALFREDO S. CRUZ 54 Real St., Manila Filipino
4. That the capital stock of said rural bank is Fifty Five Million
pesos (P55, 000, 000.00) Philippine Currency, and said capital
shall be divided into Two Thousand Two Hundred Fifty (2,
250) common shares with a par value of P 10, 000.00 each
share and Two Thousand Two Hundred Fifty (2, 250)
preferred shares with a par value of P 10, 000.00 each share.
(if there are preferred shares, their preference should be

described).
5. That the amount of the said capital stock which is proposed

to be subscribed initially by the stockholders is Thirteen
Million Seven Hundred Fifty Thousand Pesos (P13, 750,
000.00) and the amount proposed to be paid thereof upon
organization is Three Million Four Hundred Thirty Seven
Thousand Five Hundred pesos (P3, 437, 500.00) as follows:
Name Residence Citizenship Subscribed Amount to be

Paid
ISKO N. 23 Carmen Filipino 57 P572, 916
NOGRALES St., Manila
FRED V. 56 Villa St., Filipino 57 P572, 916
MUNOZ Manila
FRANCIS B. 109 Sy St., Filipino 57 P572, 916
CRUZ Manila
JAY C. Lila Heights, Filipino 57 P572, 916
SALES Manila
GREG T. 58 Tala St., Filipino 57 P572, 916
BINAN Manila
ALFREDO S. 54 Real St., Filipino 57 P572, 916
CRUZ Manila
342 P 3, 437, 500
6. That JAY C. SALES, one of the organizers, is hereby
authorized to sign the application to the Bangko Sentral ng
Pilipinas for the issuance of the certificate of authority to
establish a rural bank.
IN WITNESS WHEREOF, we have hereunto set our hand this

23rd day of March 20 19 in the City of Manila, Philippines.
SIGNATURES
ISKO N. NOGRALES FRED V. MUNOZ FRANCIS B. CRUZ
JAY C. SALES GREG T. BINAN ALFREDO S. CRUZ
MIRANDA F. NAMAL NIKKA B. GONZALES
[NOTARIAL ACKNOWLEDGEMENT]
ARTICLES OF INCORPORATION OF STOCK CORPORATION
ARTICLES OF INCORPORATION
OF
F AND B CORPORATION
The undersigned incorporators, all of legal age and majority of

whom are residents of the Philippines, have this day voluntarily agreed
to form a stock corporation under the laws of the Republic of the
Philippines.
THAT WE HEREBY CERTIFY:
FIRST: The name of this corporation shall be:

F AND B CORPORATION
SECOND: A. That the primary purpose of this corporation is a

manning agency for restaurants.
B. That the corporation shall have all the express
powers of a corporation as provided for under Section 36 of the
Corporation Code of the Philippines.
THIRD: That the place where the principal office of the
corporation is to be established is at:
No./Street: 23 Street, 5th Avenue (if applicable)

City/Town: Manila
FOURTH: That the term for which the corporation is to exist is

fifty (50) years from and after the date of issuance of the certificate of
incorporation.
FIFTH: That the names, nationalities and residences of the
incorporators are as follows:
Name Nationality Residence

ISKO N. NOGRALES Filipino 23 Carmen St., Manila
FRED V. MUNOZ Filipino 56 Villa St., Manila
FRANCIS B. CRUZ Filipino 109 Sy St., Manila
JAY C. SALES Filipino Lila Heights, Manila
GREG T. BINAN Filipino 58 Tala St., Manila
ALFREDO S. CRUZ Filipino 54 Real St., Manila
SIXTH: That the number of directors of said corporation shall be

six (6) and that the names, nationalities and residences of the first
directors who are to serve until their successors are elected and
qualified as provided by the bylaws are as follows:
ISKO N. NOGRALES Filipino 23 Carmen St., Manila

FRED V. MUNOZ Filipino 56 Villa St., Manila
FRANCIS B. CRUZ Filipino 109 Sy St., Manila
JAY C. SALES Filipino Lila Heights, Manila
GREG T. BINAN Filipino 58 Tala St., Manila
ALFREDO S. CRUZ Filipino 54 Real St., Manila
SEVENTH: That the authorized capital stock of the corporation is

Sixty Million (P60, 000, 000) pesos in lawful money of the Philippines,
divided into Six Thousand (6, 000) shares with a par value of Ten
Thousand (P10, 000.00) pesos per share.
EIGHT: That at least 25% of the authorized capital stock has
been subscribed and at least 25% of the total subscription has been
paid as follows:
Name Nationality No. of Amount Paid Amount

Subscribe Shares
d Subscribed
ISKO N. Filipino 62.5 P625, 000.00 P10, 000.00
NOGRALES
FRED V. Filipino 62.5 P625, 000.00 P10, 000.00
MUNOZ
FRANCIS Filipino 62.5 P625, 000.00 P10, 000.00
B. CRUZ
JAY C. Filipino 62.5 P625, 000.00 P10, 000.00
SALES
GREG T. Filipino 62.5 P625, 000.00 P10, 000.00
BINAN
ALFREDO Filipino 62.5 P625, 000.00 P10, 000.00
S. CRUZ
P3, 750, 000.00 P 60, 000.00
NINTH: No transfer of stock or interest which would reduce the

stock ownership of Filipino citizens to less than the required
percentage of the capital stock as provided by existing laws shall be
allowed or permitted to be recorded in the proper books of corporation
and this restriction shall be indicated in the stock certificates issued by
the corporation.
TENTH: That ALFREDO S. CRUZ has been elected by the
subscribers as treasurer of the corporation to act as such until his/her
successor is duly elected and qualified in accordance with the bylaws;
and that as such Treasurer, he/she has been authorized to receive for
and in the name and for the benefit of the corporation, all
subscriptions paid by the subscribers.
ELEVENTH: That the incorporators undertake to change the
name of the corporation immediately upon receipt of notice or
directive from the Securities and Exchange Commission that another
corporation, partnership or person has acquired a prior right to the use
of that name or that the name has been declared as misleading,
deceptive, confusingly similar to a registered name, or contrary to
public morals, good customs or public policy.
IN WITNESS WHEREOF, we have set our hands this 23rd day of
MArch 2019 at Manila, City, Philippines.
ISKO N. NOGRALES FRED V. MUNOZ FRANCIS B. CRUZ

TIN 346432 TIN 795743 TIN 355267
JAY C. SALES GREG T. BINAN ALFREDO S. CRUZ

TIN 2535 TIN 3566457 TIN 3563258
WITNESSES:
EDA H. BERNABE SANDRA V. RAMIN
(All incorporators appearing on the fifth article and the two witnesses
should affix their signatures on the blanks provided in this page above
their respective names)
[ACKNOWLEDGEMENT]
ARTICLES OF INCORPORATION OF A RURAL BANK
ARTICLES OF INCORPORTATION
OF THE
SAVINGS RURAL BANK
That we, the undersigned, all of whom are of legal age and
residents of the Philippines, have this day voluntarily agreed to form a
stock corporation under the laws of the Republic of the Philippines.
AND WE HEREBY CERTIFY:

FIRST. That the name of the corporation shall be SAVINGS
RURAL BANK.
SECOND. A. That the objects and purposes for which said
corporation is incorporated are: To carry and engage in the business of
extending rural credit to small farmers and tenants and to deserving
rural industries or enterprises; to have and exercise all authority and
powers; to do and perform all acts, and to transact all businesses
which may legally be had or done by rural banks organized under and
in accordance with Republic Act No. 7353 (Rural Banks Act of 1992) as
it exists or may be amended; and to do all connection with said
purposes within such territory, as may be determined by the Monetary
Board of the Bangko Sentral ng Pilipinas.
B. That the corporation shall have all the express powers of a
corporation as provided for under Section 36 of the Corporation Code
of the Philippines.
THIRD. That the principal office of the corporation is to be
located at Greenhills, Manila, Philippines.
FOURTH. That the term of existence of the corporation is fifty
(50) years from and after the date of incorporation.
FIFTH. That the names, residences and citizenship of the incorporators
of said corporation is as follows:
BRENA N. NOGRALES Filipino 23 Carmen St., Manila
FRITZ V. MUNOZ Filipino 56 Villa St., Manila
FRANCIA B. CRUZ Filipino 109 Sy St., Manila
JAYSON C. SALES Filipino Lila Heights, Manila
GREGY T. BINAN Filipino 58 Tala St., Manila
ALFRED S. CRUZ Filipino 54 Real St., Manila
SIXTH. That the number of directors of said corporation shall be

four (4), and that the names, citizenship and addresses of the
directors of the corporation who are to serve until their successors are
elected and qualified as provided by the bylaws are as follows:
FRANCIA B. CRUZ Filipino 109 Sy St., Manila
JAYSON C. SALES Filipino Lila Heights, Manila
GREGY T. BINAN Filipino 58 Tala St., Manila
ALFRED S. CRUZ Filipino 54 Real St., Manila
SEVENTH. That the capital stock of the corporation is One

Hundred Twenty Million (P 120, 000, 000.00) Philippine currency,
divided into 4, 000 shares of common stock, 4, 000 shares of
government preferred stock, and 4,000 shares of private preferred
stock, all with a par value of P 10, 000.00 each.
a. Only common stocks are entitled to voting rights.
NOTE:
For preferred shares issued against equity investment by
LBP, DBP, or any other government owned and controlled bank
or financial institution pursuant to Section 8 of R.A. No. 7353
(Rural Banks Act of 1992)
b. Government preferred stocks shall be nonvoting. They are
preferred only as to assets upon liquidation and entitled to
dividends without preference from the date of issuance at the
rate provided under Section 8 of R.A. 7353 as follows:
First and second year - 4%

Third and fourth year - 6%
Fifth and sixth year - 8%
Seventh and eighth year - 10%
Ninth to fifteenth year - 12%
Preferred shares of stock held by the Land Bank of the

Philippines or any other government-owned or –controlled bank or
financial institution may be retired in the manner provided for in
Section 8 of R.A. No. 7353.
When all the preferred shares of stock of the bank have been
sold to private shareholders, the Articles of Incorporation of the bank
shall be amended to reflect the conversation of the preferred shares
into common shares of stock.
No retirement or purchase by the bank of its shares
subscribed by private shareholders shall be made unless an equal
amount of preferred shares is retired or purchased so long as the
government holds preferred shares in the bank.
The amount of any cash dividend payable to any holder of
stock may be applied to the payment of the stockholder’s unpaid
subscription to the bank’s capital stock.
In the event of liquidation, dissolution, receivership,
bankruptcy, or winding up of the affairs of the bank, voluntary or
involuntary, the assets of the bank remaining after payments have
been made to creditors shall be distributed in the following order: First
recipient shall be the holders of government preferred stocks to the
full par value of the government preferred shares, ratably in so far as
the assets of the bank will permit; and, thereafter, any sums
remaining shall be distributed equally to the holders of preferred and
common stocks alike.
The above rights, preferences and restrictions shall be
printed on the back of the stock certificate to be issued by the bank.
EIGHT. That at least twenty-five (25%) percent of the
authorized capital stock above stated has been subscribed as follows:
Name of Nationality No. of Share Amount
Subscriber Subscribed Subscribed
BRENA N. Filipino 500 P 5, 000, 000
NOGRALES
FRITZ V. Filipino 500 P 5, 000, 000
MUNOZ
FRANCIA B. Filipino 500 P 5, 000, 000
CRUZ
JAYSON C. Filipino 500 P 5, 000, 000
SALES
GREGY T. Filipino 500 P 5, 000, 000
BINAN
ALFRED S. Filipino 500 P 5, 000, 000
CRUZ
NINTH. That the above-named subscribers have paid at least

twenty-five (25%) percent of the total subscription as follows:
Name of Subscriber Amount Subscribed Total Paid-up

BRENA N. NOGRALES P 5, 000, 000 P 5, 000, 000
FRITZ V. MUNOZ P 5, 000, 000 P 5, 000, 000
FRANCIA B. CRUZ P 5, 000, 000 P 5, 000, 000
JAYSON C. SALES P 5, 000, 000 P 5, 000, 000
GREGY T. BINAN P 5, 000, 000 P 5, 000, 000
ALFRED S. CRUZ P 5, 000, 000 P 5, 000, 000
TENTH. That FRITZ V. MUNOZ has been elected by the

subscribers as Treasurer of the Corporation to act as such until his/her
successor is duly elected and qualified in accordance with the bylaws,
and that as such Treasurer, he/she has been authorized to receive for
and in the name and for the benefit of the corporation, all
subscriptions paid by the subscribers.
ELEVENTH. That the incorporators undertake to change the
name of the corporation immediately upon receipt of notice of directive
from the Securities and Exchange Commission that another
corporation, partnership or person has acquired a prior right to the use
of that name or that the name has been declared as misleading,
deceptive, confusingly similar to the registered name, or contrary to
public morals, good customs or public policy.
TWELFTH. That no transfer of stock or interest which will reduce
the ownership of Filipino citizens to less than the required percentage
of the capital stock as provided by existing laws shall be allowed or
permitted to be recorded in the proper books of the corporation and
this restriction shall be indicated in all stock certificates issued by the
corporation.
IN WITNESS WHEREOF, we have hereunto signed these
Articles of Incorporation, this 23rd day of March, 2019, in the City of
Manila, Republic of the Philippines.
BRENA N. NOGRALES FRITZ V. MUNOZ FRANCIA B. CRUZ
JAYSON C. SALES GREGY T. BINAN ALFRED S. CRUZ
SIGNED IN PRESENCE OF:

MYRNA G. CODATO PHILIP B. ANAS
[ACKNOWLDEGEMENT]
AGREEMENT AND ARTICLES OF MERGER
AGREEMENT AND ARTICLES OF MERGER
This AGREEMENT AND ARTICLES OF MERGER made and entered

into in Manila, Philippines this 23rd day of March 2019 by and
between:
KING CORPORATION, a domestic banking corporation duly

organized and existing under the laws of the Republic of the
Philippines, with principal office and place of business at Buendia,
Makati, hereinafter referred to as the constituent corporation.
-and-
QUEEN CORPORATION, a domestic banking corporation organized

and existing under the laws of the Republic of the Philippines, with
principal office and place of business at Sta. Ana, Manila, hereinafter
referred to as the absorbed corporation.
Both corporations are hereinafter referred to as the “CONSTITUENT

INSTITUTIONS.”
WITNESSETH THAT:
WHEREAS, THE CONSTITUENT INSTITUTIONS are both domestic
companies existing under laws of the Republic of the Philippines with
the principal purpose of engaging in the business of Sales as
authorized under Philippine law, as amended;
WHEREAS, KING CORPORATION, has an authorized capital stock
of Sixty Million (P60, 000, 000.00) Philippine Currency divided into
Three Thousand (3, 000) shares of common stock and Three Thousand
(3, 000) shares of preferred stock, both with par value of Php 10,
000.00 per share;
WHEREAS, QUEEN CORPORATION, has an authorized capital
stock of Thirty Million (P 30, 000, 000.00), Philippine Currency divided
into Three Thousand (3, 000) shares of preferred stock, both with par
value of P 10, 000.00 per share;
WHEREAS, the directors and stockholders of each of the
CONSTITUENT INSTITUIONS deem it is desirable and for the best
interest of the respective corporation that the rights, privileges,
franchises, powers, profits and businesses of each of the
CONSTITUENT INSTITUTIONS have been merged into a single
corporation and Queen Corporation as the absorbed corporation;
WHEREAS, at the special joint meeting of the board and
stockholders of King Corporation held on December 29, 2018, at which
a quorum was present and acting throughout 100% of the Board of
Directors and 6, 000 shares representing all of the outstanding
common stock of King Corporation approved, authorized and assented
to the plan of merger.
There were no stockholders who voted against the Plan of Merger;
WHEREAS, at the special joint meeting of the board and
stockholders of Queen Corporation, held on December 29, 2018, at
which a quorum was present and acting throughout, 100% of the
Board of Directors and 3, 000 shares representing all of the
outstanding common stock of Queen Corporation approved, authorized
and assented to the plan of merger. There were no stockholders who
voted against the Plan of Merger;
NOW, THEREFORE, in one consideration of the foregoing
premises, the CONSTITUENT INSTITUTIONS, under their respective
seals, for the purpose of effecting such merger hereby mutually agree
as follows:
I
THE CONSTITUENT INSTITUTIONS, KING CORPORATION and
QUEEN CORPORATION, are hereby merged into a single corporation
with KING CORPORATION as the surviving entity.
II
Simultaneous to the merger, KING CORPORATION shall increase its
authorized capital stock from P 60, 000, 000.00 to Ninety Million (P90,
000, 000.00), Philippine currency and said capital stock is divided into
Four Thousand Five Hundred (4,500) shares of common stock with
voting rights and Four Thousand Five Hundred (4,500) (4, 500) shares
of preferred stock both with a par value of P10, 000.00 per share;
III
KING CORPORATION shall hold and enjoy, and is hereby vested
with the rights privileges, franchise, contracts, powers and property,
real and personal, heretofore enjoyed, owned or possessed, including
the earned surplus of the absorbed corporation. QUEEN CORPORATION
shall and hereby transfer, assign, convey and grant to KING
CORPORATION all its rights, privileges, contracts, power and property
of whatsoever nature and wherever situated as of March 23, 2019.
QUEEN CORPORATION hereby agrees to make and execute any and all
further transfers, assignments and conveyance in the law, and things
so as to effect transfer of title to KING CORPORATION.
IV
All debts, liabilities, assignments and obligations of QUEEN
CORPORATION as of March 23, 2019 shall be deemed and are hereby
declared to be those of KING CORPORATION which in addition hereby
undertakes to indemnify the merged entity against, and keep it free
and harmless from, all actions, proceedings, claims and demands in
respect thereof.
V
In exchange for the net assets transferred, KING CORPORATION
shall issue P 10, 000, 000 or 1, 000 of common shares to the common
stockholders of KING CORPORATION to be taken from the increase of
capital stock of KING CORPORATION, while preferred shareholders of
QUEEN CORPORATION shall receive P 10, 000, 000 worth of KING
CORPORATION’S preferred shares. To be taken out of the unissued
portion of the present authorized (Preferred) capital stock of KING
CORPORATION.
VI
That QUEEN CORPORATION shall continue to operate as a branch
of KING CORPORATION effective upon the approval by the Securities
and Exchange Commission of this merger.
VIII
The stockholders of KING CORPORATION and QUEEN
CORPORATION shall upon execution of this agreement be deemed to
be and shall become stockholders of KING CORPORATION to the
extent of 1, 000 of common shares of stock and 1,000 preferred
shares (please refer to Annex “A” for details).
For this purpose, KING CORPORATION shall without unnecessary

delay issue certificates of stock in favor of the stockholders of the
absorbed corporation.
VIII
At the first meeting of the Board of Directors of the KING
CORPORATION which shall be held as soon as practicable after said
merger shall become effective, the Directors shall adopt a code of
bylaws and elect or appoint its officers.
IX
KING CORPORATION and QUEEN CORPORATION hereby agree to
jointly or separately assign, transfer, acknowledge and deliver such
other deeds, documents, papers and other writings as may be
necessary to carry into full effect the intents and purposes of the
parties hereto.
X
When this agreement shall have been signed, acknowledged filed
and recorded in the Securities and Exchange Commission in
accordance with the provisions of the Corporation Code of the
Philippines, the existence of QUEEN CORPORATION shall cease, except
insofar as the same may be continued by statute or may be required
for carrying out the purposes of this agreement, and QUEEN
CORPORATION’s Articles of Incorporation shall be amended and its
corporate name shall be changed to KING CORPORATION, as
amended.
IN WITNESS WHEREOF, the undersigned have hereunto signed
their names on behalf of the respective constituent institutions on the
KING CORPORATION QUEEN CORPORATION

TIN 0867589397 TIN 09976475
By:
RUDOLF N. JACINTO BUEN B. VENTURA

President President
Certified by: Certified by:

ALICE F. HILGO MART B. LARA
Corporate Secretary Corporate Secretary
[ACKNOWLEDGEMENT]
FORM OF BYLAWS
BYLAWS
OF
J AND J CORPORATION
Article I
SUBSCRIPTION, ISSUANCE AND TRANSFER OF SHARES
Section 1. Subscriptions. –Subscribers to the capital stock of the

corporation shall pay the value of the stock in accordance with the
terms and conditions prescribed by the Board of Directors. Unpaid
subscriptions shall not earn interest unless determined by the Board of
Directors.
Section 2. Certificate. –The stockholder shall be entitled to one
or more certificates for fully paid stock subscription in his name in the
books of the corporation. The certificates shall contain the matters
required by law and the Articles of Incorporation. They shall be in such
form and design as may be determined by the Board of Directors and
numbered consecutively. The certificate shall be signed by the
President, countersigned by the Secretary or Assistant Secretary and
sealed with the corporate seal.
Section 3. Transfer of Shares. –Subject to the restrictions,
terms and conditions contained in the Articles of Incorporation, shares
may be transferred, sold, assigned or pledged by delivery of the
certificates duly indorsed by the stockholder, his attorney-in-fact, or
other legally authorized person. The transfer shall be valid and binding
on the corporation only upon record thereof in the books of the
corporation. The secretary shall cancel the stock certificates and issue
new certificates to the transferee.
No shares of stock against which the corporation holds any
unpaid claim shall be transferable in the books of the corporation.
All certificates surrendered for transfer shall be stamped
“Cancelled” on the face thereof, together with the date of cancellation,
and attached to the corresponding stub with the certificate book.
Section 4. Lost Certificates. –in case any stock certificate is lost,
stolen, or destroyed, a new certificate may be issued in lieu thereof in
accordance with the procedure prescribed under Section 73 of the
Corporation Code.
ARTICLE II
MEETINGS OF STOCKHOLDERS
Section 1. Annual/Regular Meetings. –The annual/regular
meetings of stockholders shall be held at the principal office on the 3 rd
day of March of each year, if such day is a legal holiday, then on the
day following.
Section 2. Special Meeting. –The special meetings of
stockholders, for any purpose or purposes, may at any time be
cancelled by any of the following: (a) Board of Directors, at its own
instance, or at the written request of stockholders representing a
majority of the outstanding capital stock, (b) President.
Section 3. Place of Meeting. –Stockholders’ meetings, whether
regular or special, shall be held in a principal office of the corporation
or at any place designated by the Board of Directors in the city or
municipality where the principal office of the corporation is located.
Section 4. Notice of Meeting –Notices for regular or special
meetings of stockholders may be sent by the Secretary by personal
delivery or by mail at least two (2) weeks prior to the date of the
meeting to each stockholder of record at his last known address. The
notice shall state the place, date and hour of the meeting, and the
purpose or purposes for which the meeting is called.
When the meeting of stockholders is adjourned to another time or
place, it shall not be necessary to give any notice of the adjourned
meeting if the time and place to which the meeting is adjourned are
announced at the meeting at which the adjournment is taken. At the
reconvened meeting, any business may be transacted that might have
been transacted on the original date of the meeting.
Section 5. Quorum. –Unless otherwise provided by aw in all
regular or special meetings of stockholders, a majority of the
outstanding capital stock must be present in order to constitute a
quorum. If no quorum is constituted, the meeting shall be adjourned
until the requisite amount of stock shall be present.
Section 6. Conduct of Meeting.-Meeting of the stockholders shall
be presided over by the President, or in his absence, by a chairman to
be chosen by the stockholders. The secretary, shall act as Secretary of
every meeting, if not present, the chairman of the meeting shall
appoint a secretary of the meeting.
Section 7. Manner of Voting. - At all meetings of stockholders, a

stockholder may vote in person or proxy. Unless otherwise provided in
the proxy. It shall be valid only for the meeting at which it has been
presented to the Secretary. All proxies must be in the hands of the
Secretary before the time set for the meeting. Proxies filed with the
Secretary may be revoked by the stockholders either in an instrument
in writing duly presented and recorded with the Secretary, prior to a
scheduled meeting or by their personal presence at the meeting.
Section 8. Closing of Transfer Books or Fixing of Record Date.-
For the purpose of determining the stockholders entitled to notice of,
or to vote at, any meeting of stockholders or any adjournment thereof
or to receive payment of any dividend. The Board of Directors may
provide that the stock and transfer books be closed for ten (10)
working days immediately preceding such meeting.
ARTICLE III
BOARD OF DIRETORS
Section 1. Powers of the Board. –Unless otherwise provided by
law, the corporate powers of the corporation shall be exercised, all
business conducted and all property of the corporation shall be
controlled and held by the Board of Directors to be elected by and
from among the stockholders. Without prejudice to such powers as
may be granted by law, the Board of Directors shall also have the
following powers:
a) From time to time, to make a change rules and regulations not
inconsistent with these bylaws for the management of the
corporation’s businesses and affairs;
b) To purchase, receive, take or otherwise acquire for and in the
name of the corporation, any and all properties, rights, or
privileges, including securities and bonds of other corporations,
for such consideration and upon such terms and conditions as
the Board may deem proper or convenient;
c) To invest the funds of the corporation in other corporations or
for purposes other than those for which the corporation was
organized, subject to such stockholders’ approval as may be
required by law;
d) To incur such indebtedness as the Board may deem necessary,
to issue evidence of indebtedness including without limitation,
notes, deeds of trust, bonds, debentures, or securities, subject
to such stockholders’ approval as may be required by law,
and/or pledge, mortgage, or otherwise encumber all part of the
properties of the corporation;
e) To establish pension, retirement, bonus or other types of
incentives or compensation plans for the employees, including
officers and directors of the corporation.
f) To prosecute, maintain, defend, compromise or abandon any
lawsuit in which the corporation or its officer are either plaintiffs
or defendants in connection with the businesses of the
corporation;
g) To delegate, from time to time, any of the powers of the Board
which may lawfully be delegated in the course of the current
business of the corporation to any standing or special
committee or to any officers or agent and to appoint any person
to be the agent of the corporation with such powers and upon
such terms as may be deemed fit;
h) To implement these bylaws, provided such matter does not
require the approval or consent of the stockholders under the
Corporation Code.
Section 2. Election and Term.-The Board of Directors shall be

elected during each regular meeting of stockholders and shall hold the
office for one (1) year and until their successors are elected and
qualified.
Section 3. Vacancies.-Any vacancy accruing in the Board of
Directors other than by removal by the stockholders or by expiration of
term, may be filled by the vote of at least a majority of the remaining
directors, if still constituting a quorum; otherwise, the vacancy must
be filled by the stockholders at regular or at any special meeting of
stockholders called for the purpose. A director so elected to fill a
vacancy shall be elected only for the unexpired term of his predecessor
in the office.
Section 4. Meetings.-Regular meetings of the Board of Directors
shall be held once a month on such dates and at places as may be
called by the Chairman of the Board, or upon the request of a majority
of the Directors.
Section 5. Notice.-Notice of the regular or special meeting of the
Board, specifying the date, time and place of the meeting, shall be
communicated by the Secretary to each director personally, or by
telephone, telegram, or by written message. A director may waive this
requirement, either expressly or impliedly.
Section 6. Quorum.-A majority of the number of directors as
fixed in the Articles of Incorporation shall constitute a quorum for the
transaction of corporate business and every decision of at least a
majority of the directors present at a meeting at which there is a
quorum shall be valid as a corporate act, except for the election of
officers which shall require the vote of a majority of all the members of
the Board.
Section 7. Conduct of the Meetings.-Meetings of the Board of
Directors shall be presided over by the Chairman of the Board, or in
his absence, by any other director chosen by the Board. The
Secretary, shall act as Secretary of every meeting, if not present, the
Chairman of the meeting, shall appoint a secretary of the meeting.
Section 8. Compensation.-By resolution of the Board, each
director shall receive a reasonable per diem allowance for his
attendance at each meeting of the board. As compensation, the Board
shall receive and allocate an amount of not more than ten percent
(10%) of the net income before income tax of the corporation during
the preceding year. Such compensation shall be determined and
apportioned among the directors in such manner as the board may
deem proper, subject to the approval of stockholders representing at
least a majority of the outstanding capital stock at a regular or special
meeting of the stockholders.
ARTICLE IV
OFFICER
Section 1. Election/Appointment.-immediately after their

election, the Board of Directors shall formally organize by electing the
President, the Vice President, the Treasurer, and the Secretary at said
meeting.
The board may, from time to time, appoint such other officers as
it may determine to be necessary or proper. Any two (2) or more
positions may be held concurrently by the same person, except that no
one shall act as President and Treasurer or Secretary at the same
time.
Section 2. President.-The President shall be the Chief Executive
Officer of the corporation and shall exercise the following functions:
a) To preside at the meetings of the stockholders;
b) To initiate and develop corporate objectives and policies and
formulate long range projects, plans and programs for the
approval of the Board of Directors, including those for executive
training, development and compensation;
c) To supervise and manage the business affairs of the corporation
upon the direction of the Board of Directors;
d) To implement the administrative and operational polices of the
corporation under his supervision and control;
e) To appoint, remove, suspend or discipline employees of the
corporation under his supervision and control;
f) To oversee the preparation of the budgets and the statements of
accounts of the corporation;
g) To represent the corporation at all functions and proceedings;
h) To execute on behalf of the corporation all contracts,
agreements and other instruments affecting the interest of the
corporation which require the approval of the Board of Directors;
i) To make reports to the Board of Directors and stockholders;
j) To sign certificates of stock; and
k) To perform such other duties as are incident to his office or are
entrusted to him by the Board of Directors.
Section 3. The Vice President.-he shall, if qualified, act as
President in the absence of the latter. He shall have such other powers
and duties as may from time to time be assigned to him by the Board
of Directors or by the President.
Section 4. The Secretary.-The Secretary must be a resident and
a citizen of the Philippines. He shall have the following specific powers
and duties:
a) To record the minutes and transactions of all meetings of the
directors and the stockholders and to maintain minute books
of such meetings in the form and manner required by law;
b) To keep record books showing the details required by law
with respect to the stock certificates of the corporation,
including ledgers and transfer books showing all shares of the
corporation subscribed, issued and transferred;
c) To keep the corporate seal and affix it to all papers and
documents requiring a seal, and to attest by his signature all
corporate documents requiring the same;
d) To attend to the giving and serving of all notices of the
corporation required by law or these bylaws to be given;
e) To certify to such corporate acts, countersign corporate
documents or certificates, and make reports or statements as
may be required of him by law or by government rules and
regulations;
f) To act as inspector at the election of directors and as such, to
determine the number of shares of stock outstanding and
entitled to vote, the shares of stock represented at the
meeting, the existence of quorum, the validity and effect of
proxies, and to receive votes, ballots or consents, hear and
determine questions in connection with the right to vote,
count and tabulate all votes, determine the result, and do
such acts as are proper to conduct the election; and
g) To perform such other duties as are incident to his office or as
may be assigned to him by the Board of Directors or the
President.
Section 5. The Treasurer.-The Treasurer of the corporation shall

have the following duties:
a) To keep full and accurate accounts of receipts and
disbursements in the books of the corporation;
b) To have custody of, and be responsible for, all the funds,
securities and bonds of the corporation;
c) To deposit in the name and to the credit of the
corporation, in such bank as may be designated from time
to time by the Board of Directors, all the moneys, funds,
securities, bonds, and similar valuable effects belonging to
the corporation which may come under his control;
d) To render an annual statement showing the financial
condition of the corporation and such other financial
reports as the Board of Directors, or the President may,
from time to time require;
e) To prepare such financial reports, statements,
certifications and other documents which may, from time
to time. Be required by government rules and regulations
and to submit the same to the proper government
agencies; and
f) To exercise such powers and perform such duties and
functions as may be assigned to him by the President.
Section 6. Term of Office.-The term of office of all officers shall

be one (1) year and until their successors are duly elected and
qualified.
Section 7. Vacancies.-If any position of the officers becomes
vacant by reasons of death, resignation, disqualification or for any
other cause, the Board of Directors, by majority vote may elect a
successor who shall hold office for the unexpired term.
Section 8. Compensation.-The officers shall receive such
remuneration as the Board of Directors may determine. A director shall
not be precluded from serving the corporation in any other capacity as
an officer, agent or otherwise, and receiving compensation therefore.
ARTICLE V
OFFICES
Section 1. The principal office of the corporation shall be located

at the place stated in Article III of the Articles of Incorporation. The
corporation may have such other branch offices, either within or
outside the Philippines as the Board of Directors may designate.
ARTICLE VI
AUDIT OF BOOKS, FISCAL YEAR AND DIVIDENDS
Section 1. External Auditor.-At the regular stockholders’

meeting, the external auditor of the corporation for the ensuing year
shall be appointed. The external auditor shall examine, verify and
report on the earnings and expenses of the corporation.
Section 2. Fiscal Year.-The fiscal year of the corporation shall
begin on the first day of January and end on the last day of December
of each year.
Section 3. Dividends.-Dividends shall be declared and paid out
of the unrestricted retained earnings which shall be payable in cash,
property, or stock to all stockholders on the basis of outstanding stock
held by them, as often and at such times as the Board of Directors
may determine and in accordance with law.
ARTICLE VII
SEAL
Section 1. Form and Inspections.-The corporate seal shall be
determined by the Board of Directors.
ARTICLE VIII
AMENDMENTS
Section 1. These bylaws may be amended or repealed by the

affirmative vote of at least a majority of the Board of Directors and the
stockholders representing a majority of the outstanding capital stock
at any stockholders’ meeting called for that purpose. However, the
power to amend, modify, repeal or adopt by new bylaws may be
delegated to the Board of Directors by affirmative vote of stockholders
representing not less than two-thirds (2/3) of the outstanding capital
stock: Provided, however. That any such delegation of powers to the
Board of Directors to amend, repeal or adopt new bylaws may be
revoked only by the vote of stockholders representing a majority of
the outstanding capital stock at a regular or special meeting.
IN WITNESS WHEREOF, we the undersigned stockholders,
have adopted the foregoing bylaws and hereunto affixed our
signatures this 23rd day of March, 2019 at the City of Manila,
Philippines.
(Note: 1. If filled with Articles of Incorporation, these bylaws
should be signed by all incorporators:
2. If filed after incorporation, should be signed by majority of
the subscribers and should submit director’s certificate for the
adoption of the bylaws)
BRENA N. NOGRALES FRITZ V. MUNOZ FRANCIA B. CRUZ
JAYSON C. SALES GREGY T. BINAN ALFRED S. CRUZ

