Memorandum of Agreement: - A Corporation Duly Organized and Existing First Party

MEMORANDUM OF AGREEMENT
This agreement made and executed by and between:
________________________ a corporation duly organized and existing

under and by virtue of the laws of the Republic of the Philippines with principal
address at _________________________City., now and hereinafter called the
FIRST PARTY.
and
__________________________, of legal age, Filipino, and residing at

Victoria Towers Condominium Timog Ave., Quezon City, now and hereinafter
called the SECOND PARTY.
WITNESSETH
WHEREAS, the FIRST PARTY holds the intellectual property rights to the
concept of ____________________located at _______________________ City
invited the SECOND PARTY to be an investor;
WHEREAS, the SECOND PARTY is interested in investing in PRIME BAR 22;
NOW, THEREFORE, for and in consideration of the foregoing premise, covenants

and stipulation herein contained, both parties hereby agree on the following
terms and conditions.
1. that the FIRST PARTY is offering (10) investment slots of 5% per slot
with a total value of 1 million pesos;
2. that the minimum share is one (1) slot or the equivalent of Php100,000.00
(One Hundred Thousand Pesos) or 5% of the total capital;
3. that the SECOND PARTY shall have the right of first payment from
the monthly income EBITDA (earnings before interest, taxes, depreciation
and amortization) less 10% retained earnings of ____________________
and shall be distributed as dividend among the investors;
4. Monthly dividends shall be paid on the 12th day of the following month;
5. the SECOND PARTY has the right to access ______________________

books, inventories, records or any pertinent documents relevant to the
business operation; the SECOND PARTY may recommend hiring of
staff/s that will be needed in the operation of
_________________________;
6. the FIRST PARTY shall furnish monthly financial report to the SECOND
PARTY;
7. the SECOND PARTY shall have the right of first refusal in the event of
sale of slot/s by anyone of the investors however majority of the investors
must approve of the incoming investor;
8. the FIRST PARTY shall not enter into a credit or loan without the
consent of the SECOND PARTY, failure to notify shall mean ultra vires
act by the FIRST PARTY and the SECOND PARTY shall not be held
liable in the event of failure to comply with its payment;
9. the FIRST PARTY shall call for a regular meeting among the investors;
10.the FIRST PARTY has a lease contract period until

____________________.
11.the FIRST PARTY shall have sole and full ownership of all remaining
assets of __________________ upon expiration of the lease contract
without prejudice to the ROI of the SECOND PARTY. Cash on hand shall
be divided between FIRST PARTY & SECOND PARTY according to
share;
12.the FIRST PARTY shall have full management of __________________;
THE INVESTMENT
The SECOND PARTY agrees to invest the amount of

__________________________
(Php_____________) equal to one (1) slot offered by the FIRST PARTY.
ii
DIVIDEND
The FIRST PARTY shall pay the SECOND PARTY his/her dividend of the
monthly income of ________________ every ________ day of the following
month.
iii
NON-COMPLETION OF THE CLUB

DUE TO FORCE MAJEURE
The SECOND PARTY expressly agrees and accepts that the failure of the
FIRST PARTY to complete _______________ due to force majeure or acts
of God shall not be a ground to rescind or cancel this contract and the FIRST
PARTY has no liability whatsoever to the SECOND PARTY for such non-
completion;
iv
EXECUTION OF MEMORANDUM OF AGREEMENT
The Memorandum of Agreement shall be executed by the FIRST PARTY

upon full payment of the SECOND PARTY of the amount herein agreed
upon.
IN WITNESS WHEREOF, this AGREEMENT has been signed this ________

day of F_____________2015 at ____________________ City
_________________________ ______________________
2nd Party First Party
_________________________
President
__________________________ _______________________
Witness Witness
REPUBLIC OF THE PHILIPPINES)

__________________________) S.S.
SUBCRIBED AND SWORN to me on this 2nd day of Feb 2015 affiant exhibiting
to me his/her:
Name: (first Party)

CTC#___________________
Doc. # ________
Page # ________
Book # ________
Series of ________.

Memorandum of Agreement: - A Corporation Duly Organized and Existing First Party

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MEMORANDUM OF AGREEMENT

This agreement made and executed by and between:

________________________ a corporation duly organized and existing

__________________________, of legal age, Filipino, and residing at

WHEREAS, the SECOND PARTY is interested in investing in PRIME BAR 22;

NOW, THEREFORE, for and in consideration of the foregoing premise, covenants

5. the SECOND PARTY has the right to access ______________________

10.the FIRST PARTY has a lease contract period until

12.the FIRST PARTY shall have full management of __________________;

The SECOND PARTY agrees to invest the amount of

NON-COMPLETION OF THE CLUB

EXECUTION OF MEMORANDUM OF AGREEMENT

The Memorandum of Agreement shall be executed by the FIRST PARTY

IN WITNESS WHEREOF, this AGREEMENT has been signed this ________

REPUBLIC OF THE PHILIPPINES)

Name: (first Party)

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