MEMORANDUM OF UNDERSTANDING

THE PUBLIC IS INFORMED:

This Memorandum of Understanding (MOU) is entered into this ___ day of _____ 2017 in
_____________ by and between:

The PHILIPPINE POSTAL CORPORATION (PHLPOST), a Philippine government-owned

3RD.PH TELCO, INC., a domestic corporation organized and existing by virtue of Philippine
laws with principal address at Unit 705, 20 th Drive Corporate Center, 20 th Drive, BGC, Taguig City,
herein duly represented in this act by its President, Jerahmeel B. Chen, herein referred to as “3RD.NET”.

Both PHLPOST and 3RD.NET shall hereinafter be referred to collectively as PARTIES.

ANTECEDENTS:

A. 3RD.NET has presented to the PHLPOST Board of Directors the concept of the postal corporation
becoming the Internet Service Provider (ISP) of the government entitled as the PHLPOST.NET Project;

B. PHLPOST recognizes the business potential and social impact of commissioning a long-term, high-
capacity undersea cable and above-earth wireless internet connection and distributing internet-based
content via long-range, high-capacity TV White Space technology to the unserved and underserved areas
of the country; and

C. PHLPOST acknowledges the requirement of an Enterprise Resource Planning System (ERP) in order
to modernize and incorporate the business model of an ISP as suggested by the PHLPOST.NET Project.

ACCORDINGLY, the PARTIES hereto mutually agree as follows:

I. Scope. – This MOU shall refer to the re-engineering of PHLPOST to adapt the PHLPOST.NET
Project to become an ISP. More important, it shall pursue a build-own-operate concession agreement
under a Public Private Partnership (PPP) arrangement that includes the provision of long-term, high-
capacity undersea cable internet connection; distribution of long-range broadband internet using TV
White Space technology; creation of an R&D center for mobile internet applications; and the building of
Network Operations Center (NOC) inside an Internet Data Center (IDC).

II. Duties and Responsibilities of 3RD.NET. – 3RD.NET shall:

1. Design, develop, and install Enterprise Resource Planning (ERP) software at and for the use
of the main office in tracking and monitoring mail matters at no procurement cost to
PHLPOST;

2. Prepare and submit a proposal for the terms of reference of ERP implementation;

3. Prepare and submit a separate proposal of the PHLPOST.NET Project that includes the
provisions for: i) long-term, high-capacity undersea cable and above-earth wireless internet
connection, ii) distribution of long-range broadband internet using TV White Space
technology, iii) creation of an R&D center for mobile internet applications, and iv) the
building of an NOC inside an IDC (“PPP Proposal”);

4. Prepare a proposal management plan and form a team to manage the PPP Proposal,
coordinate with relevant government agencies, and see through its approval.
III. Duties and Responsibilities of PHLPOST. – PHLPOST shall:

1. Allow 3RD.NET to conduct activities inside PHLPOST premises in the furtherance of the
ERP implementation;

2. Make data available necessary to inform the preparation of the proposals; and

IV. Public Information and Confidential Information. – Publicity and confidentiality of information
shall be governed/guided, thus:

1. PHLPOST may publicize its vision for modernization and ISP transformation. However, the
preparation of PPP Proposal shall not be preemptorily publicized in view of the proprietary
nature thereof. It shall give due regard to proprietary and confidential business and
operational information of 3RD.NET.

2. 3RD.NET may advise PHLPOST, at any stage of the Proposal Preparation and ERP
implementation, as to the materials, operational or business information that it considers
proprietary and confidential. It shall balance such determination with the need of the
Government to inform the public about its ICT programs and projects, in view of the clear
public interest implications thereof.

V. Conflict Resolution. – The PARTIES shall endeavour to engage in dialogue and settle amicably
should controversies arise between and among them. In case unavoidable disputes come into existence,
the PARTIES shall settle the same under the Rules of Arbitration of the Philippine Institute of
Arbitration by one or more arbitrators in accordance with the said Rules, before invoking any judicial
relief.

The PARTIES’ authorized representatives hereby sign this MOU on the place and date above
written.

PHILIPPINE POSTAL CORPORATION 3RD.NET

By: By:

JOEL L. OTARRA JERAHMEEL B. CHEN

WITNESSES:

AQUILINO S. BERNALDEZ, JR. LESTER B. HURTADO

REPUBLIC OF THE PHILIPPINES )

BEFORE ME, a Notary Public for and in the above jurisdiction, this ___ day of
_______________ at __________________, personally appeared:

NAME ID NAME & NO. EXPIRY DATE

who have satisfactorily proven to me their identity through their above-stated ID with name, number, and
expiry dates, that they are the same persons who executed and voluntarily signed the foregoing Contract
of Lease, which they acknowledged before me as their free and voluntary act and deed.

This instrument consisting of ___ pages, including this page whereon the acknowledgment clause
is written, signed by the parties and their instrumental witnesses on each and every page hereof, is sealed
with my notarial sea.

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

NOTARY PUBLIC

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