PREPARED BY: JOANNA MONETTE D. ATIBAGOS
FORM OF BY-LAWS OF A RURAL BANK
BY-LAWS OF THE
RURAL BANK OF THE PHILIPPINES INC.
Villa de Calamba, Calamba City, Laguna, Philippines
ARTICLE 1
OFFICES
Section 1. Principal Office – The proposal office of the Bank shall

be in the Municipality/City of Calamba, Province of Laguna, Philippines.
ARTICLE 2
STOCK AND STOCKHOLDERS
Section 1. Certificate of Stock. – Ownership or proprietary

interest in the assets of the bank shall be evidenced by certificates of
stock which shall be recorded in the books of the bank and shall be in
such form as the Monetary Board of the Bangko Sentral ng Pilipinas
may prescribe. A certifivate of stock shall be issued to a subscriber
only after full payment of his subscription, including interest on unpaid
subscriptions and other expenses, if any. The certificate of stock shall
be signed by the President or the Vice President, counter-signed by the
Secretary or Assistant Secretary, and sealed with the corporate seal.
Section 2. Subscription Contract. – Any acquisition by a

subscriber of the bank’s unissued stock shall be evidenced by a
contract of subscription setting forth the date and manner of payment
of the balance of subscription: PROVIDED, That unpaid subscriptions
shall be governed by Section 66 and 67 of Batas Pambansa Blg. 68
(Corporation Code of the Philippines).
Section 3. Transfer of Shares. – Shares of stock so issued may

be transferred by delivery of the certificate indorsed by the owner or
his attorney-in-fact or other person legally authorized to make the
transfer. No transfer, however, shall be valid, except as between the
parties, until the transfer is recorded in the books of the bank, so as to
show the names of the parties to the transaction, the date of the
transfer, the number of certificate, and the number of shares
transferred: PROVIDED, That when the bank holds any unpaid claim
on shares of stock (whether for unpaid subscriptions or loans).
Transfer of said shares shall not be recorded in the corporate books:
PROVIDED, further, That the stock transfer books of the bank shall be
closed for transfer twenty (20) days before the general election and
ten (10) days before dividend days.
To effect the transfer, the old stock certificate must be

surrendered for cancellation before a new certificate is issued. If less
than the entire number of shares represented by the certificate is
assigned, two (2) new certificates therefore shall be issued – one in
the name of the transferee for the number of shares assigned, and
another in the name of the transferor for the number of shares that
were not assigned.
No transfer of stock shall be effected which will violate the legal

requirement that at least 100% of the voting stock of a rural bank
shall be owned by citizens of the Philippines.
Transfer of shares shall be reported to the appropriate

supervising department of the Bangko Sentral ng Pilipinas.
Section 4. Lost or destroyed certificates. – The issuance of new

stock certificates in lieu of those which have been lost, stolen or
destroyed shall be governed by Section 73 of the Corporation Code.
ARTICLE III
MEETINGS OF STOCKHOLDERS
Section 1. Annual Meetings. – The stockholders’ annual meetings

shall be held at the bank’s principal office or at any place within the
municipality/city where the bank is located, on 1 st day of June of each
year at 1 o’clock in the afternoon. If such day falls on a holiday, then
on the first full business day thereafter, at the same hour and place.
However, the Board of Directors, by a resolution adopted fifteen (15)
days before the regular holding of such annual meeting, and with
proper notice to the stockholders, may vary the date, hour or place of
such meeting which shall be held not earlier than fifteen (15) days
after the adoption of such resolution. If, for some reason, the annual
meeting cannot take place as scheduled, such meeting may be called
thereafter in the manner provided for the calling of special meetings.
Section 2. Special Meeting. – Special meetings of stockholders

shall be held at any time deemed necessary: PROVIDED, however,
That at least five (5) days written notice shall be sent to all
stockholders. Upon written request of the stockholders holding a
majority of the outstanding shares or by resolution of the Board of
Directors, the President shall call a special stockholders’ meeting and
cause written notices to be mailed to all stockholders stating the place,
date, time and purpose of such meeting.
Section 3. Quorum. – A majority of the outstanding capital stock

entitled to vote shall constitute a quorum at meetings of stockholders,
except in cases where the law requires a greater vote for an act or
business. If a quorum is not present, the chairman of the meeting or a
majority of the voting stockholders present may adjourn the meeting
from time to time until a quorum is obtained.
Section 4. Who shall precise at meetings. – The Bank’s President

shall preside over the meetings of stock holders. The Corporate
Secretary shall act as secretary at all meetings of the stockholders, the
Board of Directors and the Credit Committee, provided, that in his/her
absence or incapacity the presiding officers may designate some other
person to act as secretary.
Section 5. Proxies. – Stockholders may vote in person or by

proxy in all meetings of stockholders. Proxies shall be in writing,
signed by the stockholder and filed before the scheduled meeting with
the corporate secretary. Unless otherwise provided in the proxy, it
shall be valid only for the meeting for which it is intended. No proxy
shall be valid and effective for a period longer than five (5) years at
any one time.
Section 6. Waiver of Notice. – Notice of any meeting may be

waived, expressly or impliedly, by any stockholder.
Section 7. Order of Business at Regular and Special Meetings.
A. Regular Meetings – The order of business at regular meetings

shall be as follows:
1. Call to order by the President

2. Proof of notice
3. Roll call
4. Reading and approval of the minutes of the previous
meeting
5. Annual reports of the President, Manager and/or other
officers and the Chairmen of the standing/special
committees
6. Election of the members of the Board of Directors
7. Unfinished business
8. New business
9. Adjournment
B. Special Meetings – The order of business special meetings

shall be as follows:
1. Call to order by the President
2. Proof of notice
3. Roll call
4. Reading and approval of the minutes of the previous
meeting
5. Business for which the meeting has been called
6. Announcements (optional)
7. Adjournment
ARTICLE IV
BOARD OF DIRECTORS
Section 1. Election. – The business affairs of the Bank shall be

conducted under the supervision and control of the Board of Directors.
The holders of stock entitled to vote shall elect such directors in the
manner provided in Section 24 of Batas Pambansa Blg. 68
(Corporation Code of the Philippines), whose qualifications shall be
subject to the pertinent rules and regulations of the Bangko Sentral ng
Pilipinas.
Section 2. Eligibility. – Only Filipino citizens are eligible for

election to the Board. Every director must own at least one (1) share
of the bank’s capital stock. Eligibility of directors shall be subject to
existing laws and Bangko Sentral ng Pilipinas rules and regulations.
Section 3. Term. The Board of Directors shall serve for one (1)
year and until their successors are elected and qualified. A director
shall hold office for such period unless before his term expires, he
resigns, is removed from office, becomes incapacitated by reason of
sickness or death, or otherwise disqualified by law or by Bangko
Sentral ng Pilipinas rules and regulations.
Section 4. Vacancy in the Office of Director. – Any vacancy

occurring in the Board of Directors other than by removal by the
stockholders or by expiration of term, may be filled by the vote of at
least a majority of the remaining director, if still constituting a
quorum; otherwise, said vacancy must be filled by the stockholders in
a regular or special meeting called for the purpose. A director so
elected to fill a vacancy shall serve only the unexpired term of his
predecessor in office.
Any directorship to be filled by reason of an increase in the

number of directors shall be filled only by an election at a regular or
special meeting of stockholders duly called for the purpose.
Section 5. Removal – Any director may be removed from office

by a vote of the stockholders representing two-thirds (2/3) of the
outstanding capital stock in the manner provided for in Section 28 of
the Corporation Code.
Section 6. Regular Meetings – Regular meetings of the Board of

Directors shall be held at least once a month at such days and hours to
be fixed by either the Board of Directors or by the President of the
Bank at the bank premises or at any place within the municipality
where the bank is located. Written notices to the directors must be
mailed at least seven (7) days before the scheduled meeting.
Section 7. Special Meetings – The Bank President may call a

special meeting of the Board of Directors at any place within the
country. Notices of such meeting shall be given at least three (3) days
before the date thereof.
Section 8. Quorum. – A majority of the number of directors shall

constitute a quorum for the transaction of corporate business, and
every decision of at least a majority of the directors present at a
meeting at which there is a quorum shall be valid as a corporate act,
except for the election of officers which shall require the vote of a
majority of all the members of the Board.
Directors cannot attend or vote by proxy at board meetings.
Section 9. Waiver. – Notice of any meeting may be waived,

expressly or impliedly, by any director.
Section 10. Compensation. – The directors shall not receive any

compensation, as such directors, except for reasonable per diems:
Provided, however, that any such compensation (other than per
diems) may be granted to directors by the vote of the stockholders
representing at least a majority of the outstanding capital stock at a
regular or special stockholders’ meeting. In no case shall the total
yearly compensation of directors exceed ten (10%) percent of the net
income before income tax of the bank during the preceding year.
Section 11. Order of Business. – The order of business at the

regular or special meeting of the Board of Directors shall be as follows:
1. Calling of roll
2. Proof of due notice of meeting
3. Reading and disposal of any unapproved minutes
4. Reports of officers and committees
5. Election of officers
6. Unfinished business
7. New business
8. Adjournment
ARTICLE V
COMMITTEES
Section 1. Credit Committee. – The Board of Directors shall elect

from their number two directors who, with the Bank Manager as
permanent member, shall act as a Credit Committee. The Secretary
shall serve as an ex-officio secretary of the Committee. The Board may
also elect one additional director to serve as an alternate member in
the absence or inability of any regular member thereof. Any member
of the Credit Committee may be removed at any time by a majority
vote of all the members of the Board.
The Credit Committee shall meet as frequently as necessary. Its

main function is to process and scrutinize applications for loans and to
recommend their approval or rejection by the Board of Directors.
Section 2. Executive Committee. – The bank may create an

executive committee, composed of not less than three members of the
board to be appointed by the board. Said committee may act, by
majority vote of all its members, on specific matters within the
competence of the board, as may be delegated to it on a majority vote
of the board, except with respect to: (1) approval of any action for
which shareholders’ approval is required; (2) the filling of vacancies in
the board; (3) the amendment or repeal of bylaws or the adoption of
new bylaws; (4) the amendment or repeal of any resolution of the
board which by its express terms is not so amendable or repealable;
and (5) a distribution of cash dividends to the shareholders.
Section 3. Special Committees. – The Board of Directors may

create other special committees in addition to the credit and the
executive committees.
Section 4. Quorum. – A majority of the members of any

committee shall constitute a quorum.
Section 5. Keeping of Records. – All committees shall keep

records of their proceedings and submit the same to the Board of
Directors at its next meeting or earlier, if required.
ARTICLE VI
OFFICERS
Section 1. Executive Officers. – The executive officers of the

Bank shall be: (1) The President; (2) the Vice President; (3) the
Treasurer; (4) the Secretary; (5) the Bank Manager; and (6) the
Cashier. The President who must be a director, the Treasurer who may
or may not be a director and the Secretary who must be a resident
and citizen of the Philippines are elected by a majority vote of all the
members of the Board at a meeting held immediately after their
election at the annual stockholders’ meeting. The Bank Manager and
the Cashier are appointed by the Board of Directors.
Any two (2) or more positions may be held concurrently by the

same person, except that no one shall act as President and Secretary
or as President and Treasurer at the same time.
Section 2. The President. – The President shall be the chief

executive officer of the Bank. He shall see to it that all orders and
resolutions of the Board of Directors and all Bangko Sentral circulars
and rules and regulations governing rural banks are carried into effect.
He shall exercise such powers and perform such duties as are
prescribed for the Office of the President in these bylaws.
Section 3. The Vice President. – The Vice President shall exercise

the powers and authority and perform duties of the President during
the latter’s absence or incapacity to act.
Section 4. The Secretary. – The Secretary shall keep record of all

the proceedings at all meetings as well as all other pertinent bank
records and shall have custody of the seal of the corporation.
Section 5. The Treasurer. – The treasurer shall receive for and in

the name of the Bank all payments for stock subscriptions and, when
so designated by the Board of Directors, shall sign checks. Drafts and
other documents of similar importance and perform such other duties
and functions as may be assigned by the Board of Directors.
Section 6. The Bank Manager. – The Bank Manager shall have

general management of the business affairs of the Bank, subject to the
control of the Board of Directors.
Section 7. The Cashier. – The Cashier shall have custody of all

funds, securities and other assets of the Bank. He shall keep a
complete record of the bank’s assets and liabilities and shall make
reports with respect thereto as may be required of him by the Board of
Directors. He shall perform such other duties and functions incident to
his position as well as those assigned to him from time to time by the
Board of Directors.
Section 8. Eligibility. – The eligibility of the bank’s executive

officers shall be subject to existing laws and Bangko Sentral ng
Pilipinas rules and regulations.
Section 9. Other officers and Employees. – The Board of

Directors may appoint other officers and employees and fix their
respective compensation, subject to existing laws and Bangko Sentral
ng Pilipinas rules and regulations.
Section 10. Removal from Office. – Any officer or employee of

the Bank may be dismissed subject to existing laws and pertinent
Bangko Sentral ng Pilipinas rules and regulations.
ARTICLE VII
MISCELLANEOUS PROVISIONS
Section 1. Financial Report. – At the regular meeting of

stockholders, the Board of Directors shall render a financial report of
the operations of the bank for the preceding year, which shall include
financial statements, duly signed and certified by an independent
certified public accountant.
Section 2. Right to Financial Statements. – Within ten (10) days

from receipt of a written request of any stockholders, the bank shall
furnish to him its most recent financial statements, which shall furnish
to him its most recent financial statements, which shall include a
balance sheet as of the end of the last taxable year and a profit and
loss statement for said taxable year, showing in reasonable detail its
assets and liabilities and the result of its operations.
Section 3. Records and Books to be Kept. – The bank shall at its

principal office, keep and carefully preserve a record of all business
transactions, and minutes of all meetings of stockholders and the
Board of Directors as well as copies of the bank’s Articles of
Incorporation and bylaws duly approved by the Securities and
Exchange Commission. The bank must also keep a “stock and transfer
book,” in which must be kept a record of all stocks in the names of the
stockholders alphabetically arranged; the installments paid and unpaid
on all stock for which subscription has been made, and the date of
payment of any installment; a statement of every alienation, sale or
transfer of stock made, the date thereof, and by and to whom made;
and such other pertinent entries.
The records of all business transactions of the bank, the minutes

of any meeting, and the stock and transfer book shall be open to the
inspection of any director or stockholder at reasonable hours on
business days and he may demand, in writing, for a copy of excerpts
from said records or minutes, at his expense.
Section 4. Disbursements. – All disbursement checks and

vouchers shall be signed by the cashier and counter-signed by the
President or, in his absence or incapacity, by any of the following
persons successively: (1) the Vice President;(2) the bank manager; or
(3) any other officer or employee duly authorized by the Board of
Directors.
Section 5. Dividends. – Declaration of dividends shall subject to

existing laws and Bangko Sentral ng Pilipinas rules and regulations.
Section 6. Investments. – All investments of corporate funds

shall be subject to existing laws and Bangko Sentral ng Pilipinas rules
and regulations.
Section 7. Execution of Documents. – The President, the Bank

Manager, or any other officer duly authorized by the Board of Directors
shall sign all legal instruments and documents on behalf of the bank,
in all transactions arising from the exercise of the bank’s express,
incidental and inherent corporate powers and functions.
Section 8. Bond. – The manager, the cashier and all other

accountable officers of the banks shall post a bond corresponding to
their respective accountabilities in accordance with pertinent rules and
regulations.
Section 9. Fiscal Year. – The bank’s fiscal year shall commence

on the 1st day of January and end on the 31st of December each year.
Section 10. Corporate Seal. – The bank’s corporate seal shall be
circular in form, and shall bear the words “RURAL BANK OF THE
PHILIPPINES, INC., and the following is an impression of the seal of
the RURAL BANK OF THE PHILIPPINES, INC.,” as adopted by the Board
of Directors.
Section 11. Amendments to the Articles of Incorporation and

Bylaws. – Any provision or matter stated in the Articles of
Incorporation may be amended by a majority vote of the Board of
Directors and the vote or written assent of the stockholders
representing at least two-thirds (2/3) of the outstanding capital stock.
The Board of Directors, by a majority vote thereof, and the

owners of at least a majority of the outstanding capital stock, at a
regular or special meeting duly called for the purpose, may repeal or
amend the bylaws or adopt a new bylaws: Provided, That the
stockholders owning two-thirds (2/3) of the outstanding capital stock
may delegate to the Board of Directors the amendment of the bylaws
or the adoption of a new bylaws.
Whenever any amended Article of Incorporation and/or amended

or new bylaws are adopted, the same shall be subject to approval by
the Bangko Sentral ng Pilipinas which shall issue the required
certificate of authority to register said amended Articles of
Incorporation and/or amended or new bylaws with the Securities and
Exchange Commission, in accordance with Sections 9 and 10 of R.A.
No. 7353 (Rural Banks Act of 1992), R.A. No. 265 (Central Bank Act),
as amended, and R.A. No. 337 (General Banking Act), as amended,
shall form part of this Bylaws.
Voted upon and adopted this 21 st day of March, 2019 in Manila

City, Philippines, by the undersigned stockholders representing at least
a majority of the outstanding capital stock:
__________________ __________________
__________________ __________________
__________________ __________________
__________________ __________________
MINUTES OF INITIAL SPECIAL MEETING OF THE BOARD OF

DIRECTORS
MINUTES OF THE FIRST SPECIAL MEETING

OF THE BOARD OF DIRECTORS
YAYAMANIN CORPORATION
held on March 21, 2019 at 2:12 p.m.
AT ITS PRINCIPAL OFFICE
Inasmuch as this is the initial and organizational meeting, the
Board requested Anak Mayaman to temporarily preside over the
meeting. After the roll call, Anak Mayaman called the meeting to
order. He informed the body of the need to consider the following
matters:
a) Election of the first officers of the Corporation, who are to act as

such for a period of one (1) year or until their successors shall
have been duly elected and qualified.
b) For the business convenience of the Corporation, it should open
bank accounts and for this purpose should appoint signatories to
all bank deposits and withdrawals.
c) Some should present the Corporation with the Bangko Sentral ng
Pilipinas and all government offices for the purpose of securing
all permits and documents from said offices necessary for the
business operation of the corporation.
After discussing the foregoing agenda, the Board took the following
actions:
a) On motion duly seconded, the Board unanimously elected the

following members to the respective offices indicated opposite
their names and who shall hold their respective offices for one
(1) year or until their successors shall have been duly elected
and qualified:
ANAK MAYAMAN
(President)
SONOF ARICH
(Vice President)
MIDEL KULAS
(Secretary-Treasurer)
b) After the election of officers, the matter of opening and

maintaining bank accounts for the convenience of the
Corporation was considered by the Board. Thereafter, it adopted
the following resolution:
RESOLUTION NO. 1514

RESOLVED, as it is hereby resolved, that the Corporation
open a bank account with BANKO NATIN at its branch at Makati
City, Philippines; RESOLVE FURTHER, to authorize as the Board
hereby authorized any two (2) of the following officers to sign
any and all checks or withdrawal slips involving funds deposited
with said bank, namely:
ANAK MAYAMAN
(President)
SONOF ARICH
(Vice President)
MIDEL KULAS
(Secretary-Treasurer)
c) The matter of designating a representative of the Corporation to

represent the latter with the Bangko Sentral ng Pilipinas and all
other government offices for the purpose of securing all kinds of
permits or documents necessary in the conduct of its business
was discussed. On motion duly seconded, the following
resolution was approved:
RESOLUTION NO. 1520
RESOLVED, as it is hereby resolved, to appoint and

authorize Erand Boy from Makati City, Philippines, as he is
hereby appointed and authorized to represent the Corporation
with the Bangko Sentral ng Pilipinas and all other government
offices for the purpose of securing necessary documents and
permits needed for its corporate business operation.
Before adjustment, the Board likewise passed the following

resolution:
RESOLUTION NO. 1530
Resolved, as it is hereby resolved, to furnish the Bangko

Sentral ng Pilipinas and all other government offices concerned
including Erand Boy copies of these minutes of the meeting for
their information and guidance.
There being no other matter to transact, the meeting is

adjourned at 5:00 p.m. of March 21, 2019.
Owner Ship Boss Baby

Member of the Board Member of the Board
Sir Chess Mam Scrabble

Member of the Board Member of the Board
SECRETARY’S CERTIFICATE RE: BOARD RESOLUTION
This is to certify that the following is a complete, true and

correct copy of a resolution of the board of directors of YAYAMANIN
CORPORATION, adopted at a regular [or “special”] meeting of the
board held on March 21, 2019, at its principal office, a quorum being
present, and set forth in the minutes of the meeting, and that it has
not been rescinded or modified: ___________________________
[insert copy of resolution]
IN WITNESS WHEREOF, the undersigned, as secretary of the

corporation, has set his hand and affixed the seal of the corporation
this 21st day of March, 2019 at Calamba City, Laguna, Philippines.
[Corporate Seal]
SIGNATURE
NOTICE OF ELECTION AS DIRECTOR
To Boss Baby:
You are notified that on March 21, 2019, at the annual meeting
of the stockholders of Yayamanin Corporation held at Calamba City,
Laguna, Philippines, you were elected as member of the board of
directors of said Yayamanin Corporation, for the ensuing year.
Under section 5 of article IV of the bylaws reading as follows

[insert text of bylaw covering time of regular meetings] the next
regular meeting of the board of directors will be held at the office of
the Yayamanin Corporation, at 2:00 p.m., on March 30, 2019, for the
purpose of electing the following officers, viz.: President, Vice
President, Secretary, Treasurer, etc., to serve for the ensuing year,
and for the transaction of such other business as many be brought
before the meeting.
Please take notice of the above and send to this office your
written acceptance of your election as a member of the board of
directors.
Truly yours,
Midel Kulas
Secretary
March 21, 2019
ACCEPTANCE OF ELECTION AS DIRECTOR
To Yayamanin Corporation Company:
I acknowledge receipt of notice of my election, at the annual

meeting of the stockholders of Yayamanin Corporation held on March
21, 2019, as a member of the board of directors of the company to
serve for the ensuing year, and I accept the office and acknowledge
receipt of notice of the next regular meeting of the board of directors
of Yayamanin Corporation, and consent to the holding of the meeting
at time and place, and waive further notice.
Yours truly,
Boss Baby
CERTIFICATE BY SECRETARY OF ELECTION OF DIRECTORS
I, Midel Kulas, secretary of Yayamanin Corporation, a

corporation organized and existing under Philippine laws, with principal
office located at Calamba City, Laguna, Philippines, certify that at
regular meeting of the corporation held at Calamba City, Laguna,
Philippines, on March 21, 2019, the following named persons were
duly elected directors for the term as stated:
Name of Elected Directors Term

Boss Baby term of one year;
Owner Ship term of two years;
Sir Chess term of three years;
And until their successors are elected.
Witness my hand and the seal of the corporation Yayamanin

Corporation, this 21st day of March 2019 at Calamba, Laguna,
Philippines.
[Corporate Seal]
_____________
Signature
BAKERY
To manufacture, buy, sell and deal in and with bread and bread
products and in general to carry on the business as bakers and
manufactures of, and dealers in, pastry, cakes, pies, biscuits, crackers,
confectionery and other food products and various substances and
ingredients generally used in such products; and to construct, acquire,
hire, hold, work, let and sell mills, factories, bakehouses, shops,
buildings, machinery and appliances suitable for those enterprises.
BREWERIES AND DISTILLERS OF ALCOHOLIC PRODUCTS

To carry on the business of brewers, fermenting, distilling, and
otherwise, buy, sell, deal in, distribute, store, warehouse, and export
malt, beers, ales, alcohol and other spirituous and fermented and
distilled products and by-products, thereof and all kinds of brewery
products and by-products, and such other commodities as are or may
be handled, used and employed in and about such manufacture,
distribution and sale; to acquire by purchase or otherwise, and to
market, sell, distribute and generally deal in, wholesale and retail,
import and export, under such restrictions and conditions as may be
imposed by law, those liquids.
MANUFACTURE OF CANDIES, CONFECTIONERY
To manufacture all kinds of candies and confectionery and to sell

and dispose thereof, and to purchase any and all raw materials
necessary and convenient to said manufacture of those products; and
to acquire, hold and dispose of such lands, buildings and personal
property as may be proper or convenient for the carrying on of said
business.
CONSTRUCTION BUSINESS
To carry on and conduct a general contracting business including

the designing, constructing, enlarging, repairing, remodeling or
otherwise engaging in any work upon buildings, roads, sidewalks,
highways, bridges, or manufacturing plants, to engage in iron, steel,
wood, brick, concrete, stone, cement, masonry and earth construction;
to execute contracts or to receive assignments of contracts thereof, or
relating thereto; also, to engage in the manufacture and distribution of
concrete, formties, concrete aggregates and generally to furnish
building materials and supplies connected or incident to such
manufacture or distribution.
FURNITURE MANUFACTURING
To manufacture, buy, sell, import, export, and otherwise deal in

furniture, household and kindred furnishing of woods, metal or
synthetic material, for general use in homes and offices; to carry on
the business of interior decorating and furnishings of every nature and
description; to manufacture, buy, sell or otherwise deal in component
parts and materials of every nature and description for use in such
furniture; and to develop, construct, and patent or otherwise protect,
new designs in home and office furnishings.
REAL ESTATE BUSINESS

To purchase, lease, hire or otherwise acquire real and personal
property, improved and unimproved, of every kind and description,
and to sell, dispose of, lease, convey, encumber and mortgage said
property, or any part thereof. To acquire, hold, lease, manage,
operate, develop, control, build, erect, maintain for the purposes of
said Company, construct, reconstruct or purchase, either directly or
through ownership of stock in any corporation, any lands, buildings,
office, stores, warehouses, mills, shops, factories, plants, gas houses,
machinery rights easements, privileges, franchise and licenses, and to
sell, lease, hire or otherwise dispose of the lands, buildings or other
property of the company, or any part thereof.
MANUFACTURE OF DOORS AND WINDOWS
To manufacture, construct, prefabricate, buy, sell, export, and

otherwise deal in doors, windows, and similar assembled components
of buildings, of wood, metal, glass, and synthetic materials; to
manufacture all parts and supplies incidental to such manufacture; to
install, repair, and maintain such doors and windows; and to develop,
patent, or otherwise protect, and exploit new designs for prefabricated
doors, windows and other parts of buildings.
PAINT MANUFACTURING
To manufacture, mix, buy or otherwise acquire, and to hold,

distribute, sell and otherwise dispose of, and deal in and with paints,
varnishes, lacquers, oils, colors, insecticides, tar products, acids,
chemicals, and any and all products and by-products of the same, and
all other articles connected with, or incident to, such manufacture; to
similarly deal in paint remover, paint thinner, drying oils, linseed oil,
and similar compounds used in painting; and to develop, invent,
improve, compound, purchase, import, or otherwise acquire protective
coatings, linings, and paints of every kind, for all uses, to patent or
otherwise protect the same and to deal generally in such materials.
MANUFACTURE PLUMBING SUPPLIES
To manufacture, experiment, invent, develop, improve,

purchase, sell, and generally deal in plumbers’ and heaters’ supplies,
fixtures, tools, appliances, sanitary fixtures, and every kind of wares,
articles, and merchandise which are or may be used by plumbers, and
to carry on the business of inventors, manufactures, wholesalers,
retailers, importers and exporters in plumbing fixtures and supplies,
and all kinds of wares and merchandise; and to experiment, invent,
patent, manufacture, and generally deal in and with chemicals,
chemical compounds, chemical preparations, secret processes and
mixtures of all kinds to be used in the plumbing or any other kind of
business.
MANUFACTURE OF TEXTILES
To manufacture, produce, construct, spin, weave, and otherwise

fabricate material of every composition, natural or synthetic, including
but not limited to cotton, silk, wool, linen, hemp, jute, and synthetic
materials generally; to manufacture imitation leathers and rubbers; to
manufacture, produce, and otherwise prepare, and deal in and with
textiles, fabrics, and all other materials of all natures and characters,
and all materials, machinery, appliances, products, and supplies
proper or adopted to be used in or in connection with or incidental to
such manufacture; and to deal in all commodities and things which
result from or are by-products of such manufacture or which may be
an ingredient or factor or component part in such manufacture.
MANUFACTURE OF WALL PAPER
To manufacture, buy, contract for, advertise for sale, sell, and

otherwise acquire and dispose of every kinds and quality of wall paper,
including both domestic and imported wall papers, wall decorations,
and materials used in the manufacture of wall paper, and paper
hangers’ supplies, tools, equipment, and paraphernalia of every sort,
kind, and description used by paper hangers, or persons interested in
the manufacture and sale of wall paper, wall paper supplies, wall paper
hangers’ supplies, equipment, tools and brushes, and to buy and sell,
generally and particularly, everything pertaining, directly or indirectly,
to the retail and wholesale of wall paper business, together with every
kind of material and supply for use in either of the above trades,
including materials for the manufacture of wall papers.
PREPARED BY: BAUTISTA, JOHN ROBERT O.
AGREEMENT TO FORM PARTNERSHIP
AGREEMENT TO FORM PARTNERSHIP
This agreement, made and entered into by and between:

Roberto W. Batista, 28 years of age, single, and a resident of El Pueblo
Condominium Sta. Mesa Manila, Philippines.
and
Samantha E. Baksi, 24 years old, single, and a resident of Bonifacio St.
Laguna City, Philippines.
Both are hereinafter called “prospective partners.”
WITNESSETH THAT:
FOR AND IN CONSIDERATION of the mutual promises of the
prospective partners, the parties herein agreed to form a partnership
for the purpose of establishing a Tabsilogan eatery.
The prospective partners shall each deliver and contribute the

sum of FIFTY THOUSAND PESOS (P50, 000. 00 on or before March 19,
2019 as capital of the partnership.
The details for the formation or execution of the written

partnership agreement shall be negotiated between the prospective
partners and the articles of partnership shall be executed not later
than June 5, 2019.
This agreement shall be valid for a period of 60 days from and

after the execution of this instrument. Thereafter, the partnership
between the prospective partners shall commence its business
operation after the articles of partnership is finally signed by the
prospective partners.
In WITNESS WHEREOF, the prospective partners have signed

their agreement this 19 of March, 2019 at Sta. Mesa Manilla
Philippines.
FORM OF SIMPLE LAW PARTNERSHIP AGREEMENT

PROVINCE OF ISABELA
CITY OF CAUAYAN
PARTNERSHIP AGREEMENT
This partnership agreement entered into by and between:
ATTY.Roberto W. Batista, 28 years of age, single, and a resident of El

Pueblo Condominium Santiago City Isabela, Philippines.
and
ATTY. Samantha E. Baksi, 24 years old, single, and a resident of Rizal
St. Cauayan City Isabela, Philippines.
WITNESSETH THAT:
WHEREAS, all the parties herein are lawyers licensed to practice

law in the Philippines.
WHEREAS, the parties desire to associate themselves for the

general practice of law under the firm name of ROSA Law office.
NOW, THEREFORE, and in consideration of the matters

described above, and of the mutual benefits and obligations set forth
in this agreement
ARTICLE ONE
DURATION
The partnership shall begin on June 19, 2019 and continue for a
term of 25 years unless terminated sooner as as provided in the
agreement. The partnership may be terminated by any of the parties
during the term by the giving of a 30-day written notice.
ARTICLE TWO
TERMINATION
When the partnership ends or terminated, any unfinished
business shall be finished and wound up by Atty. Samantha E. Baksik
or under her supervision and direction. She shall receive reasonable
compensation for these services, and shall be reimbursed for the
expenses of performing them. The books and records of the
partnership shall be retained by and be the property of Atty. Samantha
E. Baksik.
ARTICLE THREE
DIVISION OF PROFITS
Until changed by mutual agreement, the net proceeds of the law
business shall be divided as follows: Atty. Samantha E. Baksik shall
receive 60%, while Atty. Roberto W. Batista shall receive 40%.
ARTICLE FOUR
PERSONNEL
The employment of office staff and other personnel by the
partnership, including salaries to be paid and benefits to be received,
shall be determined after consultation between all of the partners; if
possible, this determination shall be made by and with the full consent
and agreement of all the partners. In case of disagreement, however,
the final determination of these matters shall be made by Atty.
Samantha E. Baksik.
ARTICLE FIVE
BANK ACCOUNT
During the continuance of this agreement, all moneys received
by the partnership shall be deposited in a bank to be agreed on among
the partners. Moneys credited to the partnership shall be withdrawn by
check signed by any of the partners, and the depository bank shall be
notified, in writing, that all partners may sign the checks.
ARTICLE SIX
DEVOTION OF LAW PRACTICE
None of the partners shall engage in or be interested in any law
business other than that benefitting the partnership, except for
personal business relating to the individual property or personal rights
of any of the partners.
ARTICLE SEVEN
LIBRARY
The law library is to be the property of the partnership and the
firm is to pay for keeping up all publishing company subscription as
office expenses.
IN WITNESS WHEREOF, the parties have executed this

agreement on March 19, 2019 at Sta. Mesa Manila Philippines.
CITY OF CAUAYAN, ISABELA
ACKNOWLEDGMENT
BEFORE ME, a Notary Public for and in the

(Province/City/Municipality) of Cauayan, personally appeared Atty.
Samantha E. Baksik with Community Tax Certificate No. 1978683
issued on June 5, 2006 issued at City of Laguna and Atty. Robert W.
Batista with Community Tax Certificate No. 8717673691 issued on
June 6 2003 at Cauayan Isabela , both known to me and known to be
consisting of only three (3) page/s, including this page in which this
instrumental witnesses on each and every page hereof
WITNESS MY HAND AND SEAL this March 19, 2019 at Cauayan City
Isabela, Philippines.
Notary Public
Doc. No. 56;
Page No.76;
Book No. 83;
Series of 2019;
PREPARED BY: ROMANO, CHERRY JEAN O.
Simple Form of Joint Venture
Republic of the Philippines }

Pasig City } S. S.
JOINT VENTURE CONTRACT

This JOINT VENTURE AGREEMENT made and entered into this
th
18 day of March, 2019 at Pasig City, by and between:
SPONGE BOB, Filipino citizen, single, of legal age, residing at
Unit 143, ABC Tower, Mandaluyong City, hereinafter referred to
as the “OWNER”;
-and-
MAY BAHAY REAL ESTATE COMPANY, a corporation duly
organized and existing under and by virtue of the laws of the
Philippines, with office at Suite #456, Will Tower, Makati City,
represented in this act by its President, DU DIRTY, hereinafter
referred to as the “DEVELOPER”;
WITNESSETH THAT:
WHEREAS, the OWNER is the absolute and registered owner of
several parcel of land situated at Brgy. Talon, Pasig City with an
aggregate area of 100,000 sq.m., more or less and particularly
A parcel of land (Lot 20 Blk 54 of consolidation subdivision plan
(LRC) Pcs-13265, being a portion of the consolidation of Lots
4751-A and 4751-B (LRC) Psd-50533, Lot 3, Psd-100703, Lot 1,
Psd-150980, LRC Rec. Nos. Nos. N-27024, 51768, 89632, N-
11782, N-13466, and 21071 situated in the Bo. of Talon, City of
Pasig, Metro Manila, Is. of Luzon. Bounded on NE., point 4 to 1
by Road Lot 22, on...to the point of beginning; containing an
area of (280) square meters more or less...
WHEREAS, the OWNER after having been convinced of the
capacity and ability of the DEVELOPER in the development of prime
subdivisions and DEVELOPER having been convinced of the sincerity of
the OWNER to have his land converted into an exclusive subdivision
have agreed into this agreement as follows:
1. DEVELOPER shall, at its own expense survey and prepare the
subdivision plans, engineering designs, and such other plans in
accordance with the rules and regulations or as required by
Housing and Land Use Regulatory Board (HLURB), Bureau of
Lands, and such other government agencies that regulate or
control or may hereinafter regulate or control the construction
and development of residential subdivisions.
2. The DEVELOPER shall secure and pay for all the necessary
license from HLURB, environmental clearance from DENR, plus
the cost of the required performance bond, and the cash bond
from Meralco, development permit from the Local Government, if
required, permits from public utility companies and all other
government agencies having authority on residential
subdivisions, with full cooperation by the OWNERS.
3. The DDEVELOPER shall furnish at its expense all materials,
equipment, labor and services in the development of the said
parcel of land into a residential subdivision, all in accordance
with the subdivisions plan and with the plans and specifications
and design standards of P.D. 957 and as approved by the
OWNERS.
4. The DEVELOPER’s obligation to develop the property shall
commence immediately upon the peaceful turnover of the
PROPERTY by the OWNER and upon procurement of a DAR
conversion/exemption clearance, if applicable, at the expense of
the OWNER. The OWNER shall shoulder all disturbance
compensation due all occupants/squatters/tenants if there are
any. The OWNER, on the other hand, warrants peaceful
possession of the property by the DEVELOPER and guarantees
that the title is free and clean from any lien and encumbrance
and shall defend at its expense, its ownership and right to
possession at all times.
The OWNER or any of its designated representatives shall
have the right to inspect the subdivision to determine
compliance by DEVELOPER of its developmental obligations
under this Agreement.
5. The DEVELOPER guarantees completion of the development
work, except for the completion of electrical facilities which is
solely MERALCO’s responsibility, if not prevented by force
majeure or fortuitous event or by competent authority, within 10
years from the date of procurement of the ECC, or the
development permit, whichever comes later. Force majeure or
fortuitous events shall include wars, serious calamities, serious
dearth of construction materials and other events that shall
hamper pursuit of development.
6. The OWNER agrees to compensate the DEVELOPER in the form
of residential lots constituting 40% of the saleable area. The
other 60% shall constitute the share of the OWNER. The saleable
area pertaining to the parties is decided by alternating two (2) to
three (3) lots until the agreed net saleable lots are properly
determined. The parties, however, shall mutually agree in the
selling price of the lot per square meter, and neither shall sell
their share of the lots beyond the price agreed upon. However,
one (1) year after the opening sale of the lots in the project and
there remain lots unsold, the parties agree to sit down to review
the pricing and the performance of the marketing and other
sales policy or promotions.
All roads and open spaces shall be turned over to the
DEVELOPER upon completion of the project. Its maintenance and
upkeep shall be for the account of the DEVELOPER prior to the
turn over to the LGU or to the Homeowners Association. All real
estate pertaining to the roads and open spaces shall be for the
account of the DEVELOPER.
All lots regardless of assigned ownership, shall comply with
the uniform Deed of Restrictions shall pay the usual maintenance
fees.
It is understood that although roads and open spaces
belong to the DEVELOPER, the OWNER, its agents and assigns
shall have perpetual right to use the same free of charge.
However, the use of water system/water connection and
electrical connection shall only be allowed upon payment of the
usual fees/charges.
7. Upon issuance of a License to Sell by HLURB, the parties may
immediately start selling their respective shares of the
subdivided lots.
8. All real estate taxes due on all lots (road, open spaces, alleys
and easement) shall be borne by the parties fifty-fifty during
development. Once the parties have agreed on a sharing of lots,
the real estate taxes shall be shouldered exclusively by each
party corresponding to their share of lots. Real estate taxes prior
to development shall be shouldered by the OWNER.
9. Upon approval by the Bureau of Lands, and prior to segregation
and release of the individual titles of the subdivision lots, the
OWNER, its administrators and assigns, shall immediately
execute and deliver the corresponding Deed of Assignment in
favor of the DEVELOPER, so that the DEVELOPER’s share of lots
can already be registered in its name. After which, the
DEVELOPER shall also issue a Deed of Assignment in favor of the
OWNER (which shall not be registered with the Register of
Deeds) for safekeeping and to guarantee DEVELOPER’s
obligations under this contract, which shall only be released
upon full compliance by the DEVELOPER based on the
percentage of accomplishment herein indicated. Release of titles
by OWNER to DEVELOPER based on percentage of
accomplishment:
a. Surveying and engineering work plan -10% of the total
share (10% of the net saleable area of the DEVELOPER;
b. Clearing of roads- 20% of the total share (20% of the net
saleable area of the DEVELOPER;
c. Filling and preparation of base roads- 30% of the total
share (30% of the net saleable area of the DEVELOPER;
d. Drainage system- 40% of the total share (40% of the net
e. Laying of water system including deep well and overhead
tank if required- 50% of the total share (50% of the net
f. Pavement of roads- 60% of the total share (60% of the
net saleable area of the DEVELOPER;
g. Pavement of gutters- L-type- 70% of the total share (70%
of the net saleable area of the DEVELOPER;
h. Sidewalks- 80% of the total share (80% of the net
saleable area of the DEVELOPER; and
i. Parks and Playgrounds- 90% of the total share (90% of
the net saleable area of the DEVELOPER;
All expenses related to the segregation and release of the
individual titles of the subdivision lots, as well as those incurred
for the transfer of the titles pertaining to the share of the
DEVELOPER, shall be for the latter’s account.
10. Both parties shall have uniform sales or marketing policies,
including prices of lots and terms and conditions of sales
contracts, as well as all restrictions to be annotated on each lot.
It is the desire of both parties to have an exclusive marketing
agency, which the parties shall appoint, with at least 3%
marketing fee based on gross sale.
11. OWNER agrees to authorize the DEVELOPER to sell and
collect proceeds of sales on the DEVELOPER’s assigned share of
lots on the subdivision and further agree to release and deliver
from time to time upon written request of the DEVELOPER, titles
subject of cash sales provided that such release will not exceed
the number of titles that may be released based on percentage
of development.
12. DEVELOPER shall be solely liable and responsible to the
government agencies concerned and/or to third parties for
whatsoever violations of rules or standards as to the
development of the subdivision pending formal turnover to the
proper government agencies of road lots and open spaces.
13. Development/subdivision plans shall be subject to the
conformity and approval of the OWNER whose representative/s
shall have a right of visitations and inspections at any time on
the subdivision site.
14. As a sign of good faith, the DEVELOPER hereby extend a
cash advance to the OWNER in the amount of One Hundred
Thousand Pesos (P100,000) payable upon signing of this
Agreement and receipt of which is hereby acknowledged by the
OWNER to their entire satisfaction;
Payment of such cash advance without interest shall be taken
from the first proceeds of sale of the share of the OWNER. For this
purpose, the OWNER has authorized the sale of at least 10% of
their share of saleable lots for payment of cash advance until it has
been satisfied.
15. In the event either party fails to comply with the terms
and conditions aforestated, the aggrieved party shall be entitled
to all forms of damages and attorney’s fees plus cost of suit or
litigation.
16. ICE BROKER shall coordinate with both parties for the
smooth implementation of the provisions of this contract and
shall act as liaison officers between the parties on all issues so
that the project shall be completed to their mutual satisfaction.
17. The OWNER agree to give 2% of this share of net saleable
to ICE BROKER as their broker’s fee for the consummation of
this Agreement.
18. This Agreement shall be annotated in the Transfer
Certificates of Title of the above-mentioned parcel of land.
19. No terms, conditions, or stipulations in this agreement
shall be deemed modified or novated, unless it appears in writing
and signed by both parties.
IN WITNESS WHEREOF, we have hereunto set my hand this 18 th
day of March, 2019 in Pasig City.
DEVELOPER: MAY BAHAY REAL ESTATE COMPANY

NAME OF OWNER: Sponge Bob
NAME OF PRESIDENT: Mr. Du Dirty, Pesident/CEO
WITNESSES:
Mr. Burger King Ms. Hetty
Spaghetti
ACKNOWLEDGMENT
BEFORE ME, a Notary Public for and in the City of Pasig,
personally appeared Sponge Bob with Community Tax Certificate No.
12345 issued on January 18, 2019 at Pasig City, and Mr. Du Dirty with
Community Tax Certificate No. 143752 issued on February 14, 2019 at
Makati City, both known to me and to me known to be the same
persons who executed the foregoing instrument which they
consisting of only five (5) page/s, including this page in which this
WITNESS MY HAND AND SEAL this 18th day of March 2019 at
Pasig City, Philippines.
NOTARY
PUBLIC
Doc. No. ______;
Page No. ______;
Book No. ______;
Series of ______;
Another Form of Joint Venture

Pasig City } S. S.

th
as the “OWNER”;
-and-
WITNESSETH THAT:
WHEREAS, OWNER is the true, absolute and registered owner of
WHEREAS, the Parties desire to undertake a joint venture
agreement for the purpose of developing the Property into a
commercial/residential subdivision project (the “Project”);
WHEREAS, DEVELOPER is a real estate developer with technical
competence, manpower and financial capability necessary to
undertake the development of the Property into a commercial/
residential subdivision project;
premises and subject to the terms and conditions herein-below
specified, the parties have agreed and covenanted with each other, as
follows:
ARTICLE I
OBLIGATIONS, WARRANTIES AND COVENANTS OF THE DEVELOPER
1. DEVELOEPR hereby undertakes to develop the Property into a
residential/commercial subdivision and provide therein the
following improvements and facilities necessary thereto and
sufficient for the level of development envisioned by the parties:
a. All concrete roads;
b. Concrete curbs and gutters;
c. Underground drainage system;
d. Concrete sidewalks;
e. Water distribution system;
f. Electrical system;
g. Concrete catch-basins and manholes;
h. Street lights; and
i. Other facilities mandated by government regulatory
agencies.
2. DEVELOPER shall, upon the signing of this Agreement, proceed
with the preparation of all plans for the project development.
The development works shall start after the approval of the
conversion plan of the Property by the Department of Agrarian
Reforms, and after the issuance of development permit by the
Local Government of Pasig City. The DEVELOPER shall complete
the development works and facilities therein within 10 years
from such start; PROVIDED, that with respect to development
works, the days or months of delay caused by fire, earthquakes
and other acts of God, war or civil disturbances, strikes or other
labor disturbances, economic controls that make it impossible or
difficult to obtain the necessary materials, acts of third persons
beyond the control of the DEVELOPER, shall not be included in
the computation of the stipulated completion time and which
shall resume to run from the cessation of said events.
3. DEVELOPER shall prepare the technical studies, designs and
specifications for roads, curbs and gutters, underground
drainage system, water distribution system, catch-basins and
manholes and other conveniences and improvements of a
residential subdivision and to implement the same after it
secures the necessary permits and licenses from the concerned
government agencies. DEVELOPER will endeavor to ensure
efficient usage of land and to maximize revenue.
In this connection, the DEVELOPER shall keep OWNER free from
and harmless from any and all liabilities from lot buyers,
contractors, and suppliers as the DEVELOPER assumes full and
exclusive responsibility for all development costs and for whatever
defects and flaws in the development or construction works or
compliance with any rules, laws, or ordinances in connection with
the pursuit of this project. The DEVELOPER shall hold the OWNER
free and harmless from any and all liabilities arising from claims of
third parties arising from any accident, injury or death that may
occur in the project.
4. DEVELOPER shall be responsible for securing the necessary
permits and approvals from all pertinent government authorities
in regard to the developmental plans such as development
permit, environmental clearance certificate, license to sell and
other similar approvals. Hence, OWNER, in those instances when
necessary, hereby authorize DEVELOPER to act for and in their
behalf in securing said permits and approvals. Hence, OWNER, in
those instances when necessary, hereby authorizes DEVELOPER
to act for and in their behalf in securing said permits and
approvals. OWNER shall provide coordinative assistance as
requested by DEVELOPER.
5. DEVELOPER hereby represents and warrants that it has the
financial resources and capability as well as the technical know-
how and expertise necessary to undertake and complete the
subdivision development of the Property and all its obligations in
this Agreement.
ARTICLE II
PHASING OF DEVELOPMENT
1. Considering the size of the property, OWNER hereby consents
that DEVELOEPR may undertake the development and marketing
of the project on a phase-by-phase basis at such phase area as
it may deem practicable. This is to enhance the appreciation in
the value of the saleable lots.
2. The parties hereby agree to set aside 20% of the total area,
which shall be devoted for socialized housing in compliance with
the law.
ARTICLE III
EXPENSES FOR DEVELOPMENT WORK
1. DEVELOPER shall, at its exclusive expense, procure all the

necessary heavy equipment, labor and engineering staff to carry
out the development of the Property.
2. DEVELOPER shall purchase at its expense all materials and
supplies needed for the subdivision as are necessary and proper
for the prosecution of the work. All expenses necessary or
incidental to the development of the Property such as
preparation of the plans and specifications for the proposed
subdivision, grading, levelling, cementing and other construction
works shall be for the account of the DEVELOPER.
3. All expenses for the maintenance and upkeep of the roads, curbs
and gutters, lighting and all other subdivision facilities prior to
the turnover to the Municipal Government or Homeowner’s
Association, shall likewise be borne by the DEVELOPER.
4. Expenses for segregation and subdivision of the mother title and
issuance of individual titles shall likewise be for the account of
the DEVELOPER.
5. OWNER hereby consents that DEVELOEPR may opt to later
construct single-detached duplex, triplex or other housing
structures on the developed lots at no cost to OWNER, subject to
relevant permits from government agencies.
ARTICLE IV
SHARING OF PROCEEDS
1. For and in consideration of the obligations and undertaking it
assumes herein, the DEVELOPER shall receive as its share sixty
percent of the sales proceeds of the net saleable area, computed
by deducting the area allocated for road ways and open spaces
from the gross area of the subdivision project. The other Forty
percent shall be the share of the OWNER, both shares of which
shall be less value-added tax (if applicable) and less fees for
DEVELOEPR’s marketing, advertising, promotion, collection and
account administration, as well as project management services,
as provided in Sec. 3 of Article 5 hereof.
2. The above sharing ratio applies only to the proceeds of the
saleable lots. As the builder of the houses, the DEVELOPER shall
be entitled to the proceeds from the sale of houses.
ARTICLE V
MARKETING & COLLECTION SERVICES
1. The marketing of the developed lots and the collection of
payments therefrom shall be undertaken exclusively by the
DEVELOEPR in addition to its construction obligations herein.
2. DEVELOPER commits that the minimum selling price of lots in
the net saleable area shall be Three Thousand Pesos (Php 3,000)
per square meter.
3. In either case, DEVELOPER may increase the selling price as it
may deem proper based on market conditions. If so, then the
respective share of each party shall increase proportionately.
4. The proceeds from the “Contract price” of the developed lots
collected from buyers shall be shared by DEVELOPER and
OWNER at the ratio of 50:50 respectively, after deducting 1% of
the Contract Price to cover the DEVELOPER’s costs of
marketing,advertising, and promotion and another 2% to cover
the latter’s costs of collection, account administration and project
management.
5. Contract Price refers to the total selling price of the lot net of
value-added tax (if applicable) and miscellaneous charges
passed on to buyers to cover transfer taxes and fees and other
costs.
6. Payment of commission to agents of the DEVELOPER’s marketing
network will be exclusively shouldered by the DEVELOPER.
7. Within ten (10) working days after each month end, DEVELOEPR
shall remit to OWNER the latter’s 50% share from the previous
month’s collection less value-added tax (if applicable) and less
the fees stipulated in the preceding paragraph. DEVELOPER shall
also furnish OWNER with an accounting report detailing the
computation of the remittances made, the actual sales made
during the immediately preceding month, and the titles released
by the escrow agent to DEVELOPER.
8. Documentation of all sales including preparation of the Contract
to Sell and/or Deed of Absolute Sale will be the responsibility of
DEVELOPER.
Accordingly, OWNER hereby irrevocably appoints DEVELOPER as
its attorney-in-fact with full power and authority to perform all
transactions in connection with or relating to this Agreement as
required by law to carry into effect the provisions hereof, such as
but not limited to the execution and signing, for and in behalf of
OWNER, of contracts to sell and deeds of absolute sale in favor of
buyers of the project, and requests for the release of titles from the
escrow bank.
ARTICLE VI
RELEASE OF TITLES
1. To enhance buyer’s confidence in the project as well as for the
convenience of both parties herein, OWNER shall execute a Deed
of Trust such that upon the consolidation and subdivision into
smaller individual titles of the mother title enumerated in
Annexes A-C, all of the resulting subdivided titles shall already
be registered in the DEVELOPER’s name. However, said
subdivided titles shall be entrusted to an escrow bank of mutual
choice. Each subdivided title shall be requested for release by
DEVELOPER from escrow bank only in the following two
instances:
a. Full payment by a buyer; or
b. Issuance of a letter of a guarantee by a financing
institution in favour of a buyer.
In any situation other than these two (2) instances, written
conformity of OWNER shall be required for the release of the
title.
2. Meantime, before the subdivision of the said property/ies, the
title (s) shall be put in escrow with the escrow bank upon the
signing of this Agreement. They shall be released to the
DEVELOPER only for the following purposes as explicitly stated in
the request letter of DEVELOPER:
a. Annotation of this Agreement at the back of these titles
after which, DEVELOPER shall return the same to escrow
bank;
b. Implementation of the Deed of Trust;
c. Consolidation and subdivision of the titles into subdivided
titles pursuant to DEVELOPER’s duly approved site
development plan, after which the subdivided titles will be
returned to escrow bank and released in accordance with
Art. VI, par. 1 above;
d. Any situation where the law requires presentment of the
titles to any governmental entity to carry into effect this
Agreement and purposes of the parties under this
Agreement, after which the same shall be returned to
escrow bank;
e. Any other situation other than the four (4) preceding
instances must be with the written conformity of the
OWNER.
3. DEVELOPER shall include in its monthly report to OWNER the
specific titles it caused to be released from the escrow bank as
well as the accounting of all sales contracts and proceeds.
ARTICLE VII
OBLIGATIONS, WARRANTIES AND COVENANTS OF THE OWNERS
1. Simultaneous with the execution of this Agreement and of the
implementing agreements (i.e., Deed of Trust and Escrow
Agreement), OWNER shall turn over to the escrow bank the titles
of the Property as shown in Annexes C-E.
2. The OWNER hereby warrants and represents that they hold a
good, indefeasible and registrable title to the land subject of this
contract and that they shall, at their own exclusive expense,
defend the rights and title that may be required by the
subdivision buyers against the legal claims of third persons
whomsoever.
3. The OWNER warrants that the subject Property is free from any
and all kinds of liens, including any agreement with any other
party/ies to develop the same.
4. In the event of litigation challenging the OWNER’s rights to
subdivide and/or dispose of the land and carry out the object of
this agreement, the expenses and judgment against the OWNER,
if there be any, shall be for the exclusive account of the OWNER.
In case of such suit, the DEVELOPER shall have the right to
suspend all development activities and the development period
provided herein shall automatically be deemed suspended until
such time as the said litigation shall have been finally settled.
5. The OWNER hereby agree not to sell, cede, transfer, assign,
mortgage, encumber or in any manner dispose of the land
subject of this Agreement without the express written consent of
the DEVELOPER.
6. The OWNER shall be responsible in settling any disputes or
claims of tenants and/or squatters in the Property.
7. The OWNER shall shoulder the costs of converting the Property
from agricultural to residential to allow the project to be
prosecuted.
ARTICLE VIII
TERMINATION
1. This Agreement is terminated upon the completion by
DEVELOPER of the developmental works as specified in Article I
hereof and validated by the OWNER within seven (7) days from
written notice by DEVELOPER, without prejudice to the remaining
obligation of DEVELOPER to remit the share of OWNER from the
sales proceeds as specified earlier. DEVELOPER shall then
organize a Homeowner’s Association in the project which shall
take over the upkeep and maintenance of the subdivision.
ARTICLE IX
MISCELLANEOUS PROVISIONS
1. It is mutually understood that this Agreement shall automatically
conform with all the provisions of Batas Pambansa Blg. 220 and
the amendments thereof including its implementing rules and
regulations. Also, this Agreement shall be subject to existing
laws and other government rules and regulations governing
subdivisions.
2. All notices and comment shall be in writing delivered either in
person or by registered mail, and addressed to the parties to
their addresses as specified above unless change of address is
given in writing.
3. This contract shall be valid and binding upon the parties and
their heirs, successors, executors, administrators and assigns.
4. The DEVELOPER makes known to the OWNER that insofar as
providing electrical power is concerned the same shall be
undertaken by MERALCO itself and all that the DEVELOPER
needs to do is to submit the complete set of “as-built” plans of
the subdivision with MERALCO and to pay whatever fees may be
required by MERALCO. For purposes of this agreement therefore
compliance by the DEVELOPER in the manner above shall be
deemed as substantial compliance insofar as electrical service is
concerned.
5. This Joint Venture Agreement shall be annotated at the back of
the existing title mentioned in the first WHEREAS clause hereof.
6. To enable the DEVELOPER to fully implement the purposes and
objectives of this agreement, the OWNER hereby appoints
DEVELOPER as its attorney-in-fact with full power and authority
to perform all transactions required by law to carry into effect
the provisions of this agreement.
7. In any matter requiring the concurrence of the OWNER relating
to or in connection with the implementation of this Agreement,
the OWNER hereby appoints MR. CLEENE as their sole
representative to deal with DEVELOPER and give the necessary
concurrence in behalf of the OWNER, such representative having
been granted by OWNER with full power and authority to
perform all transactions in their behalf consistent with the terms
and conditions of this Agreement.
8. OWNER may assign, transfer, subrogate or cede its share in the
proceeds from the sale of lots as earlier specified herein without
the need of consent from DEVELOPER.
DEVELOPER OWNER
(signature) (signature)
MAY BAHAY REAL ESTATE COMPANY
DU DIRTY Sponge
Bob
President/ CEO
WITNESSES:
Mr. Burger King Ms. Hetty Spaghetti
ACKNOWLEDGMENT
NOTARY
PUBLIC
Doc. No. ______;
Page No. ______;
Book No. ______;
Series of ______;
Another Form of Joint Venture

Pasig City } S. S.

th
as the “OWNER”;
-and-
WITNESSETH THAT:
WHEREAS, OWNER is the true, absolute and registered owner of
WHEREAS, the OWNER desires to have said parcel of land
subdivided and developed into an economic residential subdivision
subject to law, decrees, rules and regulations issued by the
government as well as the terms and conditions herein agreed upon;
WHEREAS, the DEVELOPER represents itself as a subdivision
developer with the capacity, expertise and willingness to develop the
said property in accordance with the following terms and conditions;
NOW, THEREFORE, in consideration of the mutual premises and
agreements herein contained, the parties hereto agree as follows:
1. The OWNER hereby warrants and represents that:
a. It is true that and lawful owner of the PROPERTY and that
the same is in its actual peaceful possession and that it
shall at its own expense, defend the rights and title that
may be required by the subdivision lot buyers against legal
claims of third persons whomsoever;
b. Real property taxes and other charges thereon have been
up to date as of the signing of this agreement;
c. The PROPERTY is absolutely free from all or any kind of
lien or encumbrances;
d. The PROPERTY has not been awarded or is in the process
of being awarded to tenants and beneficiaries under any
previous or existing land reform laws;
e. The OWNER has no lease or option to purchase or lease
over the property and transactions with third persons for
the development of the PROPERTY;
f. The PROPERTY is free from tenants, occupants and/or
squatters when it is turned-over to the DEVELOPER
pursuant to this Agreement;
g. The PROPERTY has a right-of-way to public road and an
easement right to where a drainage outfall can be
constructed;
h. The OWNER shall turn-over to the DEVELOPER peaceful
possession of the PROPERTY, free from all liens and
encumbrances and clear of tenants, squatters and other
occupants upon fifteen (15) days notice by the latter to
enable mobilization to commence;
i. The OWNER agrees to deliver the title after the same shall
have been issued by the Register of Deeds, and other
pertinent documents of the PROPERTY to the DEVELOPER
as may be required to secure approval and registration of
the project with concerned government entities/offices and
to effect issuance of the individual Transfer Certificate of
Title (TCT) for each of the subdivision lots;
j. The OWNER agrees not to sell, cede, transfer, assign,
mortgage, encumber or in any manner dispose of the
property or any part thereof without the knowledge and
express written consent of the DEVELOPER until the
individual lot TCT’s have been issued and the TCT’s of lots
representing DEVELOPER’s share are registered in its
name;
k. In the event of litigation challenging the OWNER’s rights to
subdivide and/or dispose of the PROPERTY and carry out
the object of this Agreement, the expense and judgement
against the OWNER, if there be any, shall be for its
exclusive account.
2. The DEVELOPER, for the consideration hereinafter mentioned,
hereby undertakes to develop the PROPERTY into an economic
residential subdivision to be named UNICORN SUBDIVISION. The
DEVELOPER shall furnish all materials, equipment, manpower
and services needed to implement the development works in
accordance with the approved plans and specifications and the
terms and conditions herein agreed upon:
The developer shall be responsible for:
a. Conducting topographic and relocation survey works;
b. Clearing of sites;
c. Planning and designing the subdivision project;
d. Securing Development Permit and Environmental
Clearance Certificate (ECC) for the subdivision project from
concerned government entities;
e. Obtaining the technical description of each subdivision lots,
including saleable lots, road lots, alleys, easements and
open spaces; and securing approval of the same and the
entire subdivision project from concerned government
agencies;
f. Registration of the project with and securing License to
Sell of the same from the Housing and Land Use
Regulatory Board (HLURB);
g. Delineating and monumenting each lot of the subdivision;
h. Construction of well graded and properly based concrete
roads with concrete curb, gutter and sidewalks;
i. Construction of properly designed underground drainage
system that provides access for disposal of wastewater
from each individual lot;
j. Cause installation of electrical system that provides access
for electrical service to each individual lot;
k. Construction of adequate water supply that provides
access for water;
l. Development of the open space, if any is required by law,
rules and regulations governing subdivisions;
m. Construction of perimeter fence, grand entrance gate and
guardhouse; and provide the necessary number of Fire
Department’s standards.
3. The DEVELOPER warrants that upon completion of the
development works (like roads, drainage system, water supply
system, etc.) the same shall be free from any encumbrance or
lien. In the performance of its undertaking, the DEVELOPER
agrees to employ, award, purchase and/or transact in its own
name and at its own expense all the necessary manpower,
equipment and materials.
4. The DEVELOPER shall hold the OWNER free and harmless from
any claims, demands and causes of action of any nature,
including expenses thereat, arising from complaints of, damages
to, injuries to or death of person (s), or loss of or damage to
property as a result of, or in connection with the development
works implemented.
5. The DEVELOPER shall use its best skill and judgment in
furthering the best interest of both parties in all matters
pertaining to the development of the PROPERTY.
6. The OWNER or its duly authorized representative shall have the
right to inspect the development works. This right shall be
exercised only for purpose of determining the progress of the
work being undertaken by the developer.
7. The DEVELOPER agrees to complete and/or secure at its won
expense:
a. Planning leading to the issuance of Preliminary Approval
and Locational Clearance- within three (3) months from
issuance of title (s) free from all liens and encumbrances
and Land Classification Conversion Certificate.
b. Designing and Detailed Engineering leading to the issuance
of Development Permit- within three (3) months from
issuance of Land Classification Conversion Certificate.
c. Certificate of Registration and License to Sell- within six
(6) months from issuance of Development Permit.
d. Issuance of Individual Lot Transfer Certificate of Title-
within three (3) months from approval of survey returns
and technical descriptions.
8. The DEVELOPER undertakes that the land development works
shall be substantially completed within two (2) years from
approval of the Development Permit of the Project.
9. Expenses for segregation and subdivision of the mother title(s)
and issuance of individual titles shall likewise be for the account
of the DEVELOPER. The OWNER shall also be solely, and at its
own expense, responsible for securing the required conversion
and/or exemption clearance from the Department of Agrarian
Reform with respect to the subject properties. The DEVELOPER
shall, however, provide the OWNER with the necessary
assistance in the processing of the clearance.
10. The DEVELOPER shall not be held liable for the delay in the
implementation of the project documentation and development
works resulting, directly, from events or circumstances or factors
beyond its control, such as war or warlike conditions, civil
disorder, typhoon, earthquake, flood and other natural
calamities, as well as unreasonable delays in the part of any
government agency or entity in the processing and/or approval
of the plans and documents required in the implementation of
the project, or due to the non-performance of the OWNER of its
obligation under this Agreeement.
11. In consideration of the DEVELOPER’s works, services and
undertakings under this Agreement, the OWNER shall pay the
DEVELOPER in the form of residential lot shares within the
subdivision project constituting in aggregate ten percent of the
total saleable area. The lot shares of the DEVELOPER shall be
fifty percent (50%) of the total saleable area and fifty (50%)
percent shares to the lot owner.
12. The Transfer Certificate of Title (TCT) of the lot shares of
the DEVELOPER shall already be registered in the name of the
DEVELOPER, by the force and effect of a Deed of Assignment
that the OWNER shall execute for the purpose, when the
individual TCTs are generated. The Titles of the 50% lots shares
of the OWNER shall remain with the OWNER.
13. In the event the DEVELOPER defaults on any of its
undertaking and this Agreement is cancelled in accordance with
pertinent provisions herein, any certificate of title in the name of
the DEVELOPER but still in the possession of the OWNER shall be
reverted back to the name of the OWNER free from any lien or
encumbrances. In such event, the DEVELOPER hereby agrees to
execute the necessary documents to implement such reversal.
14. DEVELOPER is authorized to build and sell houses for sale
on the lots of the subdivision at its expense and the DEVELOPER
shall own exclusively the housing units constructed on the
saleable lots and shall be entitled to all the proceeds thereof,
regardless of whether the lots which the houses are built pertain
to the OWNER or the DEVELOPER. However, OWNER’s written
consent or approval must first be secured by the DEVELOPER
prior to construction and sale of housing units on OWNER’s lots.
15. The OWNER may in their sole option appoint the
DEVELOPER to undertake the sales and marketing of the
subdivision lots, which appointment may be on exclusive or non-
exclusive basis. In the event of such appointment, the parties
hereto agree to sign and execute a separate agreement.
16. In the event that the DEVELOPER is appointed by the
OWNER to handle sale and marketing of subdivision lots, OWNER
shall pay to the DEVELOPER a marketing and administration fee
of 1% of the net selling price deductible from the OWNER’s
share. For this purpose, and exclusive management and
marketing agreement shall be executed between the parties in
accordance with the terms agreed upon herein. DEVELOPER shall
remit to the OWNER the proceed of the sales of OWNER’s share
of lots after deducting 3% marketing and management fee for
the lots assigned to the OWNER within first thirty working days
on the following month from receipt of payment from the buyers
for OWNER’s lots. For this purpose, both parties agree to
mutually acceptable periodic accounting and auditing system for
sales and collection arising from this agreement. The parties
agree to sell respective lot shares of the project under the same
marketing plans and programs commonly practice and allowed
by law, including advertising, promotions, selling prices and
terms, conditions and restrictions of sale. DEVELOPER shall
consult the ONWER in the formulation of the above matter,
however, they shall remain the sole prerogative of the
DEVELOPER.
17. Both parties agree to mutually acceptable periodic
accounting and auditing system for sales and collections arising
from this agreement. The DEVELOPER shall furnish the OWNER a
monthly report of sales and collections and otherwise verify the
correctness of the remittance of its share.
18. It is understood that all roads, open spaces and
community facilities shall be jointly owned by both parties. Both
parties hereto shall enjoy a perpetual right-of-way over the
roads to be built within the Project for the purpose of ingress and
egress of pedestrian and vehicular traffic, of construction
equipment, facilities and raw materials, power, and water
utilities into and out of the parties’ respective lots. This perpetual
right-of-way shall not be transferred or allowed for use by either
party in favor of third persons without the written consent of the
other. The parties agree that the maintenance and operation of
the subdivision facilities and the open space developments shall
devolve upon the acceptance of the roads and open space of the
subdivision project by the local government agency or with the
donation to and acceptance by the subdivision homeowner’s
association which shall be organized in accordance with laws and
pertinent rules and regulations. The turnover of road lots and
open spaces within the project to the government entity or
homeowner’s association shall be left to the discretion of the
DEVELOPER.
19. No term, condition or clause in this Agreement shall be
deemed modified, changed, altered, or waived unless such
modification, change, alteration or waiver is in writing and
signed by both parties.
20. This Memorandum of Agreement shall be valid and binding
upon the heirs, successors, executors, administrators and
assigns of both parties hereto.
21. This Memorandum of Agreement shall be annotated at the
back of the title (s) of the parcels of lands subject hereof.
22. Should any parties be compelled to seek judicial relief, the
action shall be brought only on the proper court of Pasig City,
Philippines.
DEVELOPER OWNER
(signature) (signature)
MAY BAHAY REAL ESTATE COMPANY
DU DIRTY Sponge
Bob
President/ CEO
WITNESSES:
Mr. Burger King Ms. Hetty
Spaghetti
ACKNOWLEDGMENT
NOTARY
PUBLIC
Doc. No. ______;
Page No. ______;
Book No. ______;
Series of ______;
Short Form of Agency Agreement to Trade in Stock

Pasig City } S. S.
AGENCY AGREEMENT
This AGREEMENT made and entered into this 18th day of March,
2019 at Pasig City, by and between:
as the “PRINCIPAL”;
And
PATRICK SQUID, Filipino citizen, single, of legal age, residing at
Unit 456, Z Tower, Pasig City, hereinafter referred to as the
“AGENT”.
WITNESSETH:
1. Principal hereby authorizes agent to act as attorney-in-fact to
buy, sell and trade in stocks, or to enter into contracts relating
to securities or commodities, on behalf of the principal on
account and risk of the latter.
2. The authorization granted herein is a continuing agreement, and
shall remain in full force and effect until revoked by principal by
a written notice delivered to agent’s office. Any liability resulting
from transactions initiated prior to revocation shall not be
affected by such revocation.
3. The agent shall receive from the principal the following
compensation for the services rendered:
4. This authorization supersedes and revokes any and all prior
authorization executed by the principal in favor of the agent.
SPONGE BOB PATRICK
SQUID
PRINCIPAL
AGENT
WITNESSES:
ACKNOWLEDGMENT
NOTARY
PUBLIC
Doc. No. ______;
Page No. ______;
Book No. ______;
Series of ______;
AUTHORITY TO NEGOTIATE AND DEPOSIT COMMERCIAL PAPER

Pasig City } S. S.
AGENCY AGREEMENT
And
“AGENT”.
WITNESSETH:
1. Agent has authority, in my name and on my behalf, to negotiate all
checks, bills of exchange, promissory notes, letter of credits, or
other negotiable instruments, payable to me or my order, and to
deposit the proceeds thereof in my account number with
Savings:1234537, with Banco De Yero, at Pasig City.
SPONGE BOB PATRICK
SQUID
PRINCIPAL
AGENT
WITNESSES:
ACKNOWLEDGMENT
NOTARY PUBLIC
Doc. No. ______;
Page No. ______;
Book No. ______;
Series of ______;
AUTHORITY TO COMPROMISE CLAIMS

Pasig City } S. S.
AGENCY AGREEMENT
And
“AGENT”.
WITNESSETH:
1. Agent is hereby has authorize to settle, and compromise all
actions, suits, proceedings, claims and demands of
whatsoever nature now pending, in which the principal is a
party empowering him therefore to make, execute,
acknowledge and record, any and all releases, and any and all
documents that is necessary to terminate whatever dispute to
which principal is party.
SPONGE BOB PATRICK
SQUID
PRINCIPAL
AGENT
WITNESSES:
[ACKNOWLEDGMENT]
TERM OF AGENCY- RENEWAL

Pasig City } S. S.
AGENCY AGREEMENT
And
“AGENT”.
WITNESSETH:
1. Agent is hereby has authorize to settle, and compromise all
actions, suits, proceedings, claims and demands of whatsoever
nature now pending, in which the principal is a party
empowering him therefore to make, execute, acknowledge and
record, any and all releases, and any and all documents that is
necessary to terminate whatever dispute to which principal is
party.
4. This contract shall remain in force for a period of two years from
the date of its execution. However, principal reserves the right to
terminate the agency by giving five days notice to agent
delivered to the latter at his address if, in the opinion of
principal, the agent is not performing well in the territory
assigned to him. However, subject to the agreement of the
parties, the contract may be renewed for a further period of one
year after the expiration of this Agency agreement.
SPONGE BOB PATRICK
SQUID
PRINCIPAL
AGENT
WITNESSES:
[ACKNOWLEDGMENT]
SALES AGENCY

Pasig City } S. S.
SALES AGENCY AGREEMENT

This AGREEMENT is made and entered into this 18 th day of
March, 2019 at Pasig City, by and between:
And
“AGENT”.
WITNESSETH:
1. Principal appoints the agent as his exclusive salesperson to
solicit and take orders for all products of the Principal
within the territory specified herein subject to the terms
and conditions set forth in this agreement:
The Sales Agent’s Territory shall be the following cities of
the National Capital Region:
a. San Juan;
b. Mandaluyong; and
c. Pasig
2. This agreement shall be effective upon execution hereof
and shall be terminate by either party herein giving ten
(10) days written notice to the other party delivered at his
address without prejudice to any vested rights and
obligations of the parties prior to the date of termination.
3. Prices and terms of orders are as follows:
a. The agent shall solicit and take orders, for such
products of the principal at the prices specified by
the latter.
b. All orders solicited and taken shall be subject to
acceptance and approval in writing by an authorized
representative of principal and all quotations for
sales are not considered final until such approval.
c. The Principal reserves the right in its sole discretion
to reject any order solicited by the Agent without
incurring any liability to the latter for the payment of
commissions.
d. Delivery dates of the order by principal shall be
approximate only.
e. The principal will pay the Agent commission on all
uncancelled orders received from the agreed
territory in an amount equal to ten (10%) percent of
the net selling price of products sold within the
territory by the Agent.
f. The term “net selling price” is defined as the gross
amount indicated in the invoices rendered to the
customers, less deductions for taxes, freight
allowances, cash discounts, returns, refunds and any
and all costs incurred in the prosecution or defense
of any claims or actions relating to the transaction
solicited by the agent.
4. In all orders solicited by principal directly from customers
in the territory, the Agent shall be entitled to a commission
in the same manner as if the Agent had solicited and taken
the order.
5. All commissions due the Agent shall be payable by
principal on or before the 10 th day of the month for billings
and invoices made between the 1st and 15th days, inclusive,
of the month, and on the 25th day of the month for billings
and invoices made between the 16 th and 30th days,
inclusive, of the preceding month. However, in case a
customer fails to pay any invoice due on the customer’s
account to principal within two months after due date, the
Agent shall on principal’s demand, refund all commissions
paid on the unpaid balance of the account. But the
commission shall be refunded without interest to the agent
by the principal in case the latter subsequently recover the
unpaid account and such obligation shall survive any
termination of this agreement.
6. The Agent shall pay all expenses he may incur as sales
representative of principal’s products within the territory
and shall not incur any liability for such expenses for the
account of principal.
7. The Agent shall be solely responsible for the hiring,
compensation, termination and all other matters relating to
any persons, firms, companies or corporations as sub-
agents employed by him for any reason whatsoever, and
shall indemnify principal against any injuries, actions or
proceedings, arising from the employment of such persons
or business entities.
8. Agent shall indemnify the principal against all claims,
damages and expenses, including ten (10) percent of the
total amount of the claims as attorney’s fees, arising out
of, in whole or in part, by agent’s negligent act or
omission, or by the act of anyone employed by him for
whose acts he may be liable.

SPONGE BOB PATRICK
SQUID
PRINCIPAL
AGENT
WITNESSES:
[ACKNOWLEDGMENT]
EXCLUSIVE AUTHORITY TO SELL IN LETTER FORM

Pasig City } S. S.
EXCLUSIVE AUTHORITY TO SELL
NAME OF LAND OWNER: SPONGE BOB

ADDRESS: Unit 143, ABC Tower, Mandaluyong
City
NAME OF BROKER: PATRICK SQUID

ADDRESS: Unit 456, Z Tower, Pasig City
Re: Authority to Sell Land

Covered by OCT/TCT No. 12345
Situated at: Unit 143, ABC Tower, Mandaluyong City
Dear Sir/Madam:
Regarding your acceptance of the terms of this agreement, I
hereby give you the EXCLUSIVE AUTHORITY TO SELL my property
described above for the period of 12 months starting January to
December 2020. This authority can be renewed thereafter upon our
mutual consent.
Notwithstanding, the expiration of your Authority to Sell, you
shall nevertheless be fully entitled to your commission provided that
the name of the Buyer has been registered with me in writing during
the period of your authority and provided further that the sale with
your Buyer is consummated not more than two months from the date
of expiration of Authority to Sell.
You shall undertake to use your efforts and resources in effecting
a sale within the period of your authority. I will negotiate only through
you and will not issue any authority or agreement to any party within
the period herein stipulated. I will refer all inquiries from Buyer/s,
licensed real estate broker/s, agent/s, friend/s, relative/s,
neighbour/s, all other parties and entities to you.
Under this form of authority, you are the only Broker authorized
to sell and represent me in the negotiation for the sale.
TERMS AND CONDITIONS:

1. Asking/Selling Price: P1,500,000.00
2. I am accountable for the updated Property Taxes, Capital Gains
Tax, Notaries and Broker’s Fees plus other charges prior to
transfer.
3. The Buyer shall pay for the Documentary Stamps, Transfer Tax
and Registration Fees.
4. You are entitled to a total of ten (10%) commission based on
whatever will be the consummated selling price.
Yours Truly,
SPONGE BOB
Property Owner
Conforme:
_____________
Broker
Date Signed: ___________
ANOTHER FORM OF AUTHORITY TO SELL

Pasig City } S. S.
DATE: March 18, 2019
NAME OF AGENT: PATRICK SQUID
ATTENTION: SPONGE BOB
Dear Mr. Y,
This is to authorize you to represent me as my exclusive real

estate Agent to negotiate the sale of my real estate property with the
following description terms and condition:
OCT/TCT No. 12345

Floor Area (sqm) 22 sqm
Lot Area (sqm) 25 sqm
Location Mandaluyong City
Improvement -
Selling Price P1,500,000.00
Duration of and Kind of Duration: two years
Authority
Exclusive
Sales Commissions You are entitled to ten (10%)
percent of the total selling price
payable upon complete payment
of the purchase price
Expenses The Owner is accountable for the
updated Property Taxes, Capital
Gains Tax, Notaries and Broker’s
Fees plus other charges prior to
transfer.
The Buyer shall pay for the
Documentary Stamps, Transfer
Tax and Registration Fees.
Enclosures 1. Photocopy of OCT/TCT
2. Latest copy of Tax
Declaration
3. Lot Plan
4. Location Maps
5. Property photos
Notwithstanding the expiration of this authority, if your buyer
has been registered with me during the period of effectivity of this
Authority to Sell, you shall be entitled to the commission set forth
under this authority, provided the sale was initially negotiated by you
and consummated within three days from the expiration of this
Authority.
Very truly yours,
(Signed)
SPONGE BOB
CONTACT DETAILS: 092712345
EMAIL ADDRESS: [email protected]
Conforme:
PATRICK SQUID
(Agent)
LAWYER’S RETAINER AGREEMENT IN LETTER ON FLAT RATE
BASIS

ABC Law Office
Makati City
Re: Retaining your legal services
ATTENTION: Atty. Avocado Kho
Dear Atty. Kho,

This is to request your laws firm to handle my case under the
following terms and conditions:
1. A flat rate of P300,000.00 shall be your retainer’s fee payable
upon your conformity to this proposal.
2. In addition to your retainer’s fee, I shall pay all your bills for all
pleadings and documents prepared and filed which shall be
payable within thirty (30) days after receipt of your bills.
3. For every court appearance you will be entitled to P5,000.00 due
and payable on or before the date of the hearing.
4. I shall advance any and all expenses of litigation such as filing
fees, docket fees, sheriff’s fee, etc.
5. If the case is appealed either by me or the adverse party, we
shall negotiate for a new retainer agreement. If amicable
settlement is reached at any stage of the proceedings, you shall
be entitled to the same amount of professional fee, or to be
specific, to the total aggregate amount of professional fees, as
aforementioned.
6. Any of the parties may terminate this agreement, provided,
however, that if the case is withdrawn from you at a time when
a substantial portion of the proceedings are already finished, you
shall nevertheless be entitled to collect the fees agreed upon.
Should you agree on the foregoing, please affix your conformity on
the space provided below:
SPONGE BOB
(Client)
CONFORME:
Atty. AVOCADO KHO

Lawyer
ANOTHER RETAINER CONTRACT-HOURLY BASIS

Dear Sponge Bob:
This is to confirm your request for our firm (“the Firm”) to
represent you in connection with certain litigation between you and
PATRICK SQUID regarding the Collection of Sum of Money. To avoid
any confusion with respect to the Firm’s fee structure for services to
be rendered, it is important that you read this letter carefully
inasmuch as, after you sign the acknowledgement on the space
provided herein, it will constitute a legal and binding contract between
you and the Firm.
The conditions of this engagement follow:
1. HOURLY RATE
You will be billed at the following hourly rates for the following
attorneys, paralegals and in-house investigator:
DESIGNATION NAME HOURLY RATE
ATTORNEY AVOCADO KHO P500.00
PARALEGALS WINNIE THE POOH P300.00
TIGGER
JUINOR PARALEGAL DORA THE P150.00
EXPLORER
IN-HOUSE SHERLOCK HOLMES P250.00
INVESTIGATOR
2. DELEGATION OF TASKS
At this time, I will be the Attorney primarily responsible for the
handling of your case. However, unless you specifically direct me
otherwise, in my discretion, I may utilize the services of other
Attorneys and staff in order to provide you with the best possible
representation and to keep your fees to a minimum.
3. PAYMENT OF DISBURSEMENTS
In addition to the aforesaid fee payment you agree to pay any
and all disbursements incurred in connection with your matter,
including, but not necessarily limited to, the following:
Copy cost: (presently P1.00 per copy)
Courier costs:
Fax charges:
Meal costs incurred in connection with attendance at case-
related proceedings:
Postage and overnight mailing fees:
Long distance Telephone charges:
Travel cost (generally, tolls and presently, P100per km)
Disbursement may be advanced on your behalf by the Firm or

you may be required to pay same in advance. You shall be responsible
for retaining and paying directly any and all independent consultants
should it become necessary to use relative to your presentation. Of
course, if necessary, we will assist you in whatever manner we can,
insofar as selecting an appropriate consultant.
4. WITHDRAWAL/DISCHARGE OF COUNSEL
Please be advised, that in the event the Firm believes that you are
not in compliance with the term of this engagement letter, or if you
should fail to timely cooperate with the Firm’s representation, you
agree that the Firm can decline, on reasonable notice to you,
continuing representation in this matter, without refund of the cost of
time spent or disbursements and cost incurred through the date of
termination of the representation. Of course, if you are dissatisfied
with the Firm’s services, you are free to discharge the Firm at any
time.
5. NO PREDICTION OR GUARANTEE OF COST OF REPRESENTATION
At this time, the Firm cannot accurately predict or guarantee how
much your representation will ultimately cost. This is due to various
factors, including the level of reasonableness, compromise and/or
cooperation between you and the other party involved, the complexity
of the issues presented, and, of course, the amount of time it actually
takes to bring this matter to a satisfactory conclusion. However, the
Firm will make every reasonable effort to a minimum and assures you
that only services deemed reasonable and necessary to satisfactorily
represent you will be performed.
6. DISSATISFACTION WITH SERVICES
If at any time you are dissatisfied with the services rendered by the
Firm, or have any questions concerning any services rendered or
disbursements incurred, it is your responsibility to promptly notify the
attorney primarily responsible for the handling of your matter to
discuss the same. In the event the Firm does not hear from you in a
timely manner, it will be assumed that the services rendered and
disbursements incurred are deemed by you to be acceptable,
reasonable and necessary toward your representation.
7. NO PREDICTION OR GUARANTEE OF SUCCESS/RESULTS
Of course, given the inherent uncertainty of legal proceedings, the
interpretation of and changes in the law, and myriad unpredictable
variables, the Firm cannot predict and, therefore, does not guarantee a
particular result or absolute success on any issue in your case. This
notwithstanding, the Firm, with your cooperation, agrees to represent
your interests conscientiously, diligently, within the bounds of ethical
propriety and with the purpose of accomplishing your desired
objectives.
If you understand and agree to the foregoing engagement
arrangement, please sign and date your conformity on the space
provided below, and promptly return the executed copy to my
attention in the return envelope provided. The firm requires the receipt
of your signed acknowledgement and initial fee retainer in order to
commence work on your behalf.
Please feel free to contact me with any questions you may have
concerning this agreement.
ABC LAW FIRM

THE FIRM
Conforme:
SPONGE BOB
CLIENT
DATE SIGNED: March 20, 2019
ANOTHER RETAINER CONTRACT-SHORT FORM

Pasig City } S. S.
RETAINER CONTRACT
This CONTRACT is made and executed into this 25 th day of
March, 2019 at Pasig City, Philippines, by and between:
as the “CLIENT”;
And
AVOCADO KHO, Filipino citizen, single, of legal age, residing at
“ATTORNEY”.
ATTORNEY cannot guarantee the results of the litigation to
CLIENT and has so informed CLIENT, and the ATTORNEY accepts the
appointment by CLIENT without any promise or guarantee of results.
CLIENT is informed and agrees that for the purposes herein, the
term “cost” shall include any and all charges incurred by reason of the
litigation including cost for depositions cost, professional fees incurred
in the preparation, prosecution and/or defense of this case,
commissioner’s costs, bailiff’s fees, long distance telephone charges,
copies and all costs incidental thereto. Theses cost are ADDITIONAL to
Attorney’s fees and are payable in advance or, if billed, within ten days
from receipt of bills.
CLIENT agrees to pay ATTORNEY and the latter agrees to accept
as his fee, the following:
1. P250,000.00 non-refundable minimum retainer fee, payable
within five days from the date of this Contract.
2. The balance of Attorney’s fees shall be fixed at the rate of
P500.00 per hour.
3. Any fee awarded the Attorney by the Court against the opposing
party and paid by the opposing party shall be credited against
the total fee due, if agreed upon.
4. ATTORNEY reserves the right to withdraw as counsel for CLIENT,
should CLIENT fail to pay the amount as set forth above or if
ATTORNEY, upon further investigation of CLIENT’s case, decides
in his professional judgement that pursuit of CLIENT’s case is
inadvisable.
The CLIENT AND ATTORNEY each accept a copy of this Contract and
acknowledge that this is the entire agreement between CLIENT and
ATTORNEY for the purposes described above.
ATTY. AVOCADO KHO SPONGE BOB

ATTORNEY CLIENT
PREPARED BY: ANTONA, CHRISTOPHER J.
GENERAL POWER OF ATTORNEY

CITY OF MANILA PHILIPPINES
I, Topeper Mintor, of legal age , Filipino, married and

resident of Sampaloc Manila, Philippines have named and
appointed and constituted and by these presents hereby name,
appoint and constitute Jose Viceral, of legal age, Filipino, and
resident of Kamias, Quezon City Philippines as my true and
lawful attorney-in-fact to act, manage and conduct all my
affairs and for that purpose to do, execute and perform the
following acts and deeds:
1. To offer for sell drain pipes;

2. To sell and receive payment on my behalf, with respect to said
drain pipes.
In general, to do all other acts and deeds, matters and

things whatsoever in or about all my properties and affairs
either particularly or generally described as fully and
effectually for all intents and purposes as I could do in my own,
if personally present.
HEREBY GIVING AND GRANTING unto my said attorney-in

fact- fll power and authority to do and perform all and every
act necessary or requisites to carry into effect the foregoing
authority as fully to all intents and purposes as I might or could
lawfully do it personally present, with power of substitution
and revocation, and hereby ratifying and confirming all that my
sad attorney shall do or cause to be done or to be done under
these presents.
IN WITNESS WHEREOF,
Duday De Venecia, principal
CONFORME:
Atty. Tim Abus
WITNESS:

Maria Asawa F. Cordones Mark Ercilla Jaboo
[ACKNOWLEDGEMENT]

KNOW ALL MEN THESE PRESENTS:

I, JAMES YAP, of legal age, single, Filipino, a resident of #1120 El
Pueblo Condo, Sta. Mesa, Manila, do hereby name, constitute, and
appoint JAMES NO, to be my true and lawful attorney, for me and in
my name, place, and stead, to do and perform the following acts and
things to wit:

To ask, demand, collect any and all sums of money, sue to recover
debts, dues, accounts, dividends, legacies, bequests, interests , and
other things of value of whatever nature or kind as may now be or
may hereafter become due owing, payable or belonging to me, and to
have, sue, and to take any all lawful ways and means for the recovery
thereof by suit, attachment, compromise or otherwise;

To make, sign, execute, and deliver contracts, agreements,
documents and other writings of whatever nature or kind, with any
and all third persons, entities or concerns, upon terms
and conditions acceptable to my said attorney;

To delegate in whole or in part any all of the powers herein
granted or conferred, by means of an instrument in writing, favor of
any third persons whom my said attorney may select;

HEREBY GIVING AND GRANTING unto my said attorney full power
and authority whatsoever requisite or necessary or proper to be done
in and about the premises as fully to all intents and purposes as I
might and could lawfully do if personally present, with power of
substitution and revocation, and hereby, ratifying and confirming all
that my said attorney or his substitute shall lawfully do or cause to
be done under and by virtue of these presents.

IN WITNESS WHEREOF, We have hereunto affixed our signatures
this 24th day of March , 2019 in Quezon City, Philippines.

JAMES YAP JAMES NO
(Principal) (Agent /Attorney-In-Fact)


KRIS AQUINO BIMBY AQUINO

[ACKNOWLEDGEMENT]
SPECIAL POWER OF ATTORNEY


things to wit:
To sell, offer for sale, and come to an agreement as to the

purchase price and thereafter to sign for us and in our name and
receive payment from the sale of our property
more particularly described as follows: House and Lot in
Quezon City and Pasig City.
HEREBY GRANTING unto our representative full power and authority

to execute and perform every act necessary to render effective the
power to sell the foregoing properties, as though we ourselves, have
so performed it, and HEREBY APPROVING ALL that he may do by
virtue hereof with full right of substitution of his person and
revocation of this instrument.

IN WITNESS WHEREOF, We have hereunto affixed our signatures this
24th day of March , 2019 in Quezon City, Philippines.

JAMES YAP JAMES NO



[ACKNOWLEDGEMENT]

SPECIAL POWER OF ATTORNEY (To Sell)


things to wit:
To sell, offer for sale, and come to an agreement as to the

purchase price and thereafter to sign for us and in our name and
receive payment from the sale of our property
more particularly described as follows: House and Lot in
Quezon City and Pasig City.

power to sell the foregoing properties, as though we ourselves, have


JAMES YAP JAMES NO



[ACKNOWLEDGEMENT]

SPECIAL POWER OF ATTORNEY (Proxy to Vote for Stockholder)


things to wit:
To proxy and vote for in my behalf during the stockholder

meetings and other related activities.

power to proxy to vote for stockholder, as though we ourselves, have


JAMES YAP JAMES NO



[ACKNOWLEDGEMENT]

SPECIAL POWER OF ATTORNEY (To Draw, Accept, Indorse
Negotiable Instrument)


things to wit:
To draw, accept and indorse in my behalf any negotiable

instruments as it is deemed necessary and indispensable to any
of my dealings and transactions that needs the execution of
such act.

power to draw, accept and indorse negotiable instrument as though
we ourselves, have so performed it, and HEREBY APPROVING ALL
that he may do by virtue hereof with full right of substitution of his
person and revocation of this instrument.


JAMES YAP JAMES NO



[ACKNOWLEDGEMENT]

SUBSTITUTION OF ATTORNEY-IN-FACT
WHEREAS, I JAMES YAP, of legal age, single, Filipino citizen

and a resident of #1120 El Pueblo Condominium, Sta. Mesa, Manila,
had been appointed ATTORNEY-IN-FACT of KRIS AQUINO, by virtue
of a POWER OF ATTORNEY executed on MARCH 24, 2019 at
QUEZON CITY and acknowledged before PUNO AND PUNO
ASSOCIATES a Notary Public for and in the city of PASIG and
bearing Doc. No. 1, Page No. 1, Book No. 1, Series of 2019 of his
notarial register;
WHEREAS, by the said power of attorney, I was granted full
power to appoint a substitute of my choice for and in respect of all or
any of the matters mentioned in said power of attorney;
WHEREAS, by virtue of said grant, I hereby name, constitute,
and appoint BIMBY AQUINO, my true and lawful SUBSTITUTE
ATTORNEY for me and in my name as Attorney-in-Fact of said KRIS
AQUINO, and in his name, place, and stead, to do and perform any
and all acts and things which I, as Attorney-in-Fact of said KRIS
AQUINO could lawfully do and perform under said power of attorney,
as fully to all intents and purposes as I or said KRIS AQUINO, might
or could lawfully do if personally present, save only in the matter of
appointing a substitute other than the substitute herein designated;
and
HEREBY RATIFYING AND CONFIRMING all that said BIMBY
AQUINO may lawfully do or cause to be done by virtue of these
presents.
IN WITNESS WHEREOF, I have hereunto set my hands this 24 th

day of March, 2019, at Quezon City, Philippines.
JAMES YAP
__________________________________
Specimen Signature of Substitute Attorney
JOSHUA SALVADOR KIMPY LION

Form of Substitution of Power of Attorney

PROVINCE OF NATIONAL CAPITAL REGION) S.S.
CITY/MUNICIPALITY OF QUEZON CITY)
SUBSTITUTION OF POWER OF ATTORNEY
WHEREAS, I JAMES YAP, of legal age, single, Filipino citizen

and a resident of #1120 El Pueblo Condominium, Sta. Mesa, Manila,
had been appointed ATTORNEY-IN-FACT of KRIS AQUINO, by virtue
of a POWER OF ATTORNEY executed on MARCH 24, 2019 at
QUEZON CITY and acknowledged before PUNO AND PUNO
ASSOCIATES a Notary Public for and in the city of PASIG and
bearing Doc. No. 1, Page No. 1, Book No. 1, Series of 2019 of his
notarial register;
WHEREAS, by virtue of said grant, I hereby name, constitute and

appoint a substitute in the name and person of BIMBY AQUINO, of
legal age, Filipino citizen, single and resident of #143 Barangay Sintu-
sinto, Quezon City, as my true and lawful SIBSTITUTE ATTORNEY for
me and in my name as Attorney-in-Fact of the said KRIS AQUINO
and in her name, place and stead, to do and perform any and all acts
and things which I, as Attorney-in-Fact of the said KRIS AQUINO
could lawfully do and perform under said power of attorney, as fully to
all intents and purposes as I or said KRIS AQUINO, might or could
lawfully do if personally present, save only in the matter of appointing
a substitute other than the substitute herein designated; and
HEREBY RATIFYING AND CONFIRMING all that said BIMBY

AQUINO may lawfully do or cause to be done by virtue of these
presents.
IN WITNESS THEREOF, etc.
JAMES YAP
WITNESSES:
JOSHUA AQUINO SALVADOR BENIGNO BURIKS AQUINO

SPECIAL POWER OF ATTORNEY (To Collect and Receive)


I, JAMES YAP single, of legal age, with residence and postal
address at #1120 El Pueblo Condominium, Sta. Mesa, Manila
do hereby APPOINT JAMES NO single, likewise of legal age, with postal
address at #1121 El Pueblo Condominium, Sta. Mesa, Manila as our true
and legal representative to act for and in our name and stead and
to perform the following acts:
To demand, sue for, collect, receive, and give discharges

for all moneys, debts, interest, dividends, securities, shares of
stock, and other personal property which now belongs or shall
hereafter belong to me.
HEREBY GRANTING unto our representative full power and

authority to execute and perform every act necessary to render
effective the power to sell the foregoing properties, as though we
ourselves, have so performed it, and HEREBY APPROVING ALL that
he may do by virtue hereof with full right of substitution of his

IN WITNESS WHEREOF, WE HAVE HEREUNTO SET OUR HANDS
THIS 24th DAY OF March 2019, AT Quezon City.

JAMES YAP JAMES NO


Republic of the Philippines)
Province of National Capital Region)S.S

BEFORE ME, personally appeared:

Name CTC Number Date/Place Issued
James Yap 10000000 Jan 09, 2019 / Angeles

City
James No 10000000 Jan 16, 2019 / City of

Manila

Known to me and to me known to be the same persons who
executed the foregoing instrument and acknowledged to me that the
same is their free and voluntary act and deed.
WITNESS MY HAND AND SEAL, on the date and place first above
written.

Notary Public

Doc. No.______;
Page No. ______;
Book No.______;
Series of 20___.
SPECIAL POWER OF ATTORNEY (To Prosecute and Defend Actions)


To commence, prosecute and defend all actions and other

proceedings touching my estate or any part thereof, or touching
anything in which I or my estate may be in any way concerned.



JAMES YAP JAMES NO




James Yap 10000000 Jan 09,

2019 / Angeles City
James No 10000000 Jan 16, 2019 /

City of Manila


written.

Notary Public

Doc. No.______;
Page No. ______;
Book No.______;
Series of 20___.
SPECIAL POWER OF ATTORNEY (To Sell Securities)


To sell all or any bonds, shares of stock, or other

securities belonging to me, and to execute all deeds and other
instruments necessary or proper for transferring the same to the
purchaser or purchasers thereof.



JAMES YAP JAMES NO





City

Manila

written.

Notary Public

Doc. No.______;
Page No. ______;
Book No.______;
Series of 20___.
SPECIAL POWER OF ATTORNEY (To Invest)


To invest the proceeds of any sale or sales as aforesaid

and any other of my monies in such bonds, shares of stock, and
other securities as my attorney in his absolute discretion shall
think fit, and from time to time to vary the said investment or
any of them, and in the meantime and pending any such
investment as aforesaid to deposit the said monies in any bank
or banks to which my attorney shall think fit to entrust them.



JAMES YAP JAMES NO





City

Manila


written.

Notary Public

Doc. No.______;
Page No. ______;
Book No.______;
Series of 20___.
SPECIAL POWER OF ATTORNEY (To Vote at Stockholders’ Meetings)


To vote all meetings of stockholders of any company or

corporation, and otherwise to act as my attorney or proxy in
respect of my shares of stock or other securities or investments
which now or hereafter shall belong to me.



JAMES YAP JAMES NO





City

Manila

written.

Notary Public

Doc. No.______;
Page No. ______;
Book No.______;
Series of 20___.
SPECIAL POWER OF ATTORNEY (To Execute Instruments)


To indorse all checks or other instruments payable to me,

and to sign in my name and execute on my behalf all deeds,
assignments, transfers, proxies and instruments.



JAMES YAP JAMES NO





City

Manila

written.

Notary Public

Doc. No.______;
Page No. ______;
Book No.______;
Series of 20___.
SPECIAL POWER OF ATTORNEY (To Settle Accounts)


To settle any accounts or reckoning whatsoever wherein I

now am or at any time hereafter shall be in any wise interested
or concerned with any person whomsoever, and to pay or
receive the balance thereof as the case may require.



JAMES YAP JAMES NO





City

Manila

written.

Notary Public

Doc. No.______;
Page No. ______;
Book No.______;
Series of 20___.
SPECIAL POWER OF ATTORNEY (To Satisfy Mortgages)


To receive every sum of money that now is or hereafter

shall be due or belonging to me upon the security or by virtue of
any mortgage and on receipt of the full amount secured thereby
to execute a good and sufficient release or other discharge of
such mortgage by deed or otherwise.



JAMES YAP JAMES NO





City

Manila


written.

Notary Public

Doc. No.______;
Page No. ______;
Book No.______;
Series of 20___.
SPECIAL POWER OF ATTORNEY (To Compromise and Submit to
Arbitration)


To compromise with or make allowances to any person for

or in respect to any debt or demand whatsoever that now is or
shall at any time hereafter become due and payable to me, and
to take and receive any compensation or dividend thereof or
thereupon, and to give release or other charges for the whole of
such debt or demand, or to submit to arbitration every such
debt or demand and every other right, matter and thing due to
or concerning me as my attorney shall think best, and for that
purpose to enter into and execute and deliver such bonds of
arbitration or other instruments as my attorney may deem
advisable.



JAMES YAP JAMES NO




City

Manila


written.

Notary Public

Doc. No.______;
Page No. ______;
Book No.______;
Series of 20___.
SPECIAL POWER OF ATTORNEY (To Manage Real Estate)


To enter into and upon all my real estate situated at

Quezon City, and to let, manage and improve the same or any
part thereof, and to repair or otherwise improve or alter, and to
insure any buildings thereon.



JAMES YAP JAMES NO





City

Manila

written.

Notary Public

Doc. No.______;
Page No. ______;
Book No.______;
Series of 20___.
SPECIAL POWER OF ATTORNEY (To Grant Leases, Receive Rents,
etc.)


To contract with any person for leasing for such periods, at

such rents and subject to such conditions as my attorney shall
see fit, all or any of my said real estate situated at Quezon City,
and any such person to let into possession thereof, and execute
all such leases and contracts as shall be necessary and proper in
that behalf, and to give notice to any tenants or occupier
thereof, and to receive and recover from all tenants and
occupiers thereof or of any part thereof all rents, arrears of
rent, and sums of money which now are or shall hereafter
become due and payable in part thereof to take a necessary or
proper means and proceedings for determining the tenancy or
occupation of such tenants or occupiers, and for ejecting the
tenants or occupiers and recovering the possession thereof.



JAMES YAP JAMES NO





City

Manila


written.

Notary Public

Doc. No.______;
Page No. ______;
Book No.______;
Series of 20___.
SPECIAL POWER OF ATTORNEY (To Carry On or Wind Up Business)


To carry on or to wind up my business of Tea House, Inc.

at Quezon City, and in connection therewith, to use the premises
in which the same is or shall be carried on, with the same
powers of dealing with stock, capital and effects, and of entering
into business engagements, of increasing or diminishing capital,
and generally of transacting the affairs of the said business as I
myself have or should have.



JAMES YAP JAMES NO





City
Manila


written.

Notary Public

Doc. No.______;
Page No. ______;
Book No.______;
Series of 20___.
REVOCATION OF POWER OF ATTORNEY

PROVINCE OF NATIONAL CAPITAL REGION) S.S.
CITY OF QUEZON)
REVOCATION
I, JAMES YAP, of #1120 El Pueblo Condominium, Sta. Mesa, Manila

have on March 13, 2019 appointed JAMES NO, of #1121 El Pueblo
Condominium, Sta. Mesa, Manila, as my true and lawful attorney-in-
fact for the purposes with the powers set forth, in the said power of
attorney which I acknowledged before notary public PUNO AND
PUNO ASSOCIATES entered in his notarial register as Doc. No 1,
Page No. 1, Book No. 1, Series of 2019.
I hereby now give notice that I, JAMES YAP, by this instrument,
revoke such power of attorney, and all power and authority herein
given, to my above-named attorney-in-fact.
IN WITNESS WHEREOF, I have hereunto set my hand this 24 th day of
March 2019, in Quezon City, Philippines.
JAMES YAP
[ACKNOWLEDGEMENT]
DRAFT- PROMISSORY NOTE- GENERAL FORM
January 5, 2019
Php50, 000.00
FOR VALUE RECEIVED, I promise to pay to the order of Tim Abus,

the sum of FIFTY THOUSAND PESOS (Php50,000.00)
Philippine Currency, in TEN (10) equal monthly installments of FIVE
THOUSAND PESOS (Php5,000.00) starting February 5, 2019 and every
5th day of the month thereafter until fully paid. Should I fail to pay on
the due date, a late penalty fee of three percent (3%) per month shall
be added on each unpaid installment from due date thereof until fully
paid.
Sgd.
Duday De Venecia
DRAFT- SIGHT DRAFT TO ORDER OF PAYEE
January 5, 2019
Php50, 000.00
On sight, pay to the order of Tim Abus, FIFTY THOUSAND PESOS

(Php50,000.00) Philippine Currency, in TEN (10) equal monthly
installments of FIVE THOUSAND PESOS (Php5,000.00) and charge the
sum paid to the account of Duday De Venecia.
To: Cory Kung

El Pueblo Condominium Sta. Mesa Manila, Philippines.
Sgd.
Duday De Venecia
DRAFT- WITH REFERENCE TO SALE TRANSACTION
January 5, 2019
Cory Kung Sy
El Pueblo Sta. Mesa Manila Philippines
Php50,000.00
On July 5, 2019, pay to the order of Tim Abus, FIFTY THOUSAND

PESOS (Php50,000.00) Philippine Currency.
This draft is given in payment for a LG washing machine with dryer
pursuant to a contract dated January 5, 2019.
For value received and charge the sum paid to the account of Cory
Kung Sy.
Sgd.
Cory Kung Sy
DRAFT-VOUCHER FORM
Dated: January 5, 2019

Drawn by: Cory Kung Sy
Drawn on: Duday De Venencia
Order of: Tim Abus
Time: 60 days
Due: March 5, 2019
Amount: Php50,000.00
On demand, pay to the order of Tim Abus or bearer,

FIFTY THOUSAND PESOS (Php50,000.00) Philippine Currency. For
value received and charge the sum paid to the account of Cory Kung
Sy.
To:
Duday De Venencia
Teresa St. Sta. Mesa Manila
COMMON APPLICATION AND AGREEMENT OF LETTERS OF
CREDIT
APPLICATION AND AGREEMENT FOR

COMMERCIAL LETTER OF CREDIT
Gentlemen:
Please issue an IRREVOCABLE letter of credit and transmit it by (./)
airmail ( ) cable as follows:
In favor of: Tim Abus

with principal business address at: Hipodromo St. Sta. Mesa Manila
For the account of: Duday Non De Devenecia
with principal business address at: Teresa St., Quezon City Philippines.
For any sum or sums not exceeding a total of: FIFITY THOUSAND
PESOS (P50, 000.00)
Available by drafts at Shanti. Mesa Quezon City, drawn with/without

recourse at your option, on you or on us for 12% of the invoice of
merchandise to be described in the invoice as: in one or more
shipments from Quezon City Accompanied by the following documents:
1. Commercial Invoice/s / Sales Invoice/s, duly signed and
acknowledged by Drawee
2. Signed Delivery Receipt dated within the life of this credit, per
BDO Unibank, Inc. form attached, evidencing receipt of the
above described merchandise signed by the buyer and the seller.
3. Signed Draft and Trust Receipt
4. Other Documents Required:
This credit expires in 30 days on February 5, 2019
SPECIAL INSTRUCTION: In consideration of your arranging for the

establishment of this commercial letter of credit substantially in
accordance with the foregoing, the undersigned hereby (jointly and
severally) agree(s) to each and all of the stipulated provisions and
conditions on the reverse side.
PAYMENT INSTRUCTIONS
Please debit to Account No. 874-8785-445 for all charges incidental to
this credit
Check No. 8735-78624 in payment of

1. Charges and Margin Only
2. Charges and Full Payment for Cash LC
Very truly yours,
Sgd.
CORY KONG
COMMERCIAL LATTER OF CREDIT
Issued in favor of:

Tim Abus January 19, 2019
All drafts drawn must be marked:

Drawn under Bank of the Philippine Island
Credit No. 7826-276-234
Sir/Madam:
We establish our irrevocable letter of credit in your favor for the
account of Duday De Venecia, up to the aggregate amount of FIFTY
THOUSAND PESOS (P50,000.00), available by your drafts drawn at
sight on Bank of the Philippine Islands, and accompanied by
documents specified below covering 80% invoice value of merchandise
to bbe described in the invoice as: plastic pipes.
Documents required:
1. Commercial invoice in duplicate.
2. Special customs invoice in triplicate.
3. Packing List in triplicate.
4. Certificate Stating that a copy of non-negotiable documents
has been airmailed direct to Duday De Venecia.
5. Full set of clean on board ocean Bills of Lading, to order of
LBC endorsed, marked: “notify Duday De Venecia”
Shipment latest from January 20, 2019 to January 27, 2019.

Partial shipments are not permitted; Transshipment is not permitted.
Insurance is to be effected by name of LBC.
The negotiating bank must forward all documents direct to

Duday De Venecia. The amount and date of each negotiation must be
endorsed on the bank of this letter by the negotiating bank.
We agree with bona fide holders that all drafts drawn under in
compliance with the terms of this credit shall be duly filed to the
drawee if drawn and presented for negotiation on or before January
24, 2019.
For reimbursement you may debit our account on us.
Sgd.
STANDBY LETTER OF CREDIT
Bank of the Philippine Islands

Number: 6376-987-345
January 19, 2019
To: Duday De Venecia

We establish our irrevocable standby letter of credit in your

favor for the account of our client, Tim Abus, of El Pueblo
Condominium Sta. Mesa Manila, available after January 19, 2019, by
drafts drawn on us payable at sight for any sum of money not to
exceed a total of FIFTY THOUSAND PESOS (P50,000.00), when
accompanied by this letter of credit and a certificate dated December
27, 2018, a copy of which is attached as Annex 4.
All drafts drawn under this letter of credit must bear the legend
“Drawn Under Bank of the Philippine Islands, Letter of Credit No.
6376-987-345, dated January 19, 2019.
All drafts drawn and negotiated in compliance with the terms and
conditions of the standby letter of credit will be duly honored on
presentation and delivery of the documents specified above to our
office at Hippodromo St., Sta Mesa Manila, BPI branch, if presented on
or before January 29, 2019.
Very truly yours,

(BPI)
By: Tim Abus, General Manager, BPI-Sta. Mesa

Branch
GENERAL LETTER OF CREDIT-WITH GUARANTEE
January 19, 2019

Number: 6376-987-345
To: Bank of the Philippine Islands

Hippodromo St., Sta Mesa Manila
We agree to accept and pay at maturity any draft or drafts on

us, at 30 days sight issued by Duday Non De Devenecia, of Teresa St.
Quezon City, to the extent of FIFTY THOUSAND PESOS (P50,000.00),
when accompanied by this letter of credit and a certificate dated
December 27, 2018, a copy of which is attached as Annex 4.
All drafts drawn under this letter of credit must bear the legend
“Drawn Under Bank of the Philippine Islands, Letter of Credit No.
6376-987-345, dated January 19, 2019.
All drafts drawn and negotiated in compliance with the terms and
conditions of the standby letter of credit will be duly honored on
presentation and delivery of the documents specified above to our
office at Hippodromo St., Sta Mesa Manila, BPI branch, if presented on
or before January 29, 2019.
Very truly yours,

(BPI)
By: Tim Abus, General Manager, BPI-Sta. Mesa

Branch
CONFIRMATION OF ISSUED LETTER OF CREDIT
January 19, 2019
Number: 6376-987-345
To: Duday De Devenecia

Hippodromo St., Sta Mesa Manila
This is to advise you that Bank of the Philippines Islands has

issued a letter of credit, the terms and conditions of which are shown
in the photocopy of the credit which is attached to this letter. This
letter is solely an advice of the opening of the letter of credit and
coveys no engagement by us.
Sgd.
Tim Abus, General Manager, BPI-Sta. Mesa
Branch
CERTIFICATE OF PROTEST OF COMMERCIAL PAPER

PROVINCE OF ISABELA
CITY OF CAUAYAN
On January 19, 2019, at the request of Tim Abus, of Canciller,

Cauayan City Isabela, I, Burry Katindig, a duly commissioned and
sworn notary public, residing at Mabini Cauayan City Isabela, did
during the business hours of this day present the original instrument
that is annexed to this certificate to Duday Non De Devenecia, of
Silangan St. Cauayan City Isabela, and demand payment. Payment
was refused upon.
Whereupon, I, at the request of Tim Abus, did protest and do

protest here against every maker and indorser and against all others
against whom it is proper to protest, for exchange, re-exchange, and
all cost, damages, and interest already incurred and to be incurred on
the instrument.
I certify on the day written above that notice of protest, demand,

and non-payment of the instrument described above was served on
the following parties at the following addresses: Cory Kung, Sipat St.
Cuayan City Isabela and Picky Peckson, Rizal St. Santiago City Isabela.
The notices were served by registered mail, with postage prepaid and
return receipt requested. The addresses to which notice were sent are
the addresses given in the instrument or, if no addresses were given in
the instrument, the addresses used were the reputed places of
residences or business of the parties.
In testimony of the above, I have set my hand and affixed my

seal on the day first above written. My commission expires on March 5,
2019.
Amount protested is:

Amount due on instrument: P 50, 000.00
Interest Due from October 5, 2018: P 2, 300. 00
Protest Fee: P 500. 00
Notice fee: P 200. 00
Postage: P50. 00
TOTAL: P 53,050. 00
Sgd.
Burry Katindig, Notary Public
SUBSCRIBED AND SWORN to before me, this January 19, 2019, by

Tim Abus who exhibited to me his Community Tax Certificate No.
878366 issued at Cauayan City, Philippines on January 6, 2005
Notary Public
Doc. No. 56;
Page No.76;
Book No. 83;
Series of 2019;
CERTIFICATE OF PROTEST OF NEGOTIABLE INSTRUMENT
MAKER CANNOT BE FOUND BUT LAST PLACE OF RESIDENCE OR
BUSSINESS CAN BE ASCERTAINED

PROVINCE OF ISABELA
CITY OF CAUAYAN
PROTEST OF NEGOTIABLE INSTRUMENT

MAKER OF WHICH CANNOT BE FOUND
On January 19, 2019, at the request of Tim Abus, of Teresa St.

Sta. Mesa Manila, I, Burry Katindig, a duly commissioned and sworn
notary public, residing at Pureza St. Sta. Mesa Manila, did during the
business hours of this day presented an original copy of the instrument
that is attached to this certificate at Hipodromo St. Sta. Mesa Manila,
which I was informed was the last place of business of the maker, and
demanded payment from a person in charge competent to give
answers. The person in charge refused payment by saying that the
maker formerly worked there but had move his employment and left
no forwarding address.
Sgd.
Burry Katindig, Notary Public
SUBSCRIBED AND SWORN to before me, this January 19, 2019, by

Tim Abus who exhibited to me his Community Tax Certificate No.
878366 issued at Sta. Mesa Manila, Philippines on January 6, 2005
Notary Public
Doc. No. 56;
Page No.76;
Book No. 83;

Series of 2019;
PREPARED BY: CAMARTIN, MARY GRACE P.
ANTE-NUPTIAL AGREEMENT

PROVINCE OF BULACAN ) S.S.
CITY/MUNICIPALITY OF MALOLOS )
ANTE-NUPTIAL AGREEMENT
This AGREEMENT, is made and entered into this 14th day of

February, 2015atMalolos City, Bulacan, by and between:
Maria Clara Damaso, Filipino, of legal age, single, hereinafter called
the “BRIDE”;
-and-
Jose Ibarra, Filipino, of legal age, single, hereinafter called the
“GROOM.”
WITNESSETH THAT:
WHEREAS, the parties have represented to each other that each
is single and legally free to marry; and
WHEREAS, the parties are about to contract marriage with each
other, and each is severally seized and possessed of property, real
and/or personal, in his and her own right, respectively (the nature and
extent whereof each has fully disclosed to the other); and the parties
desire that their said marriage shall not in any way, change their
existing legal rights, or the existing legal rights of their heirs, in the
real and personal property of each of them; and by this Agreement so
do fix and limit the same by contract.
NOW, THEREFORE, in consideration of the premises and of the
mutual covenants and conditions herein contained, the parties agree
as follows:
(a) BRIDE shall have, keep and retain the sole ownership,
control and enjoyment of, and during her lifetime, shall
have the exclusive right to dispose of, any and all
property, real, personal or mixed, that she now owns or is
possessed of, or hereafter may acquire or receive, as her
own absolute property, without interference by or from the
GROOM, and in like manner as if the said marriage had not
taken place and BRIDE had remained unmarried.
(b) GROOM shall have, keep and retain the sole ownership,
control and enjoyment of, and during his lifetime, shall
have the exclusive right to dispose of, any and all
property, real, personal or mixed, that he now owns or is
possessed of, or hereafter may acquire or receive, as his
own absolute property, without interference by or from the
BRIDE, and in like manner as if the said marriage had not
taken place and GROOM had remained unmarried.
(c) The Parties shall take any and all steps, and shall execute,
acknowledge and deliver to each other any and all other
instruments which may be necessary to effectuate the
purposes of this Agreement.
(d) This Agreement is entered into by the parties hereto with

full knowledge on the part of each of the extent and
probable value of all property or estate of the other (the
significant parts whereof are hereinafter set forth in Exhibit
“A” hereto attached and identified, and by this reference
herein incorporated), and of all rights that, but for this
Agreement, would be conferred by law upon each of them,
in the property or estate, whatsoever character the same
may be, of the other; and they do nevertheless hereby
jointly and severally agree that each party’s interest in the
property or estate of the other shall be limited,
determined, fixed and settled by the Agreement, and not
otherwise.
(e) The Parties hereto further agree that in case of separation

or divorce proceedings between the Parties, neither shall
receive any suit, money, maintenance, property
settlement, court cost or attorney’s fee in such case.
(f) This Agreement shall bind the parties hereto, and their
respective heirs, legal representatives, and assigns.
Maria Clara Damaso Jose Ibarra

BRIDE GROOM
WITNESSES:
Crispin Santiago Basilio Santiago
ACKNOWLEDGMENT
DISCLOSURE OF FACTS
The parties hereby acknowledge that, to their mutual

satisfaction, each has the opportunity to ascertain, has been informed
by a full and frank disclosure by the other, and is fully acquainted with
and aware of the approximate assets, liabilities, income and general
financial circumstances of one another; that each has ascertained and
weighted all of the facts, conditions and circumstances likely to
influence his or her judgment in all matters embodied herein; that
each has given due consideration to all such matters and questions,
and clearly understands and consents to all the provisions contained
herein; and that each has had the opportunity to have or has in fact
had the benefit and advice of independent counsel of his or her own
choice and is willing to accept the provisions of the Agreement in lieu
of all other rights that each may have.
EFFECT OF AGREEMENT
After the solemnization of the marriage between the parties,

each of them shall separately retain all rights in his or her own
property now owned and more fully set forth in the list of properties
annexed hereto (collectively referred to herein as “the Property”).
Each party shall have the absolute and unrestricted right to dispose of
their said separate property free from any claim that may be made by
the other by reason of their marriage, and with the same effect as if
no marriage had been consummated between them.
The attached list enumerates the Property of the BRIDE and the
GROOM, respectively, as the same is now constituted. Each party shall
separately retain all rights to the said Property in its present form and
in any other form which is traceable to same, including any
appreciation in the value of the Property as a direct or indirect result of
the contribution or efforts of either party or due to market factors,
except as may be herein contained to the contrary. Any property
acquired by either party after the marriage, except for such property
which has been specifically excepted in this Agreement and which has
not been commingled with joint or otherwise marital property, shall be
divided between the parties upon their separation.
RETIREMENT PLAN
The parties each have retirement plans acquired through their

employer or their own efforts. The parties intend by entering into this
Agreement that neither party shall acquire any rights at any time, and
in whatsoever form and nature, to the other’s retirement benefits.
BANK ACCOUNT
While the parties agree to maintain a joint bank account to be

funded with marital income and used for the maintenance and
acquisition of marital assets, the parties intend to also maintain
separate bank accounts which shall be funded with pre-maritally
acquired or otherwise separate property monies to be used by them at
their discretion, which monies shall not be commingled with the assets
or financial accounts of the other.
PROPERTY ACQUIRED DURING THE MARRIAGE
Nothing contained in this Agreement shall be construed to

preclude any rights either party may have in the event of the parties’
separation or dissolution of marriage in those assets which are
acquired during the marriage, including wedding gifts, and not
otherwise specifically exempted or excepted by any other provision
contained herein.
DEDICATION OF INCOME
The parties specifically make no delineation as to the precise use

of their income, except to state that it is their general intention to pool
their income for their mutual benefit, for the purpose of maintaining
their agreed-upon lifestyle and for the accumulation of marital assets.
For purposes of this provision, retirement income shall at no time be
deemed income, but shall instead be deemed separate property.
NON-INCURRENCE OF DEBT
The parties represent, warrant and covenant that neither has

heretofore incurred any debt, charge, obligation or liability whatsoever
for which the other, their legal representatives or either party’s
property or estate is or may become liable, nor will either party incur
such debt, charge, obligation or liability without first providing the
other with reasonable notice thereof and obtaining the other’s written
consent. Each party agrees to indemnify and hold the other harmless
of loss, expenses (including reasonable attorney’s fees) and damages
in the event that a claim is made upon the other arising out of or in
connection with a breach by either party of the representations,
warranties and covenants of this paragraph.
ATTORNEY’S FEES
The parties acknowledge, understand and agree that in the

event of any court proceeding of and concerning their marital
relationship or dissolution thereof, that each party shall pay and be
responsible for payment of their own respective attorneys fees and all
ancillary cost incurred in connection with any such proceeding.
VOLUNTARY EXECUTION
The parties each acknowledge and represent that this Agreement

has been executed by each of them free from persuasion, fraud, undue
influence, or economic, physical or emotional duress of any kind
whatsoever asserted by the other party or by other persons.
CERTIFICATION IN NEGOTIABLE INSTRUMENT THAT ALL

BLANK SPACES WERE COMPLETED PRIOR TO EXECUTION
THEREOF
Maker certifies that all blank spaces in this instrument were

completed and filled in before this instrument was signed by maker.
STOP PAYMENT ORDER – WITH AGREEMENT TO INDEMNIFY
THE BANK
To: ABC Bank of Commerce

No. 709 Shaw Blvd.,
Brgy. Oranbo, Pasig City
ABC Bank of Commerce is directed to stop payment on a check

drawn by the undersigned, Snow White Santiago, of No. 100 Legarda
St., Kawilihan, Pasig City, on account No. 0123456789, being check
No. 11111, dated February 3, 2018, for P100,000.00, and payable to
Prince Charming Cordero. The undersigned wants payment stopped on
this check because Prince Charming Cordero failed to deliver the sack
of apples in consideration of the amount to be paid.
The undersigned agrees to indemnify ABC Bank of Commerce for

all damages and cost to which ABC Bank of Commerce may be
subjected by reason of its refusal to honor the check described above.
ABC Bank of Commerce is to use every reasonable effort to stop
payment on the check. However, if the check is paid after due
diligence on the part of ABC Bank of Commerce or if ABC Bank of
Commerce becomes holder in due course, ABC Bank of Commerce
shall not be liable in any way, and the check shall be charged to the
above-mentioned account of the undersigned. Further, ABC Bank of
Commerce shall not be liable if, by reason of the failure of ABC Bank of
Commerce to stop payment, other checks drawn on the account of the
undersigned are returned due to insufficient funds for payment. If the
account on which the check is drawn is closed by the undersigned, this
stop-payment order shall automatically be cancelled. This stop-
payment order shall automatically expire in 12 months from its date,
unless it has been previously released or renewed in writing.
February 6, 2018
(signed)
Snow White Santiago
Drawer
NOTICE TO BANK – CANCELLATION OF STOP-PAYMENT ORDER

No. 709 Shaw Blvd.,
On February 6, 2018, the undersigned, Snow White Santiago, of

No. 100 Legarda St., Kawilihan, Pasig City, sent to you a stop-
payment order on a check drawn on account no. 0123456789, being
check No. 11111, dated February 3, 2018, for P100,000.00, and
payable to Prince Charming Cordero.
The undersigned desires to cancel this stop-payment order

because Prince Charming Cordero already complied with his obligations
as to the delivery of the sack of apples in consideration of the check.
The undersigned also desires that you treat the check described above
in the ordinary course of business as if no stop-payment order had
ever been requested.
February 14, 2018.
(signed)
Snow White Santiago
Drawer
NOTICE FROM BANK – STOP-PAYMENT ACKNOWLEDGMENT OF

SINGLE CHECK
To: Snow White Santiago

No. 100 Legarda St., Kawilihan, Pasig City
According to your request of February 6, 2018, a stop-payment

order has been placed on your check numbered 11111, written on
account no. 0123456789, dated February 3, 2018, for P100,000.00,
and payable to Prince Charming Cordero.
We request that you notify us if the check described above is

located, canceled, or destroyed, or if a duplicate check is issued.
February 8, 2018.
Snow White Santiago

Drawer
ABC Bank of Commerce

Drawee Bank
CASHIER’S CHECK
No.11111
Pasig Branch
No. 709 Shaw Blvd.,
PAY TO THE
ORDER OF Prince Charming Cordero, (P100,000.00) One
Hundred Thousand PESOS.
PURPOSE as payment for product orders.
CASHIER’S CHECK
COUNTER SIGNATURE AUTHORIZED SIGNATURE

AGREEMENT FOR ISSUANCE OF REPLACEMENT OF CASHIER’S
CHECK

METRO MANILA ) S.S.
CITY OF PASIG )
AGREEMENT
This AGREEMENT is made and executed in this 14th day of

February, 2018, at Malolos City, Bulacan, Philippines by and between:
Snow White Santiago, Filipino, of legal age, resident of Pasig City,

hereinafter called the CUSTOMER;
-and-
ABC Bank of Commerce, of No. 709 Shaw Blvd.,Brgy.Oranbo,
PasigCity, hereinafter called the BANK.
WITNESSETH THAT:
1. CUSTOMER has requested the bank to issue a cashier’s check to

replace BANK’s original cashier’s check no. 11111, dated February 3,
2018. A copy of the original cashier’s check is attached as Exhibit “A”
and incorporated by reference. Said check was lost in the office where
it was kept.
2. CUSTOMER warrants that she is the only person authorized to

endorse checks in her own behalf. CUSTOMER further warrants that
CUSTOMER does not know of the location of the original cashier’s
check. However, if CUSTOMER should find the check, CUSTOMER
agrees to promptly deliver it to BANK.
3. CUSTOMER agrees to indemnify BANK against any claims, losses or

liabilities the BANK might incur as a result of a finding by a court of
proper jurisdiction that the check bears the genuine indorsement of
CUSTOMER; the check was properly endorsed to the person bringing
the proceeding; and that person is a holder in due course.
4. BANK agrees to notify the CUSTOMER immediately on receipt of a

claim on the cashier’s check by a person claiming to be a holder in due
course. BANK further agrees to allow CUSTOMER to defend against
any such claims. Such notice and opportunity to defend are conditions
precedent to CUSTOMER’s indemnification obligations under this
Agreement. If such proceedings are brought, and the court finds that
the signature was unauthorized, the parties shall share the expenses
of defending against the action, including reasonable attorney’s fees.
February 16, 2018.
Snow White Santiago

Drawer
Steffie Mom Banker

General Manager,
SUBROGATION AGREEMENT BETWEEN BANK AND DEPOSITOR
SUBROGATION AGREEMENT
This SUBROGRATION AGREEMENT, made and entered into this 4th day
of March, 2018 at Pasig City, Philippines by and between:
Snow White Santiago, Filipino, of legal age, resident of Pasig City,
hereinafter referred to as the “DEPOSITOR”;
-and-
ABC Bank of Commerce, of No. 709 Shaw Blvd., Brgy.Oranbo, Pasig
City, hereinafter referred to as the “BANK”.
WITNESSETH THAT:
In consideration of P100,000.00 paid by BANK to Prince
Charming Cordero, as the result of mortgage loan incurred by the
payee, on March 1, 2018, DEPOSITOR assigns, transfers and
subrogates to BANK all rights, claims, interest, and rights of action, to
the extent of the amount above stated, which depositor may have
against payee, or any other party or person who, or firm or
corporation that, may be liable to reimburse depositor for the
described payment. Depositor authorized BANK to sue, compromise,
or settle any claim related to the described payment, in BANK’s sole
and considered discretion, with or without notice to depositor or any
other party.
March 4, 2018.
Snow White Santiago
Depositor
Steffie Mom Banker

General Manager,
NOTICE OF SUBROGATION RIGHTS AND DEMAND FOR
PAYMENT BY BANK
To: Prince Charming Cordero

No. 14344 Aguinaldo St.
Taguig City, Metro Manila
You are notified that ABC Bank of Commerce has been

subrogated to all the rights, claims, interest and rights of action of
Snow White Santiago against you in connection with the payment of
P100,000.00 by ABC Bank of Commerce to you on March 1, 2018, with
interest on that amount at the rate of 6% per annum until the date of
payment. If payment of the amount due is not received by ABC Bank
of Commerce at its branch office at No. 709 Shaw Blvd., Brgy.Oranbo,
Pasig City, on or before May 2, 2018, ABC Bank of Commerce shall
have no other recourse but to pursue every remedy available to it to
collect the described sum, including the commencement of legal
proceedings against you.
March 5, 2018.
Steffie Mom Banker

General Manager,
NOTICE OF DISHONOR TO INDORSER OF BILL
March 14, 2018
To Snow White Santiago:
I hereby give you notice that a bill of exchange, dated the

th
10 day of March, drawn by ABC Bank of Commerce of Pasig City, for
P100,000.00, payable to bearer or order, one month after sight, and
bearing your indorsement, has been dishonored by non-acceptance
and protested, and that I look to you for the payment thereof.
Prince Charming Cordero
NOTICE OF DISHONOR OF NOTE BY NOTARY TO INDORSER

May 5, 2018
Please take notice that a promissory note made by Snow White

Santiago in favor of Prince Charming Cordero for One Hundred
Thousand Pesos, dated the 4th day of March , payable the 14th day of
March , and indorsed by you, having this day been by me at the
request of Prince Charming Cordero, the holder thereof, presented for
payment, which was duly demanded and refused, is protested for
nonpayment, and that the holder will look to you for the payment
thereof, with all legal costs, interest and damages in consequence of
the nonpayment thereof.
NOTICE OF DISHONOR TO DRAWER OF CHECK
March 30, 2018
To Snow White:
I hereby give you notice that a check, No. 11111, dated the 3rd
day of February, drawn by you on the ABC Bank of Commerce for
P100,000.00, and payable to bearer or order, has been dishonored by
nonpayment.
(signed)
Prince Charming Cordero
BILL OF EXCHANGE PAYABLE AFTER SIGHT
P 100,000.00
Manila City, February 3, 2018.
Three months after sight pay to the order of Prince Charming

Cordero; or to bearer the sum of One Hundred Thousand Pesos
(P100,000.00), and charge the same to account of Snow White
Santiago.
(signed)
Snow White Santiago
BILL OF EXCHANGE
March 4, 2018
P 100,000.00
For value received, pay to the order of Prince Charming Cordero

the sum of One Hundred Thousand (P100,000.00) PESOS, Philippine
currency, and charge the same to the account of Snow White
Santiago.
(signed)
Snow White Santiago

No. 709 Shaw Blvd.,
Brgy.Oranbo, Pasig City
NOTARIAL PROTEST OF BILL OF EXCHANGE

CITY OF Manila ) S.S.
(If the original instrument is not annexed, first set out an exact
copy of the instrument, with all endorsements.)
On the 4th day of March at the request of Prince Charming
Cordero, the holder of the original bill of exchange hereunto annexed,
I, Atty. A. Masipag, a notary public in and for the City of Manila,
Philippines, duly commissioned and sworn, did present said original bill
of exchange to ABC Bank of Commerce, the drawee, during the usual
hours of business for such purposes and demanded payment thereof,
to which he made answer that he would not pay the same due to
insufficiency of funds.
WHEREFORE, at the request of aforesaid holder, I protested and

by these presents do hereby solemnly protest as well against the
drawer and indorsers of the said bill of exchange as against all others
to whom it may concern for exchange, re-exchange, and all costs,
damages, and interest incurred or to be incurred for want of payment
thereof.
Witness my hand and notarial seal at Manila on the day and year
first above written.
(signed and sealed)
Atty. A. Masipag
NOTARY PUBLIC
Doc. No. 12 ;
Page No.3 ;
Book No.4 ;
Series of 2018 ;
PROMISSORY NOTE PAYABLE ON DEMAND
City of Manila
P100,000.00
For value received, I promise to pay on demand to Prince

Charming Cordero, or order, the sum of P100,000.00, with interest at
the rate of 6 percent per annum, from the date hereof at Pasig City.
February 3, 2018
(signed)
Snow White Santiago
Maker
PROMISSORY NOTE PAYABLE TO BEARER

Manila City
P100,000.00
On March 14, 2018, for value received, I promise to pay to the

order of bearer the sum of P100,000.00, with interest thereon at the
rate of 6 percent per annum, from the date hereof at Manila City.
February 3, 2018
(signed)
Snow White Santiago
Maker
PROMISSORY NOTE WITH ALTERNATIVE PAYEES
Manila City
P100,000.00
On or before March 14, 2018, for value received, I promise to
pay to the order of Prince Charming Cordero or Cesar D. Great the
sum of P100,000.00, with interest at the rate of 6 percent per annum,
from the date hereof at Manila City.
February 3, 2018
(signed)
Snow White Santiago
Maker
PROMISSORY NOTE PAYABLE IN INSTALLMENT
Manila City
P100,000.00
For value received, Snow White Santiago promises to pay to the

order of Prince Charming Cordero of Taguig City, P100,000.00, in the
following manner: P10,000.00 on the 15th day of each succeeding
month thereafter until the entire amount is paid, with interest from the
date thereof, at the rate of 6 percent per annum, payable with each
installment of principal and interest. Any and all installments shall
become due and payable immediately, at the option of the holder, if
any installment of principal or interest is not paid at maturity.
Demand, notice and protest are hereby waived.
February 3, 2018
(signed)
Snow White Santiago
Maker
PROMISSORY NOTE IN FAVOR OF BANK – PAYABLE IN
INSTALLMENT WITH SECURITY
Manila City
P100,000.00
For value received, the undersigned promises to pay to ABC

Bank of Commerce, or order, at Pasig City, P100,000.00 with 6
percent interest per annum, from date of this note payable in monthly
installments beginning 15th day April, P10,000.00 including interest on
all unpaid installments, and equal amount of principal together with
interest on all unpaid installments on the same date of each month
thereafter until fully paid.
The undersigned gives the ABC Bank of Commerce a lien, and

grants a security interest, for the amount of this indebtedness upon all
property and securities in which the undersigned has an interest that
may at any time be in the possession of the said ABC Bank of
Commerce in whatever capacity and upon any balance of any deposit
account of the undersigned with the said ABC Bank of Commerce at
any time. The said ABC Bank of Commerce may at any time set off
any amount due or to become due to it, by virtue of this note or any
other obligation of the undersigned, against any credit balance of the
undersigned with it.
The undersigned and any indorser or guarantor of the obligations

of the undersigned to the ABC Bank of Commerce agree that in case of
any default in the payment of any of the installments herein, the entire
obligations in this note shall become at once due and payable without
notice, presentment, or demand of payment and that the ABC Bank of
Commerce may thereupon without notice immediately or at any time
thereafter, sell any or all such securities and other property on which it
has a lien or security interest.
Upon failure to pay this note when due or declared due, the ABC
Bank of Commerce may proceed to apply in payment or reduction of
the credit balance of any account maintained with the ABC Bank of
Commerce by the undersigned. Demand, notice or notices of intention
to sell are hereby waived. Should any property of the undersigned is
sold to pay the obligation to the ABC Bank of Commerce may sell all or
any part of any property or part of the obligation in this note, the
undersigned hereby expressly waives his right or privilege to redeem
the same. Moreover, the ABC Bank of Commerce is hereby given the
special power of attorney with full power of substitution to sell such
property or properties at such prices as it may deem best, for cash or
credit, with the right to the ABC Bank of Commerce to purchase all or
any part thereof, free from any right of redemption, applying the net
proceeds of such sale to the payment of this note or of any other
obligations to the ABC Bank of Commerce of the undersigned or of any
such indorser or guarantor, who agrees to remain jointly and severally
liable for any deficiency.
Delay or failure on the part of Bank to exercise any power or

right herein granted shall not be deemed as a waiver and such right
and powers shall remain continuous. Partial exercise of the Bank’s
powers and rights shall not prevent full exercise of said powers and
rights.
The undersigned waives presentment, demand or payment,

notice of dishonor, and all other notices or demands in connection with
the delivery, acceptance, performance, default, or indorsement of this
note.
February 3, 2018
Date of Execution of Note
(signed)
Snow White Santiago
Maker
DISCOUNT NOTE-SUBJECT TO ACCELERATION – DEPOSIT
BALANCE AS SECURITY
Manila City
P100,000.00
For value received, the undersigned promises to pay to the order

of Prince Charming Cordero at Manila City.
The sum of P100,000.00 in 10 installments, principal and

interest included at the rate of 6 percent per annum, as follows:
P10,000.00 on the 15th day of April, 2018, and an equal amount on the
same date of each succeeding month thereafter until fully paid with
interest from the date hereof.
Whenever payment of any installment is in default for at least

ten days, a penalty on the unpaid installment at the rate of six percent
(6%) per annum shall be imposed and paid by the undersigned.
The acceptance by the Bank of any installment after any default

shall not operate to extend the time of payment of any amount then
remaining unpaid or constitute a waiver of any of the other rights of
the Bank.
Should the bank place this note in the hands of a lawyer to

collect any amount due hereunder a sum equal to all collection costs
and expenses, plus attorney’s fees of not more than five percent of the
total amount due and collectible shall be paid by the undersigned
whether or not legal proceedings is instituted.
As collateral security for the payment of this note and of any and
all other obligations and liabilities of the undersigned to the Bank,
whether due or to become due, now existing or hereafter arising, and
however created or acquired, the bank shall at all times have and is
granted a security interest in, and is given a lien upon and right to
offset against all moneys, deposit balances, securities, or other
property or interest in property, of the undersigned now or at any time
hereafter may be in the possession or control of the Bank, whether for
safekeeping or for any other purpose. On the occurrence of any of the
events which give rise to a default under this obligation, or which give
rise to a claim asserted by the Bank against the undersigned, for any
reason whatsoever, the Bank shall have the right to sell as the
undersigned hereby appoints and constitutes the Bank as its attorney-
in-fact with full power of substitution to sell all or part of the property
of any maker, indorser, or guarantor, at public or private sale, without
any demand, notice, or advertisement, all of which are waived, and
the Bank retains the right to purchase any such collateral security at
any such sale free from any right of redemption on the part of the
undersigned as the latter hereby expressly waives his right or privilege
of redemption.
If, the undersigned, indorser or guarantor defaults in the

payment of this note, or if any other cause, the Bank, in its sole
discretion, deems this obligation in jeopardy, and the interest of the
bank has to be protected, the Bank at its option may declare a default
and all liabilities of the undersigned to the Bank, including this note,
shall at the option of the Bank mature forthwith and become due and
payable without demand or notice, which are hereby waived.
In the event of any sale of collateral security, the Bank may

apply the proceeds, after deduction of all costs and expenses and
liabilities herein referred to, returning the surplus, if any, to the
undersigned; all without prejudice to the rights of the Bank as against
the undersigned with respect to any and all amounts which may be or
remain unpaid on this note and on any of the other obligations and
liabilities at any time. The Bank, however, shall not be obligated to
assert or enforce any rights, security interests, or liens hereunder or
take any action whatever in regard thereto.
The undersigned waives presentment, demand for payment,

notice of dishonor, protest, and any all other notices and demands in
connection with the default, or enforcement of this note, and consents
to any and all extensions of time, renewals, releases of liens or
security interest, waivers, or modifications that may be made or
granted by the Bank to any party hereto. No delay by the holder in
exercising any power or right shall operate as a waiver of any power or
right; nor shall any single or partial exercise of any power or right
preclude other or further exercise, or the exercise of any other power
or right; and no waiver whatever or modification of the terms of this
note shall be valid unless in writing signed by the holder of this note
and then only to the extent therein set forth.
The Bank is authorized, without further notice, to cause or

permit one or more co-makers to be added, released, or withdrawn as
parties, after making of the loan; and return the note when paid to
any of the signers.
February 3, 2018
(signed)
Snow White Santiago
Maker
PROMISSORY NOTE PAYABLE IN INSTALLMENT OPENING BANK

ACCOUNT FOR THE PURPOSE
Manila City
P100,000.00
Ten months after date, without grace, for value received, I

promise to pay to the order of ABC Bank of Commerce at its office in
Pasig City the sum of One Hundred Thousand Pesos (P100,000.00)
with interest from date of this note at the rate of 6% per annum. I,
maker, hereby waive presentation for payment, notice of nonpayment,
protest and notice of protest and diligence of bringing suit against any
party hereto, and consent that the time of payment may be extended
without notice hereof to any of the sureties on this note. It is expressly
agreed that if this note is placed in the hands of an attorney for
collection or suit brought on same, we agree to pay the owner or
holder of this note 6% additional on the principal and interest as
attorney’s fees.
The borrower having agreed to open a savings account with the

ABC Bank of Commerce further agrees to make the consecutive
monthly installment payment through deposits in said bank as follows:
DATE OF FIRST DEPOSIT: Ten MONTHLY DEPOSITS OF

P10,000.00 EACH 15th day of the month, and a final deposit to be
made on 15th day of January, 2019, in the amount of P10,000.00. Each
monthly deposit set forth above shall be due on the 15th day of each
month until a fund sufficient to pay off the note shall be available. I
agree that upon default in making such deposits the balance of this
note shall become due and payable.
If ABC Bank of Commerce elects to accept a deposit 15 or more

days after its due date, then the undersigned agrees to pay said bank
when such late deposit is made a late penalty charge of P1,000.00 for
each monthly deposit 15 or more days past due, to defray the payee’s
extra expenses in handling such delayed deposit.
February 3, 2018
(signed)
Snow White Santiago
143 Hope St. UN Ave. Manila
090620152018
ANOTHER SIMPLE PROMISSORY NOTE PAYABLE ON

INSTALLMENT WITH ACCELERATION CLAUSE
Manila City
P100,000.00
For value received, I promise to pay to the order of Prince

Charming Cordero, the sum of One Hundre Thousand Pesos
(P100,000.00), with interest at the rate of Six percent (6%) per
annum from date until fully paid. And it is hereby agreed that the said
amount of P100,000.00 shall be paid in installments of not less than
Ten Thousand Pesos (P10,000.00) monthly, together with interest
from 15th day of April 2018 and on or before the 15th day of every
moth thereafter until the whole amount of the principal and interest is
fully paid. Should there be any default in the payment of any
installment due, the whole unpaid amount shall become immediately
due and payable. In case collection is placed in the hands of a lawyer
an additional amount of six percent (6%) of the amount found due
shall be added to the same as collection fees whether or not a legal
action is instituted.
February 3, 2018
(signed)
Snow White Santiago
Maker
PREPARED BY: SAMANTHA GAILE A. REYES
Bank Form of Promissory Note
Landbank of the Philippines
PROMISSORY NOTE
Principal: Maria Vina Vidanes Date Granted: May 30, 2017

Interest Rate: 6% Term: 5 years Due Date: May 30, 2023
FOR VALUE RECEIVED, I

Unconditionally, jointly and severally, promise to pay
LANDBANK OF THE PHILIPPINES
(hereinafter referred to as CREDITOR) or its order;
the principal sum of two million five hundred thousand pesos only (P
2,500,000.00) with interest from date hereof at the rate of six percent
(6%) per annum or 13,167.14 per day without need of presentment,
notice or demand, the same being hereby expressly waived. I shall
jointly and severally pay said obligation in accordance with the
following schedule of payment:
1) One hundred thousand pesos (P 100,000.00) on or before
December 31, 2017; or
2) The balance in 50 equal installments of sixty three thousand
pesos (P 63,000.00) the first installment shall be paid on or
before October 30, 2017 and the succeeding installments on or
before the 30th day of each and every succeeding month
thereafter until the amount is fully paid.
For as long as the obligation under this note remains wholly or

partially unpaid, I agree that the sum outstanding and payable under
this note is subject to the following terms and conditions:
1. In case I fail to pay the principal or part thereof or interest as they

may accrue or fall due or any of the installments on the date
stipulated, the whole amount of tis note shall become due and
demandable without notice. I further agree to pay the CREDITOR
jointly and severally a penalty on any and all overdue amount
equivalent to five percent (5%) per month compounded monthly
until fully paid; and further sum of twenty five percent (25%),
which in no case shall be less than ten percent (10%) of the total
amount due including interests, charges and penalties, in full and
without any deduction as and by way of agreed liquidated damages
plus fifteen percent (15%) attorney’s fees whether actually incurred
or not, exclusive of any judicial or extrajudicial expenses or costs of
collection, such amount to bear the same rate of interest on the
principal obligation, compounded monthly.
2. In the event that the due date of this Note or any installment or
interest thereon falls on a holiday or nonworking day, the due date
shall be understood to be the preceding banking day.
3. Presentment, demand, notice of dishonor, or protest or notice of

any kind whatsoever are hereby waived. However, should the
CREDITOR nonetheless decide to send notice or demand, any such
notice of demand given to anyone of us shall be considered
received and binding upon all of us. The fact that any such notice,
demand or communication is not actually received by me, or
returned unclaimed to the CREDITOR, or that no person was found
at the given address or the address is fictitious or cannot be
located, shall not excuse or relieve me from the effects of such
notice, demand, or communication. Holder may accept partial
payments reserving the right of recourse against all endorsers. In
case of judicial execution of this note, I waived our rights under
Rule 39, Section 12 of the Rules of Court.
4. I expressly consent to any extension or renewal, in whole or in part,

and/or partial payment of this Note, which may be requested by or
granted to me/us or each of us and to any change in the interest
rate and other terms and conditions of the loan as a result of said
extension or renewal, I shall continue to be liable thereon.
5. I do hereby authorize the CREDITOR at its option anytime, without

notice, to increase or decrease the interest rate stipulated when
warranted by the prevailing market or economic conditions or up to
the applicable maximum interest rate prescribed by law or
regulation.
6. I do hereby authorize and empower the CREDITOR at its option at

anytime, without notice, to apply to the payment of this Note,
and/or any other particular obligation or obligations of mine to the
CREDITOR as the latter may select, irrespective of the date of
maturity, whether or not said obligations are then due, any or all
monies, securities and things of value which are now or which may
hereafter be in its hands on deposit or otherwise credit to the
credits of, or belonging to, all or any one of us, and the CREDITOR
is hereby authorized to sell at public or private sale such securities
or things of value for the purpose of applying the proceeds to such
payments without incurring criminal, civil or any kind of liability or
damage of any nature whatsoever.
7. I declare that any court action which may arise out of in connection
with this promissory note shall be filed exclusively in the proper
court in the Regional Trial Court in Makati City.
8. The proceeds of this Note shall be used for the loan obtained with
the CREDITOR and credited to SA/CA No. 248914621-844-1500
which I shall open with the Makati Branch of the Creditor.
I will maintain a sinking fund or compensating balance with the

creditor which is equal to at least two (2) months amortization that
I am obliged to amortize to the creditor. Such fund shall be treated
as contingency sum in case of default which may not be withdrawn
by me while the loan is not fully paid.
9. I hereby agree and authorize the CREDITOR to encumber, assign,

or sell to any person or entity any right which I may have under
this Note and/or any kind of encumbrance constituted in favor of
the CREDITOR pursuant to the provision of the loan agreement and
this Note, if any. The consent herein granted is recognized and
acknowledged by me as a waiver to all intents and purposes of
whatever right I may have on the notice of actual encumbrance or
assignment.
10. Should a mortgage contract be executed in favor of the

CREDITOR to secure the payment of the obligation incurred by all,
or any one of us, this promissory note shall be considered as
integral part and parcel of said mortgage contract.
I HEREBY AFFIRM AND ACKNOWLEDGE THAT I HAVE CAREFULLY READ

AND UNDERSTOOD ALL THE FOREGOING STIPULATIONS AND THE
SAME HAVE LIKEWISE BEEN READ AND EXPLAINED TO ME. I FURTHER
AFFIRM THAT AT THE TIME I AFFIXED MY SIGNATURE HERETO, ALL
THE BLANK SPACES HAVE BEEN CORRECTLY AND COMPLETELY FILLED
UP, AND ACKNOWLEDGE RECEIPT OF A COPY OF THIS CONTRACT.
________________ ________________
Maria Vina Vidanes Maria Josefa Calisin
Suite 405 Somerset Tower, Unit 1221 Mosaic Tower,

Soria, Makati City Legazpi Village, Makati City
Address Address
________________ _______________
Maria Vina Vidanes Maria Josefa Calisin
Suite 405 Somerset Tower, Unit 1221 Mosaic Tower,

Soria, Makati City Legazpi Village, Makati City
Address Address
________________ ________________
Mika Meneses Koko Marting
Agreement to Revise Payment Schedule of Note
This Agreement of 15 December 2017 is in reference to a loan,

which is evidenced by an instrument dated 30 May 2017, made by
Maria Vina Vidanes, of Suite 405 Somerset Tower, Soria, Makati City,
and payable to the order of the Landbank of the Philippines.
The instrument is secured by a mortgage dated 30 May 2017, on

the following property: Unit 405 Somerset Tower, Soria, Makati City.
The mortgage is recorder in the office of the Registry of Deeds of
Makati City with entry no. 90-CB-100092107-17.
For value received the payment schedule of the instrument

described above shall be changed in the following manner:
Payment is due every 15th of the month instead of on 30th day.
This Agreement is only a revision and not a novation. Except as

provided in this Agreement, all the terms and conditions of the
instrument and the mortgage described above shall remain in full force
and effect.
Maria Vina Vidanes has signed this Agreement at Makati City on

the day and year first above written.
_______________
Signature
This Agreement is co-signed and the terms contained in this

Agreement are jointly and severally agreed to and guaranteed by
Maria Josefa Calisin, of Unit 1221 Mosaic Tower, Legazpi Village,
Makati City.
_______________
Signature
This Agreement is accepted by the Landbank of the Philippines

on 16 December 2017.
_______________
Signature
Agreement to Pay Additional Interest in Consideration of

Extension of Maturity Date
Maria Vina Vidanes, of Unit 405, Somerset Tower, Soria, Makati

City, admits that there is P 2,500,000.00 owing to the Landbank of the
Philippines, San Juan Branch, on an instrument, dated 30 May 2017,
between Maria Vina Vidanes and Landbank of the Philippines. In
consideration of Lanbank granting an extension of the maturity date of
the instrument described above from 30 May 2023 to 30 May 2025,
Maria Vina Vidanes shall pay an additional interest rate of 3 percent
(3%) on the remaining principal of P 1,560,000.00 from the date of
this agreement until the instrument is finally paid.
__________________ __________________
Signature Signature
Certificate of Time Deposit

N. Domingo, San Juan City, Philippines
CERTIFICATE OF DEPOSIT
No. 16-457789-COD
Maria Vina Vidanes has deposited in this bank sixty three

thousand pesos (P 63,000.00) payable to the order of the Landbank of
the Philippines, 1 day after date on return of this certificate properly
indorsed. Interest is payable on this deposit at the rate of six percent
(6%) annually if the sum deposited remains on deposit at least thirty
(30) days.
No interest shall accrue after the thirty (30) days have elapsed.
P 63,000.00
__________________
Maria Vina Vidanes
Simple Certificate of Time Deposit

No. 16-457789-COD
N. Domingo Ave., San Juan City
P 63,000.00
CERTIFICATE OF DEPOSIT
Rate: 6%
Date of Maturity
30 May 2025
Date of Deposit:
15 July 2018
This is to certify that Maria Vina Vidanes has deposited in this

Bank the sum of sixty three thousand pesos only. Philippine currency
at its Branch office at San Juan City.
__________________
Joseph Manalo
Bank Manager
Joint Account Agreement
JOINT ACCOUNT SURIVIVORSHIP AGREEMENT AND DECLARATION
WHEREAS, we, the undersigned, desire to open a joint account

in our joint name with the Bank of the Philippine Islands at its San
Pedro branch located at Pacita Complex, San Pedro, Laguna
hereinafter referred to as the “Bank”.
NOW, THEREFORE, in consideration of the premises and of the

mutual covenants herein contained, we do hereby jointly and severally
agree with each other and declare to the Bank that the moneys and
instruments for the payment of money now or hereafter received by
the Bank for our joint account, and the proceeds thereof, (hereinafter
collectively referred to as “such deposit”) are and will be our joint
property, owned and to be owned by us jointly during our joint lives;
that such deposits shall be held by the Bank in our joint account
entitled “Mikey’s or Chenny’s” that each of us shall have complete and
absolute authority and right of disposition, including the right of
withdrawal, over all or any part of such deposits during our joint lives;
that upon such disposition the receipt or acquittance of one of us to
whom payment or delivery of such deposits or any part thereof shall
be made shall be a valid and sufficient release and discharge to the
Bank for all payments or deliveries made on account of such deposits,
prior to the receipt by the Bank of notice in writing signed by either of
us not to pay or deliver such deposits in accordance with the terms
thereof and, after receipt of any such notice, that Bank may require
the receipt or acquittance of both of us for any further payment or
delivery; and that upon death of either of us, the entire right, title and
interest in such deposits held in such joint account at the time of such
death shall vest absolutely and forever in the survivor.
We hereby direct the Bank to take any action with respect to

such deposits requested by either of us at any time, or to transfer and
deliver the same as requested by either of us at any time, irrespective
of the intervention of war or knowledge on the part of the Bank or any
of its officers, employees or agents, of the imprisonment,
incompetency or disability of any kind of either of us, and upon the
death of either of us, to transfer and deliver such deposits then
remaining to the survivor.
The making of the deposits in this form shall be conclusive

evidence, in any action or proceeding to which the Bank or any of its
officers, employees or agent or any person claiming through or under
any of them may be a party, or our intention to vest title to such
deposits and the additions thereto in the survivor.
This agreement and the declarations herein contained shall be

binding upon the respective executors, administrators, successors and
assigns of each of us and they shall be construed and regulated and
their construction and effect shall be determined by the laws of the
Philippines.
It is hereby understood and agreed that this agreement shall not

become effective until the delivery thereof to BPI San Pedro Branch in
which this joint account is opened.
The Bank is hereby authorized to charge all fees, taxes and

disbursements in connection with the administration of the account,
including the cost of litigation and counsel fees, against this account.
The Bank is also authorized at any time to charge against this account
the amount of any indebtedness of any kind which may then be owing
to the Bank by either or both of us, whether such indebtedness is
matured or unmatured.
Notwithstanding that either or both of us may have other

separate accounts with the Bank, any and all deposits of moneys or
instruments for the payment of money which may be made by or for
the undersigned, either of us, may be accepted and credited by the
Bank to said account, unless designated for other credits by the
depositor at the time such respective deposits are made, and the
proceeds of any and all loans or discounts at any time made by the
Bank to or for the account of the undersigned, or either of us, may, in
the absence of other instructions, be credited by the Bank, at its
option, to said account.
Each of the undersigned does hereby authorize and empower the

other by the undersigned to endorse for deposit and to deposit in said
account, any checks, drafts, notes and other instruments for the
payment of money payable to either or both of the undersigned, and
instruments for payment of money payable to the individual order of
either of us may be credited to this account without the personal
endorsement of such payee.
IN WITNESS WHEREOF, we have hereunto set our hands and

seals this 30th day of November, 2018
Mikey Chan
Chenny Li-Chan
[ACKNOWLEDGEMENT]
Agreement Designating Bank as Collecting Agent of Money

PROVINCE OF LAGUNA) S.S.
CITY OF SAN PEDRO)
COLLECTING AGENT AGREEMENT
This AGREEMENT is made and executed this 15 th day of May,

2018, at San Pedro, Laguna, Philippines by and between:
PROBINSYANO INSURANCE CORPORATION, a corporation

organized and existing under and by virtue of Philippine laws, having
its principal office address at ACM Building, Pacita Complex, San
Pedro, Laguna, hereinafter referred to as the “CORPORATION”;
-and-
METROBANK PHILIPPINES, a banking corporation organized and

existing under and by virtue of Philippine laws, having a principal office
address at 1600 National Highway, San Pedro, Laguna, Philippines,
hereinafter referred to as the “BANK”.
WITNESSETH THAT:
In consideration of the mutual promises contained in this

agreement, the parties agree:
SECTION ONE
APPOINTMENT OF BANK AS COLLECTING AGENT
CORPORATION appoints bank as its collecting agent to collect or

receive for the account of CORPORATION all monies payable to
CORPORATION from its debtors who tender payment to BANK.
CORPORATION further appoints BANK as its agent to execute and
deliver all necessary receipts for the funds that BANK collects for the
account of CORPORATION.
SECTION TWO
PAYMENT BY BANK TO CORPORATION
All funds received by BANK pursuant to section one shall be

promptly accounted for and remitted to the CORPORATION within 30
days from and after collection for the account of the CORPORATION.
SECTION THREE
FEES OF BANK
CORPORATION shall pay the usual collection charges of BANK

within 30 days after CORPORATION receives an itemized statement of
the services provided by BANK to the CORPORATION.
SECTION FOUR
FAILURE OF BANK TO ACCOUNT
If BANK fails to account for any funds received by it for the

account of the CORPORATION or if BANK cannot identify the specific
funds of CORPORATION, all other assets of BANK shall be impressed
with a trust for the amount of the funds belonging to CORPORATION.
CORPORATION shall be entitled to a preferred claim to the assets on
which a trust has been impressed.
SECTION FIVE
STATUS OF FUNDS RECEIVED BY BANK
The funds received by BANK, when BANK is acting as the

collecting agent of CORPORATION, shall not be considered as deposit
with BANK by CORPORATION, and BANK shall have no right or title
concerning these funds. Furthermore, these funds shall not be subject
to checks drawn by CORPORATION.
SECTION SIX
BANK AS DRAWEE OR PAYOR
All negotiable paper received for the account of CORPORATION

on which BANK is drawee or payor, when honored, shall be paid in
moneys that subsequently shall be held by BANK as agent for
CORPORATION until accounted for and paid as provided in this
agreement.
SECTION SEVEN
PROHIBITION AGAINST COMMINGLING
The funds of CORPORATION that BANK holds as the collecting

agent of CORPORATION shall at all times be kept separate as a special
fund and not be commingled with other funds of BANK. BANK shall
not, at any time or in any manner, use, loan, or borrow the funds of
CORPORATION that BANK holds as the collecting agent of
CORPORATION.
Although BANK need not keep the identical funds received for
the account of CORPORATION, BANK must always maintain in a special
account sufficient money to equal the amount owing to
CORPORATION.
SECTION EIGHT
WHEN COLLECTION CONSIDERED PAID TO CORPORATION

Remittance of the proceeds of all collections made for the
account of CORPORATION when made by draft or check or by credit on
the books of another BANK to the credit of CORPORATION shall not be
considered paid or returned to CORPORATION until CORPORATION
receives payment in cash or until an actual and unconditional credit to
CORPOARATION has been entered on the books of the other BANK.

seals this 30th day of November, 2018.
_____________________
Metrobank Philippines
_____________________
Oliver Getigan
Branch Manager
By:
_____________________
By: __________________
WITNESSES:
________________ ________________
[ACKNOWLEDGMENT]
Declaration of Trust on Shares of Stock

METRO MANILA) S.S.
CITY OF MAKATI)
DECLARATION OF TRUST ON SHARES OF STOCK
I, Michelle Igao, Filipino, of legal age, with office address at 123

Paseo de Roces, Makati City, hereby declare that fifty (50) shares of
stock in Hollandaise Corporation is registered in my name in the books
of Hollandaise Corporation. The shares are being held by me in trust
for Hollandaise Corporation (“Hollandaise”), a corporation duly
organized and existing under the laws of the Philippines, with office
address at 456 Amorsolo, Makati City. I hold said share for Mr. Vien
Venidas with a solemn covenant to Hollandaise and its successors and
assigns, that:
1. I will at all times transfer and dispose of the said share and the
dividends thereon and proceeds thereof and any rights or
privileges appertaining thereto in accordance with the
instructions given to me by Mr. Vien Venidas;
2. I will at all times, whenever requested by Mr. Vien Venidas, sign,
execute and deliver any transfer, proxy form, receipt, notice or
other instrument relating to the said share or any such
dividends, proceeds, rights and privileges as aforesaid submitted
to me by Mr. Vien Venidas.
3. I will not exercise any voting or any other right in respect of the
said shares contrary to any direction of Mr. Vien Venidas; and
4. Mr. Vien Venidas has the right to appoint a new trustee of the
said share at any time.
I hereby irrevocably authorize Alyssa Valdez to sign or complete

on my behalf any instrument of transfer of said share which I, as
holder of the sadi share, have the power to sign and generally to
execute and do all such instruments and things as she thinks fit for the
purpose of obtaining or exercising any and all rights and power of, and
incidental to, the holding of ownership of said share.

_____________________
Michelle Igao
________________ ________________
[ACKNOWLEDGMENT]
Conveyance of Trust for the Benefit of Minor

METRO MANILA) S.S.
CITY OF MAKATI)
DEED OF TRUST
This DEED is made and executed into this 30 th day of November,

2018, at Makati City, Philippines, by and between:
Lycha Ebon of legal age, Filipino, single, and resident of

354 Recto Ave, Manila, Philippines, hereinafter called the
TRUSTOR,
-and-
Elizabeth Soyud, also of legal age, Filipino, single, and with

residence and postal address at 123 Taft Avenue, Manila,
hereinafter called the TRUSTEE.
WITNESSETH THAT:
The TRUSTOR is the true, absolute and registered owner of the

property covered by Transfer Certificate of Title No. 9265181-82,
issued by the Register of Deeds of Manila and which is more
[description]
For and in consideration of the agreement herein below set forth

the TRUSTOR does by these presents grants and conveys unto the
TRUSTEE the above-described property in trust for the sole and
exclusive use, benefit, enjoyment, and in behalf of Cristy Negrito, a
minor, her heirs and assigns.
The TRUSTEE shall have the power to lease, mortgage, or

otherwise dispose of the sadi property if and when in her judgement, it
will redound to the best interests of the beneficiary, and the said
TRUSTEE shall have and hold all rents and proceeds, in trust and for
the sole use and benefit of said beneficiary, after deducting therefrom
incidental and lawful expenses.
The trust herein created shall automatically be terminated in

three (3) years from and after the execution of this instrument (or
when beneficiary shall have reached the age of maturity), and the title
to the property subject of this trust shall thereupon pass to and vest in
the said beneficiary, subject to every previous or prior disposal made
by the TRUSTEE as herein authorized; and
The TRUSTOR hereby warrants to defend the title to the property

above-described against all claims of third persons whoever, and the
TRUSTEE covenants faithfully to perform and fulfill the trust herein
constituted according to the terms thereof.

__________________ __________________
Lycha Ebon Elizabeth Soyud
WITNESSES:
________________ ________________
[ACKNOWLEDGMENT]
Trust Agreement for the Education, Health and Physical Need of
Minor Beneficiary

METRO MANILA) S.S.
CITY OF MAKATI)
CONSTITUTION AND AGREEMENT ON TRUST
This AGREEMENT is made and entered into on this 6 th day of

May, 2018, at Makati City, by and between
Lycha Ebon of legal age, Filipino, single, and resident of

354 Recto Ave, Manila, Philippines, hereinafter called the
“TRUSTOR”,
-and-

hereinafter called the “TRUSTEE”;
-in favor of-
Kyle Negrito who is a minor and eight (8) years old on the
date of this Agreement, Filipino citizen, with address at Unit
1610 Mosaic Tower, Legazpi Village, Makati City, whose parents
Celine Negrito and John Negrito, are her natural guardians,
hereinafter called “BENEFICIARY”.
WITNESSETH THAT
WHEREAS, the TRUSTOR is the exclusive and absolute owners of

a parcel of land with improvements thereon, with TCT No. 7162861-03
issued by the Register of Deeds of Makati City and particularly
[description]
WHEREAS, the TRUSTOR desires to establish and create a trust

for the BENEFICIARY, and the TRUSTEE is willing to accept the
responsibilities attendant thereto, for the benefit of the BENEFICIARY.

premises, the parties hereof agreed as follows:
SECTION ONE
TRUST CREDITED
The TRUSTOR hereby establishes and creates a trust for the

benefit of the BENEFICIARY, and for this purpose, the TRUSTOR
hereby conveys and transfers unto the BENEFICIARY, as represented
by the TRUSTEE or in case of his failure or inability to render the
obligations hereof, the substitute TRUSTEE, as herein designated, all
her rights, participation and ownership of the property described in the
First Whereas Clause above for the benefit of the BENEFICIARY, and
the property may then be registered in the name of the BENEFICIARY,
as represented by the TRUSTEE.
The TRUSTEE hereby accepts the trust and the responsibility

thereof.
SECTION TWO
INCOME AND EXPENSES
Eighty percent (80%) of the total yearly income of the property shall
be used for the education, health and physical needs of the
BENEFICIARY, until the BENEFICIARY shall have finished college
education. The balance of twenty percent (20%) shall be spent for
taxes, dues, permits, licenses, etc., expenses in the administration of
the trust and trust property, and compensation of the TRUSTEE which
shall not be more than P 150,000.00 a month.
SECTION THREE
PROHIBITION
The TRUSTEE or substitute TRUSTEE shall not sell, mortgage, or

convey or in any way dispose of the trust property, as they are
reserved for the BENEFICIARY. However, the TRUSTEE may lease any
part thereof at current or reasonable rentals, as the TRUSTEE may see
fit, for the purposes of the trust.
SECTION FOUR
REMOVAL AND SUCCESSOR OF TRUSTEE
In the event the TRUSTEE fails at any time or in case of his

death or incapacity to discharge the duties of the trust or in the event
the TRUSTEE is removed for violation of the trust or of this contract,
he will be succeeded by any of the following in this order:
1. Samantha Corrales
2. Noreen Cabiles
In case no one is qualified, any person who may be appointed by

the court upon proper application therefore.
SECTION FIVE
TERMINATION
This trust agreement shall terminate upon the accomplishment

of the purposes of the trust or until the beneficiary shall have attained
the age of eighteen (18). In such event, the absolute ownership and
possession of the trust property shall be automatically vested in favor
of the BENEFICIARY, as owner thereof, who shall be entitled to secure
a certificate of title over the property in her name, and who shall then
manage and administer the property.
This trust is created principally for the education of the

BENEFICIARY, and she is expected to be studious, diligent,
conscientious and devoted to her studies. Should she fail in three (3)
subjects in college in one year or drops out of study she shall
automatically lose her benefits as BENEFICIARY of the trust. Should
she fail in her obligation as BENEFICIARY during the existence of the
trust, this trust agreement shall automatically terminate and the trust
property shall revert to the TRUSTOR as absolute owner thereof.

seals this 6th day of May, 2018.
__________________ __________________
WITH OUR CONFORMITY:
____________________
Celine Negrito
____________________
John Negrito
________________ ________________
[ACKNOWLEDGMENT]
Trust Agreement for Benefit of Child – Parents as Trustors

METRO MANILA) S.S.
CITY OF MAKATI)
This TRUST AGREEMENT, made and entered into this 25 th day of

April, 2018 at Makati City, by and between:
Lycha Ebon of legal age, Filipino, married to Isagani Ebon,

and residents of 354 Recto Ave, Manila, Philippines, and
hereinafter called the “TRUSTORS”,
-and-

hereinafter called the “TRUSTEE”.
WITNESSETH THAT:
A. This trust is irrevocable and may not be altered or amended in

any manner.
B. This trust may not be terminated except through distributions
permitted by this trust agreement.
C. This trust is for the benefit of the TRUSTORS’ daughter, Mika
Ebon, whose date of birth is September 4, 2005. Mika Ebon is
referred to as the “Beneficiary”.
D. The property subject to this trust is referred to as the “trust
estate”. The trust estate shall be held, administered and
distributed in accordance with the terms of this instrument.
E. The TRUSTEE is authorizes to accept additional gifts of property
from the TRUSTORS, or either of them, and from third persons,
whether by lifetime gift, will, codicil, or by the proceeds of life
insurance. Any such gift shall be held by TRUSTEE under the
terms of this trust instrument.
SECTION ONE
TRANSFER IN TRUST
TRUSTORS transfer and deliver to TRUSTEE all of the property

described in Exhibit “A”, which is attached and incorporated by
reference. The receipt of the described property is acknowledged by
TRUSTEE. This property, together with any other property that may
later become subject to this trust, shall constitute the trust estate.
SECTION TWO
DISPOSITION OF PRINCIPAL AND INCOME
For as long as beneficiary is under the age of minority, the

income from the trust estate shall be added to principal. However, the
TRUSTEE may, in the TRUSTEE’s sole discretion, pay to or apply for
the benefit of the beneficiary so much of the principal as the TRUSTEE
deems necessary for the support, health, maintenance and education
of the beneficiary. In making this determination, the TRUSTEE may
consider any other income or resources of the beneficiary.
The TRUSTEE shall distribute the net income of the trust estate
to the beneficiary, annually or at more frequent intervals, from the
time the beneficiary attains the age of 15 years until the termination of
the trust. At the time of the termination of the trust, the entire trust
estate shall be distributed to beneficiary free of any trust. In addition
to distributions or net income of the trust estate, TRUSTEE shall pay to
or apply for the beneficiary’s benefit such sums out of the principal of
the trust estate as the TRUSTEE, in the TRUSTEE’S discretion,
considers necessary for the beneficiary’s support, health, maintenance
and education until the termination of this trust. In making such
determinations as to distribution of principal, the TRUSTEE may
consider any other income or resource of the beneficiary.
When the beneficiary attains the age of eighteen (18) years, the
TRUSTEE shall distribute to beneficiary [one-third] of the trust estate
as then constituted. When the beneficiary attains the age of twenty
(20) years, the TRUSTEE shall distribute to beneficiary [one-half] of
the trust estate remaining. When the beneficiary attains the age of
twenty one (21) years, the TRUSTEE shall distribute to beneficiary the
entire undistributed balance of the trust estate.
Notwithstanding the above provision, the beneficiary, on

attaining the age of twenty one (21) years, shall have the power to
extend this trust until the beneficiary shall attain such age as the
beneficiary shall specify. The beneficiary must exercise the power to
extend this trust by a written instrument delivered to the TRUSTEE
within five (5) days after the beneficiary’s 21 st birthday. The TRUSTEE
shall give the beneficiary written notice of the beneficiary’s right to
extend the trust prior to each of the above-mentioned birthdays.
SECTION THREE
ACCRUED INCOME
Accrued or unpaid income from trust property, when received

into the trust, shall be treated as any other income. Accrued income or
income held undistributed by the TRUSTEE at the termination of this
trust shall go to the beneficiary.
SECTION FOUR
EDUCATION DEFINED
Whenever provision is made to pay for the education of the

beneficiary, the term “Education” shall include college and
postgraduate study as long as, in the TRUSTEE’s discretion, such
education is pursued to the advantage of the beneficiary. In
determining payments to be made to the beneficiary for such
education, the TRUSTEE shall consider the beneficiary’s reasonably
related living and travelling expenses.
SECTION FIVE
BOND OF TRUSTEE
No bond shall be required of the TRUSTEE for the faithful

performance of her duties as TRUSTEE.
__________________ __________________
WITNESSES:
________________ ________________
[ACKNOWLEDGMENT]
Trust for Developmentally Disabled

METRO MANILA) S.S.
CITY OF MAKATI)
TRUST AGREEMENT
This TRUST AGREEMENT, made and entered into this 25 th day of

April, 2018 at Makati City, by and between:
Lycha Ebon of legal age, Filipino, married to Isagani Ebon,

and residents of 354 Recto Ave, Manila, Philippines, and
hereinafter referred to as the “GRANTORS”,
-and-
hereinafter referred to as the “TRUSTEE”.
WITNESSETH THAT:
1. GRANTORS transfer and deliver to TRUSTEE the property set

out in Exhibit “A”, attached and incorporated by reference. The
property, and any other property subject to this trust, shall
constitute the trust estate, and shall be held in trust for the
uses and purposes expressed and shall be subject to the
conditions of the trust provided by this agreement.
2. The primary beneficiary of this trust shall be presently residing

at Maricabana, Pasay City.
3. It is GRANTORS’ primary concern in drafting this trust that the

trust continue in existence as a fund for the life of GRANTORS’
developmentally disabled child, Bimby Ebon, in the same many
as grantors would provide if personally present. Currently,
there exist basic living needs such as food, hygiene essentials,
dental care and outdoor recreation. It is important the
GRANTORS’ child continue to maintain a level of human dignity
and humane care.
4. TRUSTEE shall pay to or apply for the benefit of GRANTORS’

child, Bimby Ebon, any amounts from the principal or income,
up to the whole, as the TRUSTEE, in its sole discretion, may
from time to time deem necessary or advisable for the
satisfaction of that child’s special needs. Any income not
utilized is to be accumulated and added to principal. As used in
this instrument, “special needs” refers to the requisites for
maintaining the beneficiary’s good health, safety and welfare.
“Special needs” include, but are not limited to, medical and
dental expenses, clothing and equipment, programs of training,
education, treatment and essential dietary needs.
Because their child is developmentally disabled and unable to

maintain and support himself independently, GRANTORS intend
that the trustee, in the exercise of its best judgement and
fiduciary duty, seek support and maintenance for their child if
necessary, from all available public resources from public
institution taking care of children who are likewise
developmentally disabled.
5. No interest in the principal or income of this trust is to be

anticipated, signed, encumbered, or subject to any creditor’s
claim or legal process, until it is actually received by the
beneficiary. Furthermore, GRANTORS declare that it is their
intent that this trust is to be conserved and maintained
primarily for the special needs of their developmentally
disabled child.
6. This trust shall terminate on the death of the beneficiary. At

that point, TRUSTEE shall distribute free of trust the remaining
balance of the trust estate to any issue of the beneficiary, by
right of representation. If the beneficiary leaves no issue, the
remainder shall go to GRANTORS’ then-living issue, by right of
representation.
On the death of the beneficiary, the TRUSTEE may pay any

inheritance, estate or other death taxes that may be due as a
result of assets passing in accordance with these trust
provisions or otherwise, all expenses of the primary
beneficiary’s last illness and funeral and expenses related to
administration and distribution of the trust estate if, in the
TRUSTEE’S discretion, no other satisfactory provisions have
been made for payment.

__________________ __________________
WITNESSES:
________________ ________________
[ACKNOWLEDGMENT]
Release of Claim for Personal Injury

METRO MANILA) S.S.
CITY OF MANILA)
RELEASE OF CLAIM FOR PERSONAL INJURY
I, Desiree Wynea Cheng, residing at 132 Taft Avenue, Manila,

being of lawful age, for the sole consideration of fifty thousand pesos
(P 50,000.00) to me in hand paid, receipt whereof is hereby
acknowledged, have remised, released and forever discharged, and for
my heirs, executors, administrators, personal representatives,
successors, and assigns do hereby remise, release, and forever
discharge Ramil de Jesus, and his successors and assigns, heirs,
executors, administrators, personal representatives, and all other
persons, firms, and corporations, of and from any and all claims,
demands, rights, and causes of action of whatsoever kind and nature,
arising from, and by reason of any and all known and unknown,
foreseen and unforeseen bodily and personal injuries, damage to
property, and the consequences thereof, resulting, and to result, from
a certain accident which happened on or about May 5, 2018, for which
I have claimed the said Fifty thousand pesos (P 50,000.00), to be
leglly liable, which liability is hereby expressly denied.

__________________
Desiree Wynea Cheng
[ACKNOWLEDGMENT]
Concession Agreement

METRO MANILA) S.S.
CITY OF MANILA)
RESTAURANT CONCESSION AGREEMENT
This CONCESSION AGREEMENT, is made and executed this 6 th

day of May, 2018, at Sta. Mesa, Manila, by and between:
A & B CLUB, INC., a nonprofit organization duly organized
according to Philippine laws, with office at Stop n shop, Old Sta.
Mesa, Manila, herein represented by its President, Jessica
Sohow, hereinafter called “CLUB”,
-and-
ABC CORPORATION, a corporation duly organized and

existing according to Philippine laws with office address at
Mayhaligue St., Tondo, Manila, herein represented by its
President, Joe Krischno, hereinafter called “CONCESSIONAIRE”
WITNESSETH THAT:
WHEREAS, JOLLIBEW is in need of reputable restaurateur to

operate the Food and Beverage (F&B) operations of the Club.
WHEREAS, CONCESSIONAIRE has represented itself as capable

and qualified to perform the F&B services providing food and timely
services satisfactory to the members of the CLUB.

covenants and stipulations herein contained, the parties agree as
follows:
A. CLUB hereby undertakes to:
1. Allow the CONCESSIONAIRE to use, within the agreed

period in this agreement, its present kitchen and dining
facilities, including equipment, tables, chairs and other
related supplements necessary for a satisfactory F&B
service required by CLUB.
2. Authorize CONCESSIONAIRE to prepare all billing for all

orders of food and drinks made by the members of CLUB
and their guests on a daily basis, which shall be collated
into one statement per member and shall be billed to the
member on a monthly basis.
3. Extend to CONCESSIONAIRE all support facilities like

water, light, power, and telephone services except long
distance/overseas calls pertaining to the operation of the
restaurant facilities. Cost of water usage for bathrooms,
dishwashing and other water consumption except for the
bottled water required of the F&B outlet, shall be for the
account of the CLUB.
4. Shall guarantee the payment of all billings made by

CONCESSIONAIRE in the ordinary course of operating the
restaurant facilities. CLUB undertakes to pay the monthly
billings within thirty (30) days after cutoff date of the said
billings.
B. CONCESSIONAIRE hereby undertakes to:
1. Furnish all manpower, materials and supplies necessary to

provide CLUB, its members and their guests, food and
drinks of acceptable quality and at reasonable prices
appropriate for a nonprofit exclusive membership sports
club. In addition, CONCESSIONAIRE shall furnish additional
kitchen utensils, equipment, and dinnerware as the need
arises or upon request of CLUB.
2. Minor repairs in the kitchen will be done for account of

CONCESSIONAIRE for the purpose of maintenance,
sanitation and hygiene, and food safety. General repair
and periodic fumigation of the kitchen and dining facilities
are for the account of CLUB.
3. CONCESSIONAIRE shall recommend a set of menus for

outlets and banquets, which shall be reevaluated every
120 days in the interest of providing variety, for final
approval of CLUB. CONCESSIONAIRE will assure CLUB that
their recommended pricing will always be set in the
principle of a nonprofit exclusive membership sports club
where menu prices are expected to be below commercial
prices. Banquet prices shall follow the same principle
C. OTHER CONDITIONS
1. The parties agree that CONCESSIONAIRE shall perform the

stipulated services at the premises of CLUB starting
January 1, 2019 for a period of two (2) years, but will be
subject to review before the end of one (1) year for
purposes of continuance or discontinuance, at the option of
CLUB under the terms and conditions as the parties may
mutually agree upon: Provided however, That he
stipulated period notwithstanding this agreement may be
terminated by either party any time in the event of an
substantial or serious violation of this Agreement, including
irreconcilable differences in implementing Paragraph B (2)
and (3), by giving a 2-month prior written notice.
2. CONCESSIONAIRE shall shoulder all cost of labor,

materials, supplies, as described in Paragraph A (3), and
other services required under this Agreement.
3. CONCESSIONAIRE shall furnish, on its own account, any

additional equipment, materials and facilities required in its
operations including a set of computer for billing purposes,
which shall remain the property of CONCESSIONAIRE.
Should the contract be terminated on or before the
contract period, CLUB has the option to buy the equipment
based on the depreciated value or at cost to be mutually
agreed upon by both parties. Similarly, CONCESSIONAIRE
may offer to buy from CLUB the items included in
Paragraph A (1) at a negotiated price, but excluding the
facilities at the kitchen and tables and chairs at the dining
area.
4. The parties agree that this Agreement shall not be deemed

to create an employer-employee, agency, partnership or
joint venture relationship between them, including vis-à-
vis their respective employees. All cooks, waiters and
personnel assigned/utilized by the CONCESSIONAIRE in
the fulfillment of this Agreement are and shall remain as
the latter’s employees and are not employees of CLUB. The
CONCESSIONAIRE hereby undertakes to hold CLUB free
and harmless from any and all liabilities with regard to the
CONCESSIONAIRE’S employment relations with its
employees, including but not limited to employee’s claim
for wages, bonuses, overtime pay, holiday pay and other
work benefits, as well as, to indemnify the latter in case it
is impleaded in any suit and/or incurs and
loss/cost/damage in this connection
The control and supervision over such cooks, waiters and

personnel shall rest exclusively with the
CONCESSIONAIRE. CLUB however, may request that any
employee of the CONCESSIONAIRE be replaced for
conduct/practice inimical to the interests of CLUB, it
members, dependents and/or guests.
5. CONCESSIONAIRE and its employees shall comply with all

existing Club rules and regulations pertaining to F&B
operation pertaining specifically to food safety, sanitation
and hygiene at the kitchen and restaurant.
6. CONCESSIONAIRE shall be responsible for the

safekeeping, accounting control, care and maintenance of
all equipment, tables and chairs belonging to LUB.
CONCESSIONAIRE shall be liable for the replacement
and/or repair of the abovementioned items in case of loss
or damage thereto.
7. CONCESSIONAIRE shall be responsible at all times, for all

acts done by its employees and third persons in so far as
the enforcement of the provisions of this Agreement is
concerned. Any damage to Club properties due to the fault
of CONCESSIONAIRE its employees or third persons who
MAY HAVE GAINED ACCESS TO Club premises through
CONCESSIONAIRE shall be for it sown account. CLUB shall
not be responsible for any loss, damage, injury or death,
which may occur in connection with or resulting from he
operation of CONCESSIONAIRE within he Club premises. In
this connection, the CONCESSIONAIRE must provide
General Liability Insurance from an insurance or surety
company acceptable to the CLUB.
8. In the event of strikes, pickets, lockouts or other similar
situations affecting or preventing full performance of its
F&B services, CONCESSIONAIRE shall undertake to provide
substitute services acceptable to CLUB under the same
terms and conditions of this Agreement.
9. CONCESSIONAIRE, for its account, undertakes to keep the

inside premises of the Clubhouse clean and presentable at
all times, specifically the dining area, function rooms and
main dining room.
10. CONCESSIONAIRE agrees to secure CLUB’S express

written consent prior to any alteration/change/repair or
any operation to maintain the cleanliness and hygiene
(e.g. fumigation or pest control) of the latter’s
facilities/premises.
11. CONCESSIONAIRE hereby agrees to pay CLUB a

concession fee of 10% plus VAT of the monthly gross
sales including special functions contracted for the
members and guests deductible from the monthly
payments due to CLUB under this Agreement. The
concession fee shall be based on all sales made by
CONCESSIONAIRE to CLUB, its members and guests at all
premises of CLUB, including all catering services
performed with the use of the facilities and its personnel
stationed at CLUB.
12. CONCESSIONAIRE shall strictly follow the Senior Citizen’s

law on discounts for all food and beverage items to be
paid in cash or charged to account.
13. The parties shall undertake to exert earnest efforts to

negotiate an amicable settlement of any dispute arising
out of the interpretation and implementation of this
Agreement, without prejudice to other alternative modes
of dispute resolution and/or litigation.
14. Any case arising from the enforcement of this Agreement

shall be filed in the competent court of Regional Trial
Court of Manila.

A & B CLUB, INC. ABC CORPORATION
By: Jessica Sohow Joe Krischno
WITNESSES:
________________ ________________
[ACKNOWLEDGMENT]
PREPARED BY: CHARMI C. CALINGACION
EMPLOYMENT CONTRACT

CITY OF ANTIPOLO)
AGREEMENT
This AGREEMENT, made and entered into this 23rd day of March,
2019 at Antipolo City, Philippines, by and between:
ABCD Corporation, a corporation duly organized and existing

under and by virtue of the laws of the Republic of the Philippines,
which principal office and place of business at No. 123 Barangay
San Jose, Antipolo City, represented herein by its President, Mr.
Michael Go, hereinafter referred to as the “COMPANY”;
- and -
John Torres , of legal age, Filipino, married, with residence and
postal address at No. 456 Barangay Dalig, Antipolo City,
hereinafter referred to as the “EMPLOYEE”;
WITNESSETH THAT:
WHEREAS, the COMPANY is in need of qualified and competent
EMPLOYEE for the position of Sales Manager.
WHEREAS, the EMPLOYEE has applied and represents that he is
competent and qualified for the said highly-technical work required by
the COMPANY.
premises, the parties hereby agree as follows:
1. The probationary period of EMPLOYEE shall be for a period of
six (6) months commencing on April 5, 2019 and ending on October 5,
2019.Should the employee during the probationary period fails to
qualify for not meeting the standard required of him by the company,
the employee’s services shall be terminated. However, the services of
the EMPLOYEE may be terminated by the COMPANY at any time after
notice for just cause or causes or in case the former, prior to the six
(6) month probationary period fails to qualify within the reasonable
standards set by the COMPANY and made known at the time of
engagement.
2. The compensation of the EMPLOYEE during the probationary
period shall be in PESOS: Thirty Thousand (30,000.00) per month
payable on the 15th and 30th day of the month.
3. The normal hours of work will be Monday to Friday, from
8:00 a.m. to 5:00 p.m. Nothing however in this agreement shall be
construed as in any way diminishing or affecting the COMPANY’s sole
right to require overtime work, changes in shifting and or places of
work, schedules of work and/or work on rest days or holidays and to
effect such other personnel-related action.
4. The EMPLOYEES’s duties and responsibilities are generally
described in the JOB DESCRIPTION for his position and made integral
part thereof. Provided that said job description shall not be construed
as in any way limiting the COMPANY’s right to add or take away any
duties and responsibilities from the EMPLOYEE, whether temporarily or
permanently, or to transfer the EMPLOYEE to another work
area/assignment.
Joy Sanchez John Torres

COMPANY REPRESENTATIVE EMPLOYEE
WITNESSES:
Mario Cruz Kristine Santos
(ACNOWLEDGEMENT)
CONTRACT FOR SECURITY GUARD SERVICES

CITY OF ANTIPOLO)
CONTRACT OF SECURITY SERVICES
This CONTRACT is made and executed this 23 rd day of March,
2019, at Antipolo City, by and between:
FGHI Restaurant & Hotel, corporation, duly organized and
existing under and by virtue of the laws of the Philippines, with
business address at No. 879 Sumulong Highway, Antipolo City, duly
represented by Edward Chua, and Willie Santos, hereinafter
referred to as the “CLIENT”;
- and –
ABCD Security Company, corporation, duly organized and
existing under by virtue of the laws of the Philippines, with
business address at 114 Masinag, Antipolo City, duly
represented by Henry Lopez hereinafter referred to as the
“SECURITY COMPANY.”
WITNESSETH THAT:
WHEREAS, the CLIENT desires to engage the services of the
SECURITY COMPANY for the purpose of maintaining the security and
safety of its property at the places hereinafter mentioned, from theft,
robbery, arson, destruction, or damage as well as protecting its
officers, directors, employees, visitors, ag guests from assault,
harassment, threat or intimidation, as well as the enforcement and
implementation of its rules, policies and regulations relative to the
maintenance of security and safety thereat;
WHEREAS, the SECURITY COMPANY is a duly licensed and
bonded security guard agency operating under the provisions of
Republic Act No. 5487, as amended.
premises and of the mutual covenants and provisions hereinafter set
forth, the parties hereto have agreed and do hereby mutually agree as
follows:
1. Place and location;
The SECURITY COMPANY shall provide security guard services to
the CLIENT at its premises located at the following:
No. 879 Sumulong Highway, Antipolo City
2. Functions and Duties of Guards:
The guards are to maintain peace and order at the
aforementioned premises, to watch, safeguard and protect the
property of the CLIENT from theft, robbery, arson, destruction, or
damage, to protect the directors, officers, employees, visitors, and
guests of the CLIENT from assault, harassment, threat or intimidation,
and to enforce and implement rules, policies and regulations of the
CLIENT aimed at maintaining security and safety thereat.
3. Guard Force:
The SECURITY COMPANY shall provide initially the CLIENT with
ten (10) security guards at the following locations:
[Premises covered] [Number of guards] [No. of hours daily
duty]
Entrace, Lobby, Ten (10) 8 hours
1st to 10th Floor_
The number of contracted guards may be increased/decreased at
any time on written request of the CLIENT.
4. Qualifications of Guard:
Each of the security guards to be assigned by the SECURITY
COMPANY to the CLIENT must be:
a. of good moral character and reputation, courteous,
alert and without criminal or police record;
b. physically and mentally fit and not less than _twenty
one_ (21) nor more than _thirty five_ (35) years of age and at least
__5__ feet __5__ inches in height;
c. duly licensed and properly screened and cleared by
PNP, NBI, and other government officers issuing clearance for
employment;
d. in proper uniform and armed with rifle, shotgun,
pistol or revolver, with sufficient ammunition at all times during his
tour of duty.
5. Mode of payment:
For and in consideration of the above services and during the
effectivity of this Contract, the CLIENT shall pay the SECURITY
COMPANY the sum stated below, one half of which consideration shall
be paid every 15th and other half every end of each month without
need of demand.
[Premises Covered] [No. of Guards and Hours of Duty]
[Consideration Inclusive of VAT]
a. Head office _Makati City _Twenty Five Thousand _ (P25,000)
b. Branch Office at Antipolo City Twenty Five Thousand_
(P25,000)
Should there be Wage Orders issued by the DOLE for mandatory
salary increase, such increase will be added to the existing rate.
The CLIENT hereby agrees to pay the SECURITY COMPANY the
total monthly rate for the services rendered every _15th_ and _30th_ of
the month.
6. Supervision and Control:
The SECURITY COMPANY shall exercise discipline, supervision,
control and administration over its guard in accordance with law,
ordinances, and pertinent government rules and regulations as well as
the rules and regulations and policies laid down by the CLIENT on the
matter.
7. Equipment and Uniform:
The guard that the SECURITY COMPANY shall provide shall be
equipped with duly licensed firearms, ammunitions, nightsticks,
uniforms and other paraphernalia for security purposes.
8. Liability of Guards to Third Parties:
The SECURITY COMPANY is NOT an agent or employee of the
CLIENT and the guards assigned by the SECURITY COMPANY to the
CLIENT are not employees of the latter as they are for all intents and
purposes under Contract with the SECURITY COMPANY. Accordingly,
the CLIENT shall not be responsible to the guard or to any third party
where such injury or death arises out of or in the course of the
performance of guard on duty.
9. Responsibility for Losses:
The SECURITY COMPANY shall be responsible for any losses or
damages that may be incurred upon the CLIENT’S properties (except
those which can be easily transported or disposed of or which cannot
be considered as bulky such as, but not limited to pocket calculators,
jewelry and cash) properly accounted for by the SECURITY COMPANY
or its authorized representative/s during the hours guarded by the
guard/s or representative/s of the SECURITY COMPANY which loss or
damage is due to the negligence and abuse of authority in the
performance of security duties by such guard/s or representative/s.
Provided, however, That such loss or damage is reported to the
SECURITY COMPANY with __twenty four__ (24) hours from the time of
occurrence.
That such loss or damage is due or traceable solely to the
negligence of the security guard without any contributory negligence
on the part of the CLIENT.
That the SECURITY COMPANY shall be responsible only for the
losses or damages to the reported property of the CLIENT whenever
there is clear showing that the door, window or other point of
entrance/exit were subjected to force.
The maximum liability for loss under this paragraph shall not be
more than _ten thousand (P10,000.00). The CLIENT shall have no
authority to automatically deduct its claim for losses and/or damages
from the agreed compensation for guard services due to the SECURITY
COMPANY or to withhold payment of the same without the approval of
the SECURITY COMPANY.
10. Replacement and Rotation of Guards:
The CLIENT may have a guard changed at any time whose work
it finds or believes to be below standard or whose conduct is not
satisfactory or is prejudicial to its interest as determined by the
CLIENT.
The judgment of the CLIENT on such matter shall be final and
binding and should the SECURITY COMPANY refuse, the former may
consider the refusal as a valid cause for the termination of this
Contract. There shall be a rotation of guards every __six (6) months to
avoid familiarization/fraternization among employees.
11. Term of Contract:
This Contract shall take effect as of the specified dates
mentioned above and shall be for a period of __one_ (1) year from
said date. Thereafter, it shall be deemed renewed for the same period
unless either party notifies the other in writing not later than
__one___ month before the expiry date of its intent not to renew. All
other contracts written before this shall be deemed superseded.
The CLIENT may terminate this Contract at any time by written
notice given to the SECURITY COMPANY not later than _thirty_(30)
days prior to the intended date of termination or sooner, in case the
CLIENT finds the services of the SECURITY COMPANY unsatisfactory.
In case of litigation arising from or in connection with this
Contract, venue of action shall be in proper Regional or Metropolitan
Trial Court of _Antipolo City_ and the amount equivalent to 10 % of
the amount claimed shall be due and demandable as Attorney’s Fee, to
the prevailing party, exclusive of other damages or cost the prevailing
party is entitled under the law.
_FGHI RESTAURANT & HOTEL_ ABCD SECURITY COMPANY
[CLIENT] [SECURITY COMPANY]
WITNESSES:
__JUAN DELA CRUZ ___MARIA CLARA___
[ACKNOWLEDGEMENT]
EXCLUSIVE DISTRIBUTION CONTRACT

PROVINCE OF RIZAL_) S.S.
CITY OF _ANTIPOLO_)
CONTRACT OF EXCLUSIVE DISTRIBUTORSHIP
This AGREEMENT, made and executed this _23RD_ day of
_March_, 2019, at _Antipolo City_, by and between:
ABC Corporation, a corporation organized and existing under and
by virtue of the laws of Philippines, represented in this document
by its Managing Director, Lucio Sy, Filipino, of legal age, and
with office address at 143 Anonas St., Antipolo City, hereinafter
referred to as “PRINCIPAL”;
- and –
DEF Corporation, a corporation organized and existing under and
by virtue of laws of the Republic of the Philippines, represented
in this document by its Managing Director, _Henry Cruz_, Filipino,
of legal age, and with office address at _856 Santolan St., Antipolo
City_, hereinafter referred to as “DISTRIBUTOR”;
WITNESSETH THAT:
The PRINCIPAL is a manufacturer of Office Supplies and needs
exclusive agents and distributors in the Philippines to help, promote
and sell said products and the DISTRIBUTOR having an office in the
Philippines dealing with and carrying on the business of selling and
marketing commodities of variable kinds, manufactured either abroad
or locally, has agreed to the manufacturer to promote and sell its
products in the list attached hereto and made part hereof, as ANNEX
“A”. The parties herein, for and in consideration of the foregoing
premises, hereby agreed as follows:
1. PRICE OF PRODUCT: The PRINCIPAL shall fix a company
price for the products to be sold or promoted by the DISTRIBUTOR and
later shall be free to fix a mark-up price to obtain the desired profit
margin which will enable it to sustain its operation but the mark-up
shall not be more than _5_% percent in addition to the company price.
2. TERM OF CONTRACT: The term of this distributorship
agreement shall be for a period of one (1) year from the date of the
signing and execution of this contract and may be renewed from time
to time by agreement of the parties.
3. EXCLUSIVITY of TERRITORY: The DISTRIBUTOR shall be
exclusive and sole agent of the manufacturer in [state the area
covered by distribution agreement] and no other similar appointment
or contract shall therefore be signed or executed by the manufacturer
in favor of any other person/firm or corporation, during the existence
of this contract.
4. UNDERTAKING: The DISTRIBUTOR hereby undertakes not
to sell any other product or products manufactured or produced by any
other manufacturer, either locally or abroad, which are in competition
with the product or products of the PRINCIPAL, during the existence of
this contract.
5. FREE SAMPLES: The PRINCIPAL shall provide free samples
of the product or products, with a maximum of _one hundred_ (100)
pieces per type or kind of product, to assist the DISTRIBUTOR in the
promotion and sale of the said product or products.
6. RETURN OF PRODUCTS: Upon the termination of this
contract, the DISTRIBUTOR shall return to the PRINCIPAL whatever
product or products remain in its possession, provided that there are
no commissions/claims unpaid by PRINCIPAL to DISTRIBUTOR, in
which case the DISTRIBUTOR shall be entitled to hold on to the
possession and control of the same unless and until its
receivables/commissions/claims against the PRINCIPAL is/are fully
paid. However, if the said receivables/commissions/claims continue to
remain unpaid for a continuing period of __six__ (6) months from date
of demand, the DISTRIBUTOR shall be entitled to treat the said
products as completely its own and can therefore sell or dispose of the
same without in any manner waiving its rights to recover whatever
amount may still be due and owing the DISTRIBUTOR.
7. PRE-TERMINATION: Either party may, for valid and
justifiable reason, request for pre-termination of this agreement with
__three__ (3) month notice by one to the other.
8. VENUE: In case of any suit arising out of this contract, the
action by either party shall be filed only in the jurisdiction of the
proper courts of _Antipolo City_ to the exclusion of any and all other
courts.
9. WARRANTY: The PRINCIPAL warrants the good quality of
its products, for which reason, it also warrants to answer and be held
solely responsible/liable for whatever defect, hidden or otherwise,
which the said product has or may have before and after delivery to
the distributor or consuming public in general.
__ABC Corporation__ __DEF Corporation__
[PRINCIPAL] [DISTRIBUTOR]
WITNESSES:
___Juan Dela Cruz___ ____Maria Clara___
[ACKNOWLEDGEMENT]
ANOTHER FORM OF DISTRIBUTION AGREEMENT

PROVINCE OF _RIZAL_) S.S.
CITY OF __ANTIPOLO__)
DISTRIBUTION AGREEMENT
This agreement made and entered into this _23rd_ day of
_March_, 2019_at _Antipolo City_, by and between;
ABC Corporation, No. 123 Anonas St. Antipolo City hereinafter
called “COMPANY,”
and
DEF Corporation, No. 456 Santolan St. Antipolo City hereinafter
called “DISTRIBUTOR.”
WITNESSETH:
WHEREAS:
A. COMPANY is engaged in designing, manufacturing, selling,
marketing, distributing and maintaining the Products (as defined
below).
B. The DISTRIBUTOR wishes to act as distributor of COMPANY
within the Territory (as defined below) in respect of the Product.
Now, therefore, the parties in consideration of the foregoing
agreed as follows:
Article 1
Definitions
1.1. “Agreement” means this agreement as signed by the
parties, together with all attached schedules and all future written
amendments;
1.2. “Customers” means those organizations, individuals,
persons, corporations and legal entities involved with the products as
listed in Schedule “A”;
1.3. “Foreign State” means a country other than [name of
countries], and include: (a) any political subdivision of that country;
(b) the government, and any department or branch of that country or
of a political subdivision of that country; and (c) any agency of that
country or of a political subdivision of that country;
1.4. “Know-how” means secret processes, formulae, trade
secrets, engineering design, process and operating information,
inventions, developments, patents and patent applications, technical
data, and other scientific and technical information regarding the
Products;
1.5. “Price List” means the annual price list for Products issued
by COMPANY in the first quarter of ach calendar year;
1.6. “Product” means those products listed in Schedule “A” and
does not include new or successor products unless otherwise agreed in
writing;
1.7. “Distributor” means a party retained by COMPANY to
represent COMPANY within the Territory, on an exclusive basis, for the
purpose of concluding contracts of sale between COMPANY and
Customers;
1.8. Standard Warranty” shall mean the COMPANY standard
warranty; and
1.9. “Territory” means the geographical areas listed in Schedule
“A.”
Article 2
Appointment and Remuneration
2.1. Upon the terms and subject to the conditions set out in
this Agreement, COMPANY hereby appoints the DISTRIBUTOR to act
during the continuance of this Agreement as an exclusive
DISTRIBUTOR for Products sold to customers in the Territory.
2.2 The DISTRIBUTOR shall be entitled to purchase the
Products at the prices listed in the current COMPANY Price List for
sales in the Territory that are made directly by the DISTRIBUTOR.
Nothing herein precludes COMPANY from itself quoting on any
solicitation or tender, directly or through another party, or grants to
the DISTRIBUTOR any right of remuneration whatsoever in respect in
any such direct or indirect bids on the part of COMPANY.
2.3. In the event:
(a) a Customer within the Territory awards a contract where
only a portion of the goods or equipment include COMPANY Products,
the DISTRIBUTOR will be entitled to compensation based on the sale
value of the COMPANY Products realized b COMPANY, if the
DISTRIBUTOR is required to facilitate the sale on behalf of COMPANY;
(b) COMPANY Products are included in systems sold by
another corporation to Customers in the Territory, the DISTRIBUTOR
will be entitled to compensation based on the sale value of the
COMPANY Products realized by COMPANY, if the DISTRIBUTOR is
required to facilitate the sale on behalf of COMPANY. The
determination on whether DISTRIBUTOR is entitled to compensation
where COMPANY quotes on any solicitation or tender directly or
through another party or is required to facilitate a sale in any of (a) or
(b) above, will be made on the date of award of a contract to
COMPANY by the respective COMPANY sales representative for the
Territory.
Article 3
Term
a. This Agreement shall take effect on the _30th__ day of the
__March___, and shall expire 1 year thereafter unless expressly
renewed in writing by the parties, subject to the early termination
provisions contained in the Agreement.
b. Written renewal will take the form of a Letter of
Representation in the form shown in Schedule “C.”
Article 4
Independent Contractor
The parties agree that the relation created by this Agreement is
that of independent contractors and does not in any way create an
agency, partnership, joint venture, or employee-employee
relationship. COMPANY shall not have the right to enter into
agreements or pledge the credit of or incur expenses or liabilities on
behalf of DISTRIBUTOR, and DISTRIBUTOR shall not have the right to
enter into agreements or pledge the credit of or incur expenses or
liabilities on behalf of COMPANY.
Article 5
Obligations of Distributor
5.1. The DISTRIBUTOR shall use its best efforts to promote,
sell and create demand for the Product. The DISTRIBUTOR shall
provide the following services in support of its marketing efforts:
(a) regular updates concerning relevant solicitations and
tenders of interest to COMPANY;
(b) a Territory marketing plan on an annual basis and updates
to the Territory marketing plan on a semi-annual basis;
(c) an annual sales forecast and updates to the sales forecast
on a semi-annual basis or more frequently if reasonably required by
COMPANY; the DISTRIBUTOR shall arrange required meeting and
transportation within the territory for COMPANY staff when they are
required to travel to the Territory on business related to the Products.
Article 6
Marketing Obligations of the Company
6.1. COMPANY ay support the DISTRIBUTOR efforts as follows:
(a) COMPANY may, where reasonable, provide the
DISTRIBUTOR with product training and promotional tools in paper or
electronic format, including sales brochures, video presentations, slide
or Power Point (or equivalent) presentations;
(b) COMPANY may give the DISTRIBUTOR non confidential
market intelligence in its possession within the Territory, draft
marketing plans and templates;
(c) COMPANY shall provide the DISTRIBUTOR with
material/technical data in respect of the Products such as
specifications, Product uses, capabilities and limitations;
(d) COMPANY may provide to the DISTRIBUTOR relevant,
nonproprietary test reports on the performance of the Products; and
(e) COMPANY shall give DISTRIBUTOR quotations as
reasonably requested.
Article 7
Technical Support
7.1. The DISTRIBUTOR shall:
(a) advise COMPANY regarding commercial, legal and technical
aspects of tenders and provide assistance in their preparation and
submission to Customers in the Territory;
(b) provide oral and written translation services where
necessary on the understanding that only English language literature
shall be considered “official” and that COMPANY shall be indemnified
and held harmless by the DISTRIBUTOR from any and all claims of
damages in respect of DISTRIBUTOR translation errors or omissions;
(c) maintain adequate Internet access to permit delivery of e-
mail from COMPANY to the DISTRIBUTOR and enable the
DISTRIBUTOR to access the COMPANY website for Product information
and availability or new COMPANY processes.
Article 8
Force Majeure
8.1. Neither party shall be liable to the other party in any way
whatsoever for nonperformance of the Agreement, or for any loss,
detention, default, damage or delay resulting from causes or
conditions beyond its reasonable control including but not limited to
war, rebellion, civil commotion, strikes, lock outs, industrial disputes,
fire, explosion, earthquake, acts of God, flood, drought or bad
weather, government controls or regulations, embargoes, wrecks,
delays in transportation, or delays of subcontractors or supplies. In an
event of force majeure, each party shall be allowed reasonable amount
of time to fulfill the obligations under this Agreement, having regard to
the applicable circumstances, provided however, that in no event shall
the extension be greater than __30__ days.
Article 9
Indemnities
9.1. The DISTRIBUTOR agrees to indemnify and save harmless
and defend at its own expense COMPANY from and against any and all
claims arising out of: (i) the DISTRIBUTOR’S misconduct; (ii)
negligence; (iii) innocent or intentional misreprentations regarding the
Products; (iv) any misuse of COMPANY trade marks; (v)any violation
of government regulations regarding the export of the Products by the
DISTRIBUTOR, including the preparation of the proper export
documentation set out in Article 5; or (vi) any other intentional
misconduct on the part of the DISTRIBUTOR. The DISTRIBUTOR
further covenants as follows:
(a) the DISTRIBUTOR shall give prompt notice to COMPANY of
any claim made against the DISTRIBUTOR that may expose COMPANY
to liability or defense costs; and
(b) COMPANY shall, where the DISTRIBUTOR has given
prompt notice, indemnify and hold the DISTRIBUTOR harmless in
respect of any patent infringement claims made by a third party in
respect of the Products and in respect of any product liability claims
arising from alleged improper design or manufacturer of the Products.
Article 10
Confidential Information and Know-How
10.1. Each party has imparted, and may from time to time
impart, to the other party Confidential Information. Each party hereby
agrees that the terms and conditions of the Confidential Agreement
attached to this Agreement as Schedule “D” (the Confidential
Agreement”) are incorporated by reference into the Agreement.
10.2. The DISTRIBUTOR covenants and agrees that all Know-
How disclosed to it by COMPANY is Confidential Information and that it
shall use all Know-How in respect of the Products on a good faith
basis, solely for the purpose of performing its obligations hereunder.
Article 11
Termination or Expiry
11.1. Notwithstanding any other provisions herein contained,
this Agreement may be terminated immediately by COMPANY upon
notice in writing to the DISTRIBUTOR if any of the following events
shall occur:
(a) if the DISTRIBUTOR shall become bankrupt, or insolvent or
cease to pay its debts, or carry on business;
(b) if the DISTRIBUTOR shall at any time be in default under
this Agreement and shall fail to remedy such default (if capable of
remedy) within thirty (30) days having received notice of the same
from COMPANY;
(c) if the DISTRIBUTOR is convicted of a criminal offence or if
in COMPANY’S sole opinion, the DISTRIBUTOR engages in unethical
conduct;
(d) if the DISTRIBUTOR misrepresents any COMPANY product
or specification.
11.2. In the event of the expiry or termination of this
Agreement, each party shall promptly deliver to the other party all
Confidential Information of the other party in its possession. The
DISTRIBUTOR shall no longer use any signs, stationery, advertising
materials or any other similar materials of COMPANY or any
trademarks or trade names associated with COMPANY and the
Products.
Article 12
Waiver
12.1 No failure or neglect by either party to enforce at any time
any of the provisions hereof shall be construed or shall be deemed to
be a waiver of the party’s rights hereunder or in any way affect the
validity as to the whole or any part of the Agreement or prejudice the
party’s rights to take subsequent action.
Article 13
Assignment
13.1. The DISTRIBUTOR shall not assign this Agreement in
whole or in part to any party without the prior written consent of
COMPANY. No such assignment by the DISTRIBUTOR howsoever
occurring shall relieve the DISTRIBUTOR of its obligations hereunder.
Article 14
Notices
14.1. All notices to or by the respective parties hereto shall be in
writing and in the English language and shall be deemed to have been
duly given when delivered by hand, posted by recorded delivery post
or sent by facsimile or e-mail to the party to which such notice is
required to be given under this agreement addressed as follows:
COMPANY ABC Corporation
Attention: Contracts Department
Fax: 111-222-333
E-mail: [email protected]
Courier: XYZ
DISTRIBUTOR: DEF Corporation

Attention: Contracts Department
Fax: 444-555-662
E-mail: [email protected]
Courier: XYZ
Or to such other address, e-mail address or facsimile number as
the respective parties hereto may hereafter specify to the others in
writing. Notices delivered by courier or sent by facsimile or e-mail shall
be deemed received on the first working day following such delivery or
sending.
Article 15
Agreement
15.1. This Agreement supersedes any agreements,
understandings, promises or agreements made or existing between
the parties hereto prior to or simultaneously with this Agreement and
constitutes the entire understanding between the parties hereto.
Except as otherwise provided herein, no addition, amendment to or
modification of this Agreement shall be effective unless it is in writing
and signed by and on behalf of both parties.
Article 16
Severability
16.1 In the event that any of the terms, conditions or provisions
contained herein shall be determined by any component authority to
be invalid, unlawful or unenforceable to any extent, such term,
condition or provision shall, to that extent be severed from the
remaining body of the Agreement which shall continue to be valid and
enforceable to the fullest extent permitted by law.
___ABC Corporation__ ___DEF Corporation____
COMPANY DISTRIBUTOR
WITNESES:
____Juan Dela Cruz______ ______Maria Clara________
[ACKNOWLEDGEMENT]
RESTAURANT FRANCHISE AGREEMENT

PROVINCE OF __RIZAL_) S.S.
CITY OF _ANTIPOLO__)
FRANCHISE AGREEMENT
This AGREEMENT, is made and entered into this __23rd__ day of
__March__, 2019, at _Antipolo City_, by and between:
ABC Corporation, a corporation, duly organized and existing
under Philippine laws, with principal office address at No. 123
Anonas St. Antipolo City, represented herein by its duly authorized
representative, __Lucio Sy__, hereinafter referred to as the
“COMPANY,”
-and-
____Juliet Cruz____, of legal age, Filipino, married/single, with
residence at _123 Dalig St. Antipolo City__, hereinafter referred
to as the “FRANCHISEE.”
WITNESSETH THAT:
WHEREAS, Company is the owner of certain service marks and
trademarks, including [Name of Company] which is registered with the
Intellectual Property Office of the Philippines; and
WHEREAS, Company is engaged in the Business of franchising
limited menu, ice cream parlors and restaurants throughout the
Philippines called ___Tasty____ Restaurants; and, in connection
therewith, licensing the use of said service marks and trademarks,
which said restaurants are herein referred to as Franchised
Restaurants; and
WHEREAS, Company has established a high reputation with the
public as to the quality of products and services available at Franchised
Restaurants , which said high reputation and good ill has been and
continues to be a unique benefit to Company and its Franchisees; and
WHEREAS, Franchisee desires to be franchised to operate
Franchised Restaurant pursuant to the provisions hereof and at the
location specified herein, and Franchisee has had a full and adequate
opportunity to be thoroughly advised of the terms and conditions of
this Franchise Agreement by counsel of its own choosing.
NOW, THEREFORE, in consideration of the mutual covenants
herein contained, the parties agree as follows:
I. Franchise Payment; Services by Company
A. Franchise Payment – The Company acknowledges payment
to it by the Franchisee of the total sum of __one million pesos__
(P1,000,000.00) as and for a franchise fee. Franchisee acknowledges
that it will also be required to pay for the initial assistance essential to
Franchisee consisting of the training and the services detailed at
Paragraph B, subparagraphs 2, 3, 4 and 10 below. Franchisee
acknowledges that the grant of the franchise constitutes the sole
consideration for the payment of the franchise fee and that said sum
shall be fully earned by Company upon execution and delivery hereof.
In the event a promissory note or other evidence of indebtedness is
accepted by Company as partial payment, then the prompt and faithful
discharge of such obligation shall be a material consideration. Failure
of Franchisee to pay such obligation on its due date shall constitute a
material default, anything in Article XII
Hereof to the contrary notwithstanding.
B. Services by Company – Company agree during the term of
this Franchise Agreement to use its best efforts to maintain the high
reputation of Franchised Restaurants and in connection therewith to
make available to Franchisee:
1. Initial standard specifications and plans for the building,
equipment, furnishings, décor, layout and signs identified with
Franchised Restaurants, together with advice and consultation
concerning them.
2. A pre-opening training program conducted at Company’s
training school or at a Franchised Restaurant.
3. Opening supervision and assistance from selected
employees of Company at Franchisee’s premises.
4. Opening promotion programs conducted under the
direction of Company’s Marketing Department.
5. The Company’s confidential standard business policies and
operations data instruction manuals (hereinafter collectively called
Manual), a copy of which is (or will be) delivered and loaned to
Franchisee for the term hereof.
6. Such merchandising, marketing and advertising research
data and advice as may be, from time to time, developed by the
Company and deemed by it to be helpful in the operation of Franchised
Restaurants.
7. Consultation and advice by Company’s field supervisors,
either by personal visit, telephone, mail or otherwise, as may, from
time to time, be reasonably required by Franchisee.
8. Such special recipe techniques, food preparation
instructions, new restaurant services and other operational
developments as may be, from time to time, developed by the
Company and deemed by it to be helpful in the operation of Franchised
Restaurants.
9. A standardized accounting, cost control and portion control
system.
10. A fully decorated and fixture store and an initial inventory,
all as described in the Company’s manual to be made available upon
execution of this Agreement and payment of the Franchise Fee.
II. Franchise Grant; Area; Team
A. Franchise Grant – Subject to the terms and conditions of
this Franchise Agreement and the continuing good faith performance
thereof by Franchisee, Company grants to Franchisee the franchise to
operate a Franchised Restaurant at the location of the premises; and
in consideration of the payment by Franchisee of the royalties and
advertising and sales promotion contribution hereinafter specified,
Company licenses to Franchisee for the term hereof the Company’s
right to use at the premises and in the operation of such restaurant,
the name “__Tasty__ Restaurant” together with such other insignia,
symbols and trademarks which may be approved and authorized by
Company from time to time in connection with Franchised Restaurants,
and the good will derived from such previous use by Company.
B. Area – This Franchise shall be exclusive within a radius of
_three_ (3) kilometers from the boundary of the premises, as
described on Annex “B” attached hereto and made part hereof.
C. Term – The term of this Franchise Agreement shall
commence on the date Franchisee’s restaurant opens for business and
shall expire at midnight on the day preceding the _Fifth__ anniversary
of said opening, unless sooner terminated in accordance with the
terms and conditions hereof.
III. Premises
The premises at which Franchisee shall operate a Franchised
Restaurant are fully described in Annex “C” appended and made part
hereof. Franchisee shall conduct business for said location only, if and
when the premises have been improved with a restaurant building and
decorated, furnished, and equipped with restaurant equipment,
furnishings and supplies which meet Company’s specification. The
restaurant building erected at the premises will be in strict conformity
with plans and specifications prepared by Company’s architect. During
the term of this Agreement.
IV. Training
Franchisee will designate itself or another person approved by
Company as a trainee to attend Company’s training school. Company
approval of trainee shall be based upon results of reasonable testing
procedures. All expenses of travel, room, board and wages of trainee
shall be paid by Franchisee. Trainee’s schooling will consist of in-store
training at a Franchised Restaurant approved by Company. If at any
time trainee shall voluntarily withdraw from training, or shall be unable
to complete training, or shall fail to demonstrate to the satisfaction of
the Company an aptitude, spirit, or ability to comprehend and carry
out the course of study, methods, and procedures being taught, then
in such event Company shall have the right to require Franchisee to
appoint another trainee to undertake and successfully complete the
training course.
V. Royalties and Advertising Contribution
A. Royalties—Franchisee agrees in consideration of
Company’s licensing its use of the name “_Tasty_” together with such
other trademarks and service marks as may be authorized for use by
Company, to pay a monthly royalty in the amount of __five__ (5%)
percent of Franchisee’s gross sale. Royalties shall be paid on or before
the first day of each month and shall be based upon sales for the
preceding calendar month.
B. Advertising and Sales Promotion – The Franchisee agrees,
as partial consideration for the grant of this franchise, to pay to
Company a monthly advertising and sales promotion contribution. This
sum shall be equal to _two__ (2%) percent of Franchisee’s gross sale.
The Advertising and sales promotion contribution shall be paid on or
before the first day of each month and shall be based upon
Franchisee’s gross sales for the preceding calendar month. The
Advertising and sale promotion contribution shall be expanded by
Company at its direction for advertising and sales promotion both in
Franchisee’s market area and on a national basis, except for the
portion used for creative and production costs of advertising and sales
promotion elements, and for those market research expenditures
which are directly related to the development and evaluation of the
effectiveness of advertising and sales promotion.
C. Gross Sale Defined – The term gross sale as used in this
agreement shall include the sale of all goods, wares, merchandise, or
services; Provided, however, That income from cigarette vending
machines and delivery service charges shall be excluded in
determining the gross sales. In the event the use of vending machines
for the sales of food and drink items is ever approved by Company,
sales from such vending machines will be included in gross sales. The
term gross sales shall exclude the amount of any sales, taxes, excise
taxes, cigarette or tobacco taxes, or other similar taxes which may
now or hereafter be imposed upon or be required to be paid by
Franchisee as against its sales on the premises, and it shall also
exclude cash received as payment in credit transactions where the
extension of credit itself has already been included in the figure upon
which the royalty and maximum advertising cost percentage is
computed.
D. Accounting Procedures; Right of Audit
1. Accounting – Franchisee agrees to keep complete and
accurate records of its business. Franchisee shall furnish monthly profit
and loss statements for the preceding month and a profit and loss
statement from the beginning of Franchisee’s fiscal year to the end of
the preceding month. Franchisee shall also submit to Company
quarterly balance sheets, the first of which shall be for the period
ending __two__ (2) months after the beginning of Franchisee’s first
fiscal year. All profit and loss statements and balance sheets shall be
in accordance with the system of accounting as contained in the
Manual, and shall be submitted to Company not later than the 25th day
of the month following the period for which the written statement shall
be submitted.
2. Certified Statements
(a) A Franchisee shall submit an annual financial statement as
to gross sales, which statement shall be certified to by a certified
public accountant within __thirty__ (30) days after the close of its
fiscal year.
(b) In the event Franchisee wishes to apply for an additional
franchise, or in the event Franchisee applies to the Company for
financial assistance or relief, or seeks a financial agreement with the
Company that differs substantially from existing Company policies,
then, in any such event, Franchisee shall be required to submit a
complete financial statement which shall be certified to by a certified
public accountant. The extent of certification shall be determined by
the treasurer of the Company.
3. Audits – Franchisee agrees that the Company or its agents
shall, at all reasonable times, have the right to examine or audit the
books and accounts or Franchisee to verify the gross sales as reported
by Franchisee.
E. Franchisee recognizes the need for a substantial
commitment for local advertising to supplement the national
advertising program. Accordingly, Franchisee shall each year expend
at least ___twenty thousand pesos (P20,000.00) for local advertising
and sales promotion. If Franchisee joins with other franchisees in joint
advertising programs, payments made toward such programs shall be
credited against Franchisee’s local advertising obligations.
VI. Standards and Uniformity of Operation
Franchisee agrees that the Company’s special standardized
design and décor of buildings and uniformity of equipment and layout,
and adherence to the Manual are essential to the image of a
Franchised Restaurant. In recognition of the mutual benefits accruing
from maintaining uniformity of appearance, service, products and
marketing procedures, it is mutually covenanted and agreed:
A. Building and Premises – Except as specifically authorized
by Company, Franchisee shall not alter the appearance of the
improvements or the premises. Franchisee will promptly make all
repairs and alterations to the restaurant and to the premises as may
be determined by Company to be reasonably necessary. Franchisee
will paint its restaurant when Company, in the exercise of reasonable
discretion, determines it advisable, and paint colors will be in
accordance with specifications of the Company.
B. Signs – Franchisee agrees to display Company’s names
and trademarks at the premises, in the manner authorized by
Company. Franchisee agrees to maintain and display signs reflecting
the current image of Company. The color, size, design and location of
said signs shall be as specified by Company. Franchisee shall not lace
additional signs or posters on the premises without the written consent
of the Company.
C. Equipment – Franchisee is acquiring through the Company
and other approved sources by purchase or lease, machinery,
equipment, furnishings, signs and other personal property (hereinafter
collectively called equipment). Appended hereto as Annex “A” is a list
of equipment which must be used by Franchisee in the operation of its
business. Franchisee agrees to maintain such equipment in excellent
working condition. As items of equipment become obsolete or
mechanically impaired to the extent that they require replacement,
Franchisee will replace such items with either the same or substantially
the same type and kinds of equipment as are being installed in
Franchised Restaurants at the time replacement becomes necessary.
All equipment used in Franchisee’s Restaurant whether purchased from
Company or other approved suppliers pursuant to Paragraph “F”
herein, shall meet Company specifications.
D. Vending Machines, Etc. – Telephone booths, newspaper
racks, juke boxes, gums machines, games, rides, or any coin vending
machines will not be installed on the premises without the written
approval of Company. Company shall not object to the installation of a
single cigarette vending machine and a coin telephone which meet
Company specification including their locations on the premises.
E. Menu and Service – Franchisee agrees to serve the menu
items specified by Company, to follow all specifications and formulas of
Company as to contents and weight of unit products served, and to
sell no other food or drink item or any other merchandise of any kind
without the prior written approval of Company. Franchisee agrees that
all food and drink items will be served in containers bearing accurate
reproductions of the Company’s service marks and trademarks. Such
imprinted items shall be purchased by Franchisee through Company or
through a supplier or manufacturer approved in writing by Company.
Company agrees to assist Franchisee in establishing approved sources
of supply of meat, bakery and other food items and properly imprinted
containers.
Franchisee agrees that it will operate its restaurant in
accordance with the standards, specifications and procedures set forth
in the Manual. Franchisee agrees further that changes in such
standards, specifications and procedures may become necessary, from
time to time and agrees to accept as reasonable such modifications,
revisions and additions to the Manual which Company in the good faith
exercise of its judgment believes to be necessary. Franchisee agrees
not to deviate from the standards of cleanliness and sanitation as set
and maintained by Company in the operation of Franchised
Restaurants. It is understood and agreed that curb service is not
approved by Company.
Franchisee shall remain open for business from _8:00 a.m.__ to
__5:00 p.m.___ daily, unless Company consents to other hours or
days at the request of Franchisee. Company recognizes that
considerations peculiar to the location of Franchisee’s premises may
make it desirable to alter the aforesaid hours of operations, and
Company will not unreasonably withhold its consent to modify the
aforesaid hours of operation.
F. Alternate Suppliers – Irrespective of any other provision
hereof, if Franchisee gives Company notice sufficiently in advance to
permit suppliers and specification verification and testing, that it
wishes to purchase equipment, food, suppliers or containers from
reputable, dependable sources other than Company or its designated
or previously approved sources of supply, Company will not
unreasonably withhold the prompt approval of such purchases
provided said purchases conform to the appearance, quality, size or
portion (and, where applicable, taste), and uniformity standards and
other specifications of Company. Company may require that samples
from alternate suppliers be delivered to Company or to a designated
independent testing laboratory for testing before approval and use. A
charge not to exceed the actual cost of the test may be made by
Company or by an independent testing laboratory designated by
Company, and shall be paid for by Franchisee.
G. Right of Entry and Inspection – Company or its authorized
agent and representative shall have the right to enter and inspect the
premises and examine and test food products and suppliers for the
purpose of ascertaining that Franchisee is operating the restaurant in
accordance with the terms of this agreement and the Manual.
Inspection shall be conducted during normal business hours. Company
shall notify Franchisee shall diligently correct any such deficiencies.
Upon notification by Company that any equipment, food, supplies or
imprinted containers do not meet the specifications, standards and
requirements of Company, Franchisee shall immediately desist and
refrain from the further use thereof.
VII. Insurance; Indemnification
A. Franchise agrees to secure and pay premiums thereon for
the term of this Franchise Agreement, a Comprehensive General
Liability Policy, including product liability, in the amount of __one
hundred thousand pesos (P100,000.00), bodily injury liability, and
(P200,000.00) property damage liability, or in such other amounts as
Company may reasonably request, for the operation on the premises.
Franchisee agrees to name Company in said policy as additional name
insured and such policy shall stipulate that Company shall receive a
_thirty__(30) days written notice of cancellation. Original or duplicate
copies of all insurance policies shall be furnished promptly to
Company, together with proof of payment thereof. All policies shall be
renewed and evidence of renewal mailed to Company prior to
expiration date.
B. Franchisee is responsible for all losses or damages and
contractual liabilities to third persons originating in or in connection
with the operation of the Franchised Restaurant and for all claims or
demands for damages to property or for injury, illness, or death of
persons directly or indirectly resulting therefrom; and Franchisee
agrees to defend, indemnify, and save Company harmless of, from,
and such claims, loss, or damage.
VIII. Taxes
Franchisee shall promptly pay when due all taxes levied or
assessed by reason of its operation and performance under this
agreement.
IX. Option at End of Term
Provided that Franchisee shall have substantially complied with
all of the terms and conditions of this agreement and any other
agreement between Franchisee and Company, and shall have
substantially complied with the operating standards and criteria
established for Franchised Restaurants, then at the expiration of the
term hereof, Company will offer Franchisee the opportunity to remain
a Franchisee for additional consecutive periods of _three_ (3) years,
provided that:
A. Franchisee shall agree to make such capital expenditures
as may be reasonably required to renovate and modernize the
restaurant building, premises, signs and equipment so as to reflect the
then current image of Franchised Restaurants.
B. Franchisee must have the right to remain in possession of
the premises, or other premises acceptable to Company, for the new
term. If Franchisee elects (or if required) to relocate, then Franchisee
shall pay Company’s reasonable expenses in relocating, developing or
evaluating the new premises. Company shall not be required to extend
its credit or resources in obtaining financing for premises or
equipment.
C. Franchisee shall execute a new franchise agreement on the
form then being used by Company, which may differ as to royalty and
advertising contributions.
D. Franchisee shall pay _ten_ (10) percent of the franchise
fee, and shall reimburse Company for the costs and other expenses
incurred incident to the exercise of Franchisee’s option.
E. Franchisee shall give Company written notice of its desire
to exercise its option to continue as a franchisee not less than _two_
(2) months prior to the expiration of the term of this agreement.
X. Assignment: Conditions and Limitations
A. This Agreement and license are personal to the Franchisee.
Franchisee shall neither sell, assign, transfer, nor encumber this
agreement or any right or interest therein or thereunder, nor suffer or
permit any such assignment, transfer or encumbrances to occur by
operation of law unless the written consent of Company be first had
and obtained. The assignment of any interest, other than as provided
in this article, shall constitute a material breach of this Franchise
Agreement.
B. In the event of the death or disability of a Franchisee,
Company shall consent to the transfer of the interest to Franchisee’s
spouse, heirs or relatives, by blood or by marriage, whether such a
transfer is made by will or by operation of law if, at the sole discretion
and judgment of Company, such person or persons obtaining said
interest shall be capable of conducting said business in a manner
satisfactory to Company.
C. If Franchisee desires to conduct business in a corporate
capacity, Company will consent to the assignment of this agreement to
a corporation approved by Company provided Franchisee complies
with the provisions hereinafter specified and any other condition that
Company may require, including a limitation on the number of
stockholders of the assignee corporation. Such assignee corporation
shall be closely held and shall not engage in any business activity
other than those directly related to the operation of franchised
restaurants pursuant to the terms and conditions of Franchise
agreement with Company. There shall be no transfer charge imposed
by Company if such assignment is made within _thirty__ (30) days
after execution of this agreement.
XI. Limitation of Franchise
A. Trademarks, Trade Name and Trade Secrets
1. Franchisee acknowledges the Company’s sole and
exclusive right (except for certain rights granted under existing and
future license agreements) to use the trademarks, trade names, and
trade secrets set forth herein and represents, warrants, and agrees
that neither during the term of this Agreement nor after the expiration
or other termination hereof, shall Franchisee directly or indirectly
contest or aid in contesting the validity or ownership of the
Trademarks or take any action whatsoever in derogation of the
Company’s claimed rights therein.
2. Nothing contained in this Agreement shall be construed to
vest in Franchisee any right, title, or interest in or to the Company’s
trademarks, the goodwill now or hereafter associated therewith, or any
right in the design of any restaurant building, other than the rights and
license expressly granted herein. Any and all goodwill associated with
the Company’s trademarks shall inure directly and exclusively to the
benefit and is the property of the Company.
3. No advertising by Franchisee or other use of the
Company’s trademarks shall contain any statement or material which
may, in the judgment of the Company, be in bad taste or inconsistent
with the Company’s public image. Franchisee shall not use any
advertising which has been disapproved by the Company for the
reasons set forth in this Paragraph.
4. Franchisee shall adopt and use the Company’s trademarks
only in the manner expressly approved by the Company. Franchisee
shall advertise and promote the Restaurant only under the Company’s
trademark and the name ___Tasty____ without any accompanying
words or symbols except as otherwise required by law and approved in
writing by the Company.
5. The Franchisee acknowledges and agrees that the
Company is the owner of all proprietary rights in and to the product
formulae and restaurant systems and methods described in the
Company’s training guides and materials, and that the product
formulae and restaurant systems and methods in their entirely
constitute trade secrets of the Company which are revealed to the
Franchisee in confidence and that no right is given to or acquired by
the Franchisee to disclose, duplicate, license, sell, or reveal any
portion thereof to any person other than an employee of the
Franchisee required by his work to be familiar with relevant portions
thereof. Franchisee hereby represents, warrants and agrees to keep
and respect the confidence extended hereby. Franchisee further
acknowledges that the product formulae and other similar materials
furnished to Franchisee hereunder are and will remain the property of
the Company and must be returned to the Company immediately upon
the termination of this Agreement.
B. No Agency
1. Franchisee shall not represent or hold himself out as an
agent, legal representative, partner, subsidiary, joint venture or
employee of the Company. Franchisee shall have no right or power to,
and shall not bind or obligate the Company in any way, manner, or
thing whatsoever, nor represent that it has any right to do so.
2. In all public records and in its relationship with other
persons, on letterheads and business forms, Franchisee shall indicate
its independent ownership of said business and it is only a franchisee
of the Company. Franchisee agrees to exhibit on the premises in a
place designated by the Company, a notification that it is a franchisee
of the Company.
XII. Default and Termination
A. Default – Franchisee shall have __thirty__ (30) days after
written notification to cure any default. Each of the following shall be
an act of default:
1. Franchisee fails to maintain and operate the Franchised
Business in accordance with the standards and specifications
established by the Company as to service, maintenance of inventory,
knowingly sells any product or service which does not conform to the
Company’s specifications, fails to sell products or service designated
by the Company, sells products or services not approved by the
Company, or deals with vendors and suppliers not approved by the
Company.
2. Franchisee fails to pay when due any royalty or advertising
and sales promotion contribution required to be paid under this
Agreement.
3. Franchisee voluntarily abandons the franchise relationship.
The cessation of operation of the Franchised Business other than with
the consent of the Company shall be considered a voluntary
abandonment of the franchisee relationship.
4. Franchisee denies the Company the right to inspect the
Franchised Business or to examine his books.
5. Failure by Franchisee to maintain a responsible credit
rating by failing to make prompt payment of undisputed bills, invoices
and statements from suppliers of goods and services to the Franchised
Business.
6. The assignment or transfer of any interest of Franchisee in
the license is violation of this Agreement.
7. The acquisition of an interest in a competitive restaurant
business within _3_ kilometers of the franchised premises.
8. Failure by Franchisee to open a __Tasty__ Restaurant
within __six__ (6) months of the date of this Agreement.
The failure of the Company to terminate this Agreement upon
the occurrence of one or more events of default will not constitute a
waiver or otherwise affect the right of the Company to terminate this
license because of a continuing or subsequent failure to cure one or
more of the aforesaid events of default or any other default.
B. Effect of Termination
1. Upon termination of this Agreement by lapse of time or
upon occasion of default, Franchisee’s right to use in any manner the
Company’s service marks or any other mark registered by Company or
insignia or slogan used in connection therewith, or any confusingly
similar trademark, service mark, trade name or insignia shall
terminate forthwith. Franchisee shall not thereafter, directly or
indirectly, identify itself in any manner as a franchisee, or publicly
identify itself as a former franchisee or use any of Company’s trade
secrets, signs, symbols, devices, recipes, formulas, food mixes, or
other materials constituting part of the system. Franchisee grants to
Company the option to purchase all papers, goods, containers, signs,
menus and any and all insignia bearing Company’s trade name or
marks thereon at the lower cost or fair market value at the time of
termination.
2. In the event of termination for any default of Franchisee,
the extent of all damages which the Company has suffered by the
virtue of such default shall be and remain a lien in favor of Company
against any and all of the personal property, machinery, fixtures and
equipment owned by Franchisee on the premises at the time of such
default.
XIII. Restrictive Covenant
Franchisee acknowledges the uniqueness of the Company’s
procedures, strategies and materials, and that the Company is making
its knowledge, know-how and expertise available to him only for the
purposes of operating the Franchised Restaurant. Franchisee agrees
that it would be an unfair method of competition to use or duplicate
any of the knowledge, know-how and expertise received from the
Company for any use other than for the operation of Franchised
Restaurant.
XIV. Competition with Company
Franchisee agrees that during the term of this Agreement it shall
not engage in any restaurant or prepared food business which is the
same or similar to Company’s business. Franchisee further agrees
that, for a period of ___three___ years after termination of this
Agreement, it will not engage in any business the same or similar to
Company’s business within an area of ___three___ (3) kilometers
from the premises without the prior written consent of Company. In
applying for Company’s consent, Franchisee has the burden of
establishing that any such activity by it will not involve the use of
benefits provided hereby or constitute unfair competition with
Company or other franchisees.
XV. Non-Waiver
A. The failure of Company to exercise any right, power, or
option given to it hereunder, or to insist upon strict compliance with
the terms hereof by Franchisee shall not constitute a waiver of the
terms and conditions of this Agreement with respect to any other or
subsequent breach thereof, nor a waiver by Company of its rights at
any time thereafter to require exact and strict compliance with all the
terms hereof.
___ABC Corporation___ ___DEF Corporation___
Company/Franchisor Franchisee
WITNESSES:
___Juan Dela Cruz___ ___Maria Clara___
[ACKNOWLEDGEMENT]
PREPARED BY: CASIM, JENELYN D.
ANOTHER RESTAURANT FRANCHISE AGREEMENT - SHORT

FORM

CITY OF MUNTINLUPA) S.S
FRANCHISE AGREEMENT
This FRANCHISE AGREEMENT is made and entered into on 17 th

day of January, 2019 at Quezon City by and between:
Monte Cristo Foods, Alabang, Muntinlupa, duly organized and

existing under Philippine laws, hereinafter referred to as the
“FRANCHISOR.”
-and-
Sinbad Foods, Bacoor, Cavite, hereinafter referred to as the

“FRANCHISEE.”
WITNESSETH THAT:
WHEREAS the FRANCHISOR owns and operates restaurant
business with exclusive registered trade name and trademark “Monte
Cristo Restaurant” which it has established and maintained a
considerably strong and solid name and good will in operating the
“Monte Cristo Restaurants” and has developed of the unique design
style and method of operations of “Monte Cristo Restaurants”; and
WHEREAS the FRANCHISEE is desirous of acquiring a Franchise

to use Franchisor’s, trademarks, service marks and trade names in the
business of sale of foods and restaurant operations at a designated
territory.
NOW, THEREFORE, the parties have agreed as follows:
1. GRANT OF FRANCHISE
The FRANCHISOR hereby grants and allows the FRANCHISEE the
right and license to use trademarks, service marks, and method of
operating a “Monte Cristo Restaurant” within Bacoor, Cavite and
operate the same in strict compliance with the terms herein stipulated
and conduct the business at the above stated location and for no other
purpose. However, the Franchisor hereby warrants that it will not
license any other party to operate a “Monte Cristo Restaurant” within
an agreed territory within a radius of three (3) kilometers of the
Restaurant.
2. TERM
The term of this Franchise shall be for a period of 10 years

beginning January 1, 2019 until December 31, 2029, unless sooner
terminated or cancelled, in accordance with the provisions of this
agreement. 30 days before the expiration of this agreement, the
FRANCHISEE may apply for renewal of the same provided the
FRANCHISEE is not in default of his obligations hereunder. The renewal
may be for the same period but the royalty rate, fees and advertising
contributions will be subject to another agreement between the parties
herein.
3. SUPERVISION AND CONTROL
The FRANCHISOR at all times has the right to supervise and

control the use by of its trademarks, trade names, service marks, and
methods of operating “[Name] Restaurant” to the extent that it may
direct the FRANCHISEE to do and perform all acts necessary for the
latter to comply with all the conditions of their agreement. Refusal to
comply shall be ground for the termination of this agreement.
4. FRANCHISEE FEE AND ROYALTY
Upon execution of this agreement the FRANCHISEE shall pay the

FRANCHISOR an initial license fee in the sum of Five Million Pesos
(P5,000,000.00) and the following Royalty rate:
(a) 7 percent (7%) of its Gross sales on all items sold in the
Restaurant for each and every month during the term of
this contract. The Royalty will be due and payable on or
before the 10th day of each successive month.
(b) A report signed of FRANCHISEE on form required by

FRANCHISOR indicating the total Gross Sales in the
Restaurant for the preceding month shall be submitted
by the FRANCHISEE to the FRANCHISOR with monthly
profit and loss statement of the operation during the
preceding month and such other financial information
the FRANCHISOR may require to properly evaluate the
correct payment of Royalty.
5. OBLIGATION OF FRANCHISOR
A. The FRANCHISOR without charge shall provide proper
training to the employees of the FRANCHISEE at said “Monte Cristo
Restaurant” in an on-the-job training program as determined by
FRANCHISOR which is located at 123 Circle Street, Anabu I, Bacoor,
Cavite.
B. FRANCHISOR shall furnish the FRANCHISEE the manual

and other written materials needed in training the employees of the
FRANCHISEE. But the manual of operation may be periodically
amended as FRANCHISOR deems necessary.
C. A set of architectural plans, equipment and fixtures

specifications, materials list, and equipment and list of suppliers shall
be furnished by FRANCHISOR to assist the FRANCHISEE in complying
with the standard required by the FRANCHISOR towards profitable
operation of the restaurant. And the Franchisor shall extend all
assistance to the FRANCHISEE in adopting good architectural plans
which it deems necessary for the successful operation of all “Monte
Cristo Restaurants.”
6. OBLIGATIONS OF THE FRANCHISEE
A. The manager of the FRANCHISEE, at the latter’s expense

will participate in the on-the-job training course in the operation of a
“Monte Cristo Restaurant” until its completion.
B. The FRANCHISEE hereby gives the FRANCISOR the right to

inspect, at any time during regular business hours the facility of the
Franchisee. The Restaurant, equipment and food offered for sale by
FRANCHISEE to see if the latter maintains the high standard in the
operation of the Restaurant and to examine, books and records,
accounts and all income and sales tax returns of FRANCHISEE to verify
the latter’s compliance with the terms and conditions of this
agreement.
C. FRANCHISEE shall hold confidential all information

disclosed to him by FRANCHISOR incident to this FRANCHISEE and
warrants that all said information will not be disclosed to others or be
used in any manner inconsistent with the purpose of this agreement
even after the termination of this Agreement.
D. FRANCHISEE shall, from time to time upgrade, remodel

the restaurant and to maintain a good public image for the Restaurant.
E. During the term of this agreement, the FRANCHISEE will

not directly or indirectly engage or operate the same business as that
covered by this agreement at any place, other than the place agreed
herein.
F. Pay any or all amounts advanced by FRANCHISOR on

behalf of FRANCHISEE in connection with the operation of the
FRANCHISEE or in relation to this agreement.
G. The FRANCHISEE’S menu of products offered to the public

at the Restaurant shall be in strict uniformity with all the restaurants
using the FRANCHISOR’S trade name and trademark and the price
shall be only that set by the FRANCHISOR.
H. All employees will wear standard uniforms as prescribed,

from time to time, by FRANCHISOR.
I. The Restaurant will remain open seven (7) days a week,

from 6A.M. to 11P.M. and may close the operation of Restaurant
during such days piously approved by the FRANCHISOR.
7. ADVERTISING
A. REQUIRED PARTICIPATION
The FRANCHISEE will participate in advertising the restaurant
business and as such shall contribute at least 3 percent (3%) of
monthly Gross Sales for advertising payable to the FRANCHISOR every
19th day of the month to be spent for the development, production and
distribution of advertising and promotional materials which, in the sole
and absolute discretion of FRANCHISOR, will be most advantageous to
maintain a uniform image for the benefit of all “Monte Cristo
Restaurants.”
8. DEFAULT AND TERMINATION

Any default by FRANCHISEE due to failure to comply with any
provision of this agreement gives the FRANCHISOR the right to
terminate this Franchise Agreement immediately without prior notice
to the FRANCHISOR if the latter;
1. Abandons the Restaurant by failing to operate it for five (5)

consecutive business days unless such failure is priorly
approved by the restaurant or is due to force majeure;
2. Is convicted by final judgement or pleads guilty to crime or

offense, conducts or makes misrepresentation which tends to
damage the reputation of the FRANCHISOR, the Restaurant of
the system of “Monte Cristo Restaurant”;
3. The attempts to make or makes an unauthorized assignment of

the License, the Restaurant or any right, duty or interest
therein;
4. Commits an unauthorized use or reveal to others any of the

FRANCHISOR’S trade secrets or any portion of the Operation
Procedure in the Manual;
5. Fails to comply with the mandatory specification, business

operating procedure required by the FRANCHISOR relating to
the cleanliness or sanitation of the Restaurant or fails to comply
with any notice of violation issued under any health, safety or
sanitation law, ordinance or regulation.
6. Fails to accurately report Gross Sales of the Restaurant or to

make payments of any amounts due the FRANCHISOR.
VENUE AND ATTORNEY’S FEES
Any and all legal actions arising out of the enforcement or

violation of this agreement shall be filed within the jurisdiction of the
proper court situated in Muntinlupa. All expenses of litigation and
attorney’s fees and legal actions instituted by the FRANCHISOR against
the FRANCHISEE shall be for the account of the latter.
IN WITNESS WHEREOF, we have hereunto affixed our

signature this 15th day of December, 2018 at Alabang, Muntinlupa.
EDMOND DANTES ABBE FARIA

Franchisor Franchisee
WITNESSES:
ALBERT MONDEGO JOHN VILLEFORT
ACKNOWLEDGMENT
BEFORE ME, a Notary Public for and in the City of Muntinlupa,

personally appeared Edmond Dantes with Community Tax Certificate
No. 18-001234 issued on February 1, 2018 at Alabang, Muntinlupa,
and Abbe Faria with Community Tax Certificate No. 18-987654 issued
on September 3, 2018 at Bacoor, Cavite, both known to me and to me
WITNESS MY HAND AND SEAL this 15 th day of December, 2018 at

Alabang, Muntinlupa, Philippines.
NOTARY PUBLIC
Doc. No. 3;
Page No. 14;
Book No. 6;
Series of 2018;
OFFICE BUILDING MANAGEMENT AGREEMENT

MANAGEMENT AGREEMENT
This AGREEMENT is made and entered into on 1st day of March,

2019 at Alabang, Muntinlupa by and between:
Sherlock Holmes, of legal age, Filipino, single, with residence at

221B Baker Street, Alabang Muntinlupa, hereinafter called “OWNER”,
-and-
John Watson, of legal age, Filipino, married, with residence at

221C Baker Street, Alabang, Muntinlupa, hereinafter called
“MANAGER”
WITNESSETH THAT:
WHEREAS, the OWNER owns the land and the office building
located at Madrigal Hills, Muntinlupa [the “Premises”];and
WHEREAS, the OWNER is desirous of retaining the MANAGER to

manage the office building located at the Premises [the “Building] and
the MANAGER is desirous of accepting such employment.
NOW, THEREFORE, the parties hereto agree as follows:
1. Employment of Manager
a) The OWNER hereby employs the MANAGER as sole and

exclusive managing MANAGER to rent, manage and
operate the Building upon the conditions and for the term
and compensation herein set forth.
b) The MANAGER hereby accepts such employment and

agrees to perform all services necessary for the care,
protection, maintenance and operation of the building.
2. Term of Employment
The Term of employment shall be from April 1, 2019 to March

31, 2022, subject to earlier termination as herein provided. If this
Agreement remains in effect on April 1, 2022 it shall continue
thereafter until terminated by either party by giving 30 days notice to
the other.
3. DUTIES OF MANAGER. The MANAGER shall perform the

following:
(a) Use all reasonable efforts to keep the building rented by

procuring tenants for the building and negotiating and
executing on behalf of the OWNER all leases for space in the
Building: Provided, however, that the MANAGER shall not
execute and leases without securing the OWNER’s prior
written consent. The MANAGER shall not have the right to
cancel or amend any lease without the OWNER’s written
consent.
(b) Collect all rentals and other income from the Building,
provided that nothing herein contained shall constitute a
guarantee by the MANAGER of the payment of rent by
tenants.
(c) Employs, discharge and pay on behalf of the OWNER all

employees, subagents, or contractors necessary to be
employed in the management and operation of the Building.
The MANAGER shall discharge any employee, subagents or
contractor whose discharge us demanded in writing by the
OWNER, except that the MANAGER shall not be required to
respect such demand if it is in violation of any written
agreement or contract existing with respect to any such
employee, subagent or contractor, who had been approved
by the OWNER.
(d) Purchase on behalf of the OWNER all equipment, tools,

appliances, materials, supplies and uniforms necessary for
the maintenance or operation of the Building.
(e) Contract on behalf of the OWNER for and supervise the

making of all repairs, alterations, and decorations in the
Building. The MANAGER, however, shall not contact for any
repairs, alteration, or decoration that cost over (P
10,000.00) without the OWNER’s prior written approval.
(f) Contract on behalf of the OWNER for water, gas, electricity

and other services and commodities necessary in the
operation and maintenance of the Building. The MANAGER,
however, shall not make a contract for any such item
involving and expenditure of over (P 10,000.00) without the
OWNER’s prior written approval.
(g) Advertise the rental space in the Building, subject to the

approval and at the expense of the OWNER.
(h) Maintain full books of account with correct entries of all

receipts and expenditures of managing the Building. Such
books of account shall be the property of the OWNER and
shall at all times be open to the inspection of the OWNER or
of any of its officers or duly authorized agents.
(i) Furnish monthly to the OWNER a detailed statement of all

receipts and disbursements for each month, such’ statement
to be furnished on or before the 4th day of each month for
the preceding month. Such statement shall show the status
of collection and shall be supported by canceled checks,
vouchers, duplicate invoices and similar documentation
covering all items of income and expense, which shall be
kept in the MANAGER’s office and be available for inspection
of the OWNER’s representatives at all times. The MANAGER
shall also furnish a monthly operating statement showing
the income and expense for the month and year to date and
for the same month of preceding year.
4. DEPOSITS
(a) All sums received from rents, and other income from the
Building, shall be deposited from time to time as collected
by the MANAGER to the credit of the OWNER in such bank or
banks as it may designate from time to time in account to
be known as “MIND CASTLE Account,” or by such other
name as the OWNER shall designate.
(b) All such receipts shall at all times remain the OWNER’s
property. The MANAGER shall have the right to open an
account such banks as the OWNER shall designate from time
to time, to be known as the “Mind Castle, Payroll Account,”
or by such name as the OWNER shall designate, in which
funds may be deposited out of the Agency Account for the
purpose of paying the Building payroll.
5. BUDGET
a) The MANAGER shall, from time to time, and at least semi-

annually, prepare and submit to the OWNER a tentative
budget of expenses.
b) The MANAGER shall also, from time to time, and at least

annually, prepare and submit to the OWNER the following
schedule:
i. Forecast of rental and occupancy charges;

ii. Review of lease negotiation;
iii. Annual analysis of lease
The forecast of rental and occupancy changes, when approved in

writing by the owner, shall form the basis on which lease of space in
the Building shall be negotiated. Such forecast shall not constitute a
fixed requirement, but rather to form a basis for the negotiation of
such leases, to be modified in particular instances with the OWNER’s
written consent. Such forecast shall remain in effect until the OWNER
has approved revised schedule. The budget of expenses submitted by
the MANAGER, when approved by the OWNER, shall in general form
the basis on which the MANAGER shall incur items of expense of the
operation of the Building and the procuring of tenants for the Building.
6. BOND
The MANAGER shall furnish to the OWNER a bond with a surety

satisfactory to the OWNER, in a sum approved by the OWNER, insuring
that the MANAGER shall perform and comply with all the conditions
and provisions of this Agreement and faithfully account for and pay
over to the OWNER all sums held by the MANAGER which are due to
the OWNER. The OWNER shall pay all premiums and charges on such
bonds.
7. INSURANCE
a) The OWNER reserves the right at all times to provide all

insurance policies with respect to the Building and its
operation. The MANAGER shall be included as an insured in
the policies covering workmen’s compensation insurance.
b) In the event the MANAGER is authorized by the OWNER to

place insurance policies, the insurance companies, the
general agents, the amounts of coverage and the risks
insured shall be subject to the approval of the OWNER, and
the MANAGER shall be permitted to receive and retain such
insurance commissions as are customarily paid.
8. EXCLUSIVE AGENCY
a) The OWNER during the term of the MANAGER hereunder

shall not authorize any other person, firm, or corporation to
negotiate or act as renting MANAGER with respect to any
leases for space in the Building: Provided, That the OWNER
shall have the right to negotiate in its own behalf for the
leasing of space in the Building.
b) The OWNER shall not permit any person, firm, or

corporation other than the MANAGER to have or maintain
any rental or “For Rent” sign in or about the Building, and
shall keep the MANAGER informed concerning inquires for
space or negotiations for space by any person, firm, or
corporation. The MANAGER shall have the right to display
within the Building suitable signs of the MANAGER to the
effect that John Watson, is the managing agent of the
Building and the space in the Building is for rent.
9. COMPENSATION
a) The OWNER shall pay the MANAGER, while this Agreement
is in effect, as the MANAGER’s entire compensation for
services hereunder, an amount equal to five (5%) percent of
the total rent collections and other income form the Building
during such year, which amount is to be paid within 5 days
after each month for the preceding month. The phrase “rent
collections and other income” shall be deemed to include
rents paid by tenants and income from the routine operation
of the Building, and other miscellaneous income. Such
phrase shall not be deemed to include receipts arising out of
the sale of assets, the settlement of fire losses and items of
a similar nature, or rebates, discounts, or other credits
received by the MANAGER incident to purchases, contracts,
or other arrangements entered into under this agreement
for the account of the OWNER.
10. ASSIGNMENT
Neither party hereto shall have the right to assign this

Agreement without the other party’s written consent. If the MANAGER
withholds consent to assignment by the OWNER, the OWNER may
terminate this Agreement by giving not less than 30 days written
notice to have MANAGER, provided that such notice is given within 5
days after such consent to assignment is withheld. The Agent shall, if
requested by the OWNER, continue management for a period up to 20
days after the date of assignment.
11. TERMINATION
The OWNER or the MANAGER may terminate this agreement at

any time with or without cause, by giving 30 days written notice. The
OWNER may terminate this agreement without notice if MANAGER
shall willfully fail to account for funds belonging to the OWNER, or shall
fail or refuse to deposit rents and other collections to the credit of the
OWNER, as provided herein, unless such failure to account for funds or
to deposit rents or collections is the result of some act or condition
beyond the control of the MANAGER and its employees.
12. NON-WAIVER
No delay or failure by either party to exercise any right under

this Agreement, and no partial or single exercise of that right, shall
constitute a waiver of that or any other right, unless otherwise
expressly provided herein.
IN WITNESS WHEREOF, we have hereunto affixed our

signature this 1st day of March, 2019 at Alabang, Muntinlupa.
SHERLOCK HOLMES JOHN WATSON

[OWNER] [MANAGER]
WITNESSES:
DANTE ALIGHIERI BEATRICE PORTINERI

ACKNOWLEDGMENT

personally appeared Sherlock Holmes with Community Tax Certificate
and John Watson with Community Tax Certificate No. 19-987654
issued on January 3, 2019 at Alabang, Muntinlupa, both known to me
and to me known to be the same persons who executed the foregoing
instrument which they acknowledged to me to be their free and
voluntary act and deed, consisting of only three (3) page/s, including
this page in which this Acknowledgement is written, duly signed by
them and their instrumental witnesses on each and every page hereof.
WITNESS MY HAND AND SEAL this 1st day of March, 2019 at

NOTARY PUBLIC
Doc. No. 3;
Page No. 14;
Book No. 2;
Series of 2019;
MANAGEMENT OF VENDING MACHINE

AGREEMENT
This AGREEMENT is made and entered into on 5th day of March,

2019 at Alabang, Muntinlupa, Philippines by and between:
Monte Cristo Foods, Inc., a corporation organized and existing

under and by virtue of Philippine laws, with principal office address at
123 Isle Road, Alabang, Muntinlupa represented herein by its Edmond
Dantes hereinafter called “OWNER”
-and-
Abbe Faria, of legal age, married, 123 Circle Street, Anabu I,

Bacoor, Cavite, hereinafter called “CLIENT”
WITNESSETH THAT:
WHEREAS, the OWNER is engaged in the business of selling,

operating and managing various types of vending machines and has
expressed its willingness and intention to operate and manage vending
machine(s) within the premises of the CLIENT who is desirous to have
such machine(s) installed within its premises located at 123 Circle
Street, Anabu I, Bacoor, Cavite.

premises and the following terms and conditions, the parties hereby
agree as follows:
1. TERMS- This Contract shall be effective on March 27, 2019 and
shall have minimum term of Five (5) years. Thereafter, this
Contract shall continue to be binding and effective unless
otherwise terminated by either party by giving 30 - days prior
written notice thereof to the other. Without prejudice to other
rights granted by law, either Party may terminate this Contract
immediately upon this violation of the other Party of any of the
terms and conditions of this Contract, by giving notice of such
termination to the other party. Upon termination of this Contract
for any reason whatsoever, and without any further act or deed,
the CLIENT hereby authorizes the OWNER to take possession of
the Vending Machine(s) and all accessories, products, goods,
equipment and other properties of the OWNER from the Client’s
Premises, at such time as may be determined by the OWNER,
without any liability on the part of the OWNER.
2. VENDING MACHINES – During the term of this Contract and

subject to the availability of the vending machine(s) the OWNER
shall provide, free of charge, seven (7) vending machine(s) to be
installed within the Client’s Premises; which machine(s) remains
exclusively to the OWNER.
3. OPERATION AND MANAGEMENT – The OWNER shall operate and

manage the Vending Machine(s) indicated in Section 2 hereof.
4. CONSIDERATION – For and in consideration of the free use of

the Vending Machine(s) and the services to be performed by the
OWNER under this Contract, the OWNER shall have the exclusive
right to sell such products as the OWNER may determine
through the vending machine(s); However, the client is entitled
to fifteen percent (15%) of the gross receipts derived from the
operation of the Vending Machine(s) as compensation for
providing security to the machine(s) installed in the client’s
premises.
5. EXCLUSIVITY CLAUSE – The CLIENT shall not install, purchase,

lease, rent, use, borrow nor operate, directly, any other vending
machine without the prior written consent to the OWNER.
6. CONVENANTS OF THE OWNER
The OWNER shall:

a. Be responsible for the operation, management, maintenance
and replenishment of the Vending Machine(s): Provided, That
the CLIENT shall notify the OWNER of any damage incurred,
or any defect or malfunction. Any damage, defect or
malfunction caused by, or arising out of, the fault or
negligence of the CLIENT, its officers, employees, agents, and
customers shall be repaired at the sole expense of the
CLIENT: Provided, Thar repair cost shall include the cost of
labor and spare parts, and the actual replacement value of
the Vending Machine(s), if necessary.
b. Inspect, replenish and collect the proceeds of any sale from
the vending machine(s) at least a week.
7. CONVENANTS OF THE CLIENT
The CLIENT shall:
a. provide a suitable space upon which the Vending Machine(s)

shall be installed, taking into consideration the maximum
exposure of the vending machine to potential customer;
b. provide a clean, suitable and hygienic location upon which the

Vending Machine(s) shall be installed and located during the
term of this Agreement, taking into consideration the safety,
hygiene and security of the Vending Machine(s) and its
contents. The CLIENT shall be responsible at its own cost, for
preventing termites, rodents, rats, mice, ants, cockroaches or
other pests, insect or vermin from entering or infesting the
Vending Machine(s). The CLIENT shall be liable for all losses
or damages resulting from its failure to prevent such pests
and insects from entering or infesting the Vending Machine(s)
and shall hold the OWNER free and harmless from any such
liability. The OWNER, at its sole discretion, shall have the
right to disapprove any proposed location for the Vending
Machine(s);
c. not move, remove, relocate or otherwise transfer the Vending

Machine(s) from the location upon which it was installed by
the OWNER without the prior written consent of the OWNER;
d. not use or permit others to use the Vending Machine(s) for

any purpose other than those for which they are intended;
e. not make any unauthorized alteration in the appearance and

mechanism of the Vending Machine(s) and shall ensure the
security of the Vending Machine(s);
f. not sell, alienate, dispose, lease, pledge, mortgage,

hypothecate, encumber, loan, or lend the Vending Machine(s)
in favor of a third party as it is expressly understood and
recognized that the abovementioned machine(s) is the
property of the OWNER:
g. shoulder the monthly electrical consumption of the Vending

Machine(s).
8. GENERAL PROVISIONS
a. PENAL PROVISIONS: COSTS AND VENUE OF LITIGATION –

Any party herein, who violates any of the terms and
conditions of this Contract or defaults in the performance of
its obligations herein, shall be liable for any and all damages,
actual and consequential, resulting from such violation of
default. Should a party be compelled to hire legal counsel to
protect its interest, or to seek judicial relief against the other
party, the latter shall, in addition to the damages mentioned
in the preceding paragraph, pay an amount equivalent to
seventy percent (70%) of the amount claimed, aside from the
cost of litigation and attorney’s fee. All action against, arising
out of or in connection with this Agreement shall be
exclusively brought before proper courts of Muntinlupa.
b. AMENDMENTS – No modification, variation or amendment of

this Contract shall have any force and effect unless it is
reduced into writing and duly executed by the parties hereto.
c. NON-WAIVER – The failure of either party of this Contract to

insist upon the performance of any of its terms and
conditions, or the waiver of any breach of any of the terms
and conditions of this Contract, shall not be construed as
thereafter waiving any terms and conditions hereof, and this
Contract, in its entirety, shall continue to remain in full force
and effect.
d. NON-ASSIGNABILITY – Neither party may assign its rights

and obligations under this Contract without the prior written
consent of the other Party.
e. INDEMNITY CLAUSE – Both parties hereby agree that each

party shall be liable for all damages and liabilities caused or
incurred by the fault or negligence of its own officers,
employees, agents, visitors, clients, customers, and agents.
Pursuant thereto, each party shall indemnify, and hold the
other free and harmless from ant and all claims, demands,
actions, obligations, losses, damages, injuries, liabilities, and
proceedings whatsoever, made against the latter by any
person by reason of the fault or negligence of the former, its
officers, employees, agents, visitors, clients, customers, and
agents, and against all cost and expenses incurred with
respect of such claims, demands, actions, obligations, losses,
damages . injuries, liabilities, and proceedings.
f. AUTHORIZED SIGNATORY – Albert Mondego, an employee of

the CLIENT is the authorized signatory to sign Contract and
Agreements, receive and sign on all delivery receipts of the
merchandise or Vending Machine(s) delivered by the OWNER
to the CLIENT. The specimen signature of Albert Mondego is
provided herein on top of the signature of the CLIENT.

Specimen signature:
Sgd. Sgd.
Edmond Dantes Abbe Faria
Owner Client
WITNESSES:
Dante Alighieri Beatrice Portineri
ACKNOWLEDGMENT

personally appeared Edmond Dantes with Community Tax Certificate
and Abbe Faria with Community Tax Certificate No. 19-987654 issued
on January 3, 2019 at Bacoor, Cavite, both known to me and to me
WITNESS MY HAND AND SEAL this 5 th day of March, 2019 at

NOTARY PUBLIC
Doc. No. 3;
Page No. 14;
Book No. 2;
Series of 2019;
CONTINUING GUARANTY IN LETTER FORM
Dante Alighieri
Liability Principal Amount: P 500,000.00
Gentlemen:
1. For valuable consideration, the undersigned GUARANTORS
jointly and severally unconditionally guarantee the payment
when due, upon maturity acceleration, or otherwise, of all or any
of the above-named BORROWERS indebtedness to Bank. If all or
any of such indebtedness becomes due and payable hereunder,
we, GUARANTORS herein, jointly and severally unconditionally
promise to pay the debt of Dante Alighieri to the Bank, or order,
on demand. The word ‘indebtedness’ is used herein in its most
comprehensive sense. It includes all or any of BORROWER’S
existing or future advances, debts, obligations and liabilities,
whether voluntary or involuntary, and however arising, absolute
or contingent, liquidated or unliquidated, determined or
undetermined, whether the indebtedness is, from time to time,
reduced or extinguished ,and thereafter increased or incurred,
whether BORROWER is liable individually or jointly with others,
whether recovery upon the indebtedness is now or later becomes
barred by any statute of limitations, or whether the indebtedness
is now or later becomes otherwise unenforceable.
2. As GUARANTORS, our obligations hereunder are joint and

several and independent of BORROWER’S obligations. A separate
action or actions may be brought and prosecuted against us, the
GUARANTORS, regardless of whether action is brought against
the BORROWER or whether BORROWER is joined in any such
action or actions.
3. We, the GUARANTORS, herein by authorize the Bank without

notice or demand, and without affecting or impairing their
liability hereunder, from time to time to renew, compromise,
extend, increase, accelerate, or otherwise change the time of the
payment of, or otherwise change the terms of the indebtedness
or any part thereof, including increase or decrease of the rate of
interest thereon within the limit, provided by law. The Bank may,
without notice, assign all or part of this guaranty.
4. We, the GUARANTORS, hereby waive any right to require the

Bank to: (a) proceed against the Borrower or any other party;
(b) proceed against or exhaust any security held from
BORROWER; or (c) pursue any other remedy in Bank’s power,
and we hereby waive any and all defenses of whatever nature
based on or arising out any defense of the BORROWER other
than payment in full of the indebtedness. Bank may judicially or
extra judicially foreclose on any security as the Bank is hereby
appointed attorney-in-fact of the GUARANTOR to sell at public
auction any security being held by it. We, the, hereby waive any
defense arising out of any election by Bank, even though the
election operates to impair or extinguish any right of
reimbursement or subrogation or other right or remedy if the
GUARANTORS against the BORROWERS on any security. Until all
the BORROWER’S indebtedness to Bank has been paid in full,
even though the indebtedness exceeds GUARANTOR’S own
liability hereunder, we as GUARANTORS, shall have no right of
subrogation, and waive any right to enforce any remedy which
bank now has or may hereafter have against BORROWER, and
waive any benefit of, and any right to participate in security now
or hereafter held by Bank. All presentments, demands and all
kinds of notices of whatever nature are hereby unconditionally
waive. GUARANTORS assume all responsibility for being and
keeping themselves informed of BORROWER’S financial condition
and assets, and of all other circumstances bearing upon the risks
of nonpayment of the indebtedness and the nature, scope and
extent of the risk which GUARANTORS assume and incur
hereunder, and agree that Bank shall have no duty to advise
GUARANTORS of information known to it regarding such
circumstances or risks.
5. In addition to the amounts guaranteed hereunder, we the

GUARANTORS, hereby jointly and severally agree to pay
reasonable attorney’s fees equivalent to 3% of whatever amount
due and collectible and all other costs and expenses incurred by
Banks in enforcing this guaranty or in any action or proceeding
arising out of, or relating to this guaranty. This guaranty and the
liability and obligations of GUARANTORS hereunder are binding
upon GUARANTORS and their respective heirs, executors,
administrators, successors, and assigns, and inures to the
benefit of and is enforceable by Bank and its successors,
transferees and assigns.
6. In addition to all liens upon, and right of set-off against the

monies, securities, or other property of GUARANTORS, given to
the Bank, the latter shall have a lien upon and a right to set-off
against all monies, securities and other property of
GUARANTORS now or hereafter in the possession of or on
deposit with Bank, whether held in a general or special account
or deposit, or for safe keeping or otherwise. Every such lien and
right of set-off may be exercised without demand upon or notice
to us, the GUARANTORS.
7. No right or power of Bank hereunder shall be deemed to have

been waived by any act or conduct by it, by any neglect to
exercise such right or power, or by any delay in so doing. Every
right or power shall continue in full force and effect until
specifically waived or released by Bank in writing as its terms
and provisions may not be waived, altered, modified, or
amended except in writing duly signed by authorized officer of
the Bank and by GUARANTORS.
8. If any provision of this guaranty contravenes or is held invalid

under the laws, this guaranty shall be construed as if not
containing those provisions and the rights and obligations of the
parties shall be construed and enforced accordingly.
In witness whereof the undersigned GUARANTORS have
executed this guaranty on 5th day of March 2019.
Edmond Dantes
(Name of Guarantor)
Address: 123 Isle Road, Alabang, Muntinlupa
Abbe Faria
(Name of Guarantor)
Address: 123 Circle Street, Anabu I, Bacoor, Cavite

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PREPARED BY: ISLA, KRISTINA M.

ORDINARY FORM OF ACKNOWLEDGMENT

REPUBLIC OF THE PHILIPPINES

At the locality above-mentioned on this 21 st day of March 2019,

Doc. No. 30;

REPUBLIC OF THE PHILIPPINES

The Testator and his instrumental witnesses, known to me and to me

REPUBLIC OF THE PHILIPPINES

Name Competent Identity Date

All personally known to me to be the same persons who executed the

PANGALAN NUMERO NG PETSA AT LUGAR

Mari Mario PRC ID 1/15/17/Manila

Jon Mario Passport 2/15/17/Manila

At pinatunayan nila sa akin na ang naunang kasulatan ay Malaya

Ang kasulatang ito ay may 8 pahina kasama ang pahinang ito na

SAKSI ANG AKING LAGDA AT TATAK ngayong ika-12 ng Pebrero,

SUBSCRIBED AND SWORN to before me this 19 th day of March,

SUBSCRIBED AND SWORN to before me this 19 th day of April

LUMAGDA AT SUMUMPA SA AKING HARAP, ngayong ika-22 ng

SUBSCRIBED AND SWORN to before me on 14 th day of January,

SUBSCRIBED AND SWORN to before me on 15 th day of January,

SALE OF PERSONAL PROPERTY – GENERAL FORM

REPUBLIC OF THE PHILIPPINES)

SALE OF PERSONAL PROPERTY

KNOW ALL MEN BY THESE PRESENTS:

I, MARTIN A. KING, of legal age, residing at #23

One (1) Powergen Diesel Generator SFD4000 Black

I further covenant with the said NESTOR C. ACUPAN, that I own,

IN WITNESS WHEREOF, the parties hereunto affixed their

Signed in the presence of:

CHRISTY E. CRUZ LINDA B. ALORAN

REPUBLIC OF THE PHILIPPINES)

KNOW ALL MEN BY THESE PRESENTS:

I, CARLOS A. PELAYO am the absolute owner of a motor vehicle

Engine No. : D4FAAU909580

Chassis No. : JT152EEA100302159

Plate No. : BED 2516

For and in consideration of Three Hundred Thousand Pesos

IN WITNESS WHEREOF, the parties hereunto affixed their

TERESA C. PEREZ MALU B. DORERO

REPUBLIC OF THE PHILIPPINES)

SALE OF PERSONAL PROPERTY IN INSTALLMENT, WITH

KNOW ALL MEN BY THESE PRESENTS:

This AGREEMENT made and executed in Pasay City this 21 st day

MARICRIS C. CHEN, of legal age, married, residing at #115D

1. That the VENDOR – MORTGAGEE is the absolute owner of

Engine No. : E8HCCU812326

Chassis No. : RC021IAS112542352

Plate No. : CEF 3596

2. That for and in consideration of the sum of TWO HUNDRED

(a) The sum of ONE HUNDRED THOUSAND PESOS shall be

P50,000.00 on April 20,2019;

P50,000.00 on May 20, 2019

IN WITNESS WHEREOF, the parties hereunto affixed their

[AFFIFAVIT OF GOOD FAITH]

MARICRIS C. CHEN NINA T. GERMAR

CLEO A. VENTURA MARICEL T. EDUARTE

BUYER’S PURCHASE ORDER