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CONTRACT OF LEASE

KNOW ALL MEN BY THESE PRESENTS:

This agreement made and entered into by and between:

XXX, a domestic corporation duly organized and existing under the laws of the Republic of the
Philippines with its office at XXX, Dumaguete City, Philippines and represented in this document by
its XXX, Filipino, of legal age and a resident of Dumaguete City, Philippines, hereinafter referred to as
the LESSOR;
-and-

XXX, a business entity registered in XXX, Philippines as single proprietorship under the name
of XXX and represented in this document by its proprietor XXX, Filipino, of legal age and a resident
of XXX, Philippines, hereinafter referred to as the LESSEE.

-WITNESSESTH-

WHEREAS, the LESSOR is the registered owner of a commercial building XXX;

WHEREAS, the LESSEE intends to lease a portion of the said Building, specifically called
XXX, with a ground floor area of XXX (XXX) square meters more or which shall hereinafter be
referred to as the LEASED PREMISES;

NOW THEREFORE, for and in consideration of the foregoing premises and the mutual
covenants hereunder stipulated the parties hereby and bind themselves as follows:

1. LEASED PREMISES. The LESSEE has offered to lease from the LESSOR and LESSOR
agrees to lease to the LESSEE the Leased Premises consisting of a ground floor area of XXX
(XXX) square meters more or less.

2. LEASE TERM. This Contract of Lease shall have a Lease Term of X years commencing
on XXX and ending on XXX. This Contract of Lease is renewable subject to renegotiation
between the parties. In the event that the LESSEE intends to renew this Contract of Lease, the
LESSEE must give the LESSOR written notice of such intention to renew not later than one
hundred eighty (180) days prior to the termination of the Lease Term.

3. RENTAL. The LESSEE shall pay unto the LESSOR by way of monthly rent the amount
of XXX, payable within the first five working days of each and every month without necessity
of demand, through XXX or its authorized representative at XXX. The rent, except as stated
hereof, shall not be adjusted or revised by the LESSOR or the LESSEE for any reason
whatsoever during the period of this Contract of Lease.

In the event LESSEE fails to remit or make good the payment for the monthly rental on due
date as above-stated and such failure was not corrected within 30 days from due date, the
LESSEE shall be charged a penalty interest corresponding to two percent (2%) per month on
the amount due, to be computed from date of delinquency up to the date of payment. If the
LESSEE fails to pay rent for five (5) consecutive months without valid reason and such failure
was not corrected within 30 days from receipt of written notice from LESSOR of such breach,
the LESSOR has the option to prohibit the LESSEE from entering the Leased Premises and
terminate this Contract of Lease. The parties have agreed to increase the rent on the Leased
Premises based on the following schedule;

RENTAL SCHEDULE FOR THE FIRST YEARS


PERIOD RATE/MONTH
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XXX XXX

XXX XXX

XXX XXX

XXX XXX

XXX XXX

4. VALUE-ADDED AND WITHHOLDING TAXES. The rent shall be subject to the


prevailing value-added tax and the five percent (5%) withholding tax, which shall be computed
as follows:
(e.g. for the first year, with a 12% value-added tax)
Rent: P XXX
Add: 12% VAT XXX
P XXX
Less: 5% W/T XXX
Net Payment P XXX
=========
It is expressly understood that the LESSEE shall remit to the Bureau of Internal Revenue the
five percent (5%) withholding tax which is due on the 10th day of the following month for each
payment made to the LESSOR, or on such date as may be prescribed by the Commissioner of
Internal Revenue. It is further understood that the LESSEE shall furnish the LESSOR the
Certificate of Tax Withheld on all the taxes withheld not later than the 15th Day of the
following month on which payment was made.

5. SECURITY DEPOSIT. The LESSEE, upon signing of this Contract of Lease shall make a
security deposit in the amount of XXX equivalent to six (6) months rent of the first year as the
Security.

The LESSOR shall apply the said deposit toward the payment of all obligations of the LESSEE
other than the Lease Rental, including but not limited to water, electricity and other utilities or
any damage on the Leased Premises, which remain unpaid upon the expiration of this Contract
of Lease. Any balance from said deposit shall be returned by the LESSOR to the LESSEE
without interest within thirty (30) days from the termination of this Contract of Lease and
return of the Leased Premises to the LESSOR without any need for demand or notice. It is
likewise understood, that the Security Deposit shall not be deemed a measure of the damages
that the LESSOR may collect from the LESSEE under this Contract of Lease.

6. CONDITION OF PREMISES. The LESSEE accepts the Leased Premises from the
LESSOR in its existing condition. All other improvements, done with the approval of the
LESSOR, including but not limited to walling and partitions, and railings, kitchen facilities,
such as sinks, ovens and cabinets, fire sprinkler system, smoke detectors, toilets, painting,
electrical lightings, electrical systems, doors, doorknobs and padlocks, signage, and other items
not specifically mentioned shall be the LESSEEs responsibility. Moreover, all air-conditioning
systems installed shall be for the account of the LESSEE.

7. USAGE AND SUBLEASE. The LESSEE agrees to lease the Leased Premises for the sole
purpose of operating a XXX. It is expressly understood that the LESSEE shall not use the
Leased Premises in the sell, display and transactions of Contraband goods, pornographic
materials and other illegal items. The LESSEE shall not sublease the building and its premises
or any portion thereof to any person or entity.
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8. PARKING AREA. The LESSOR shall provide parking spaces in front of the Leased
Premises, free of charge, for the exclusive use of the LESSEE, its officers, employees and
clients which the LESSEE shall have control of the said area.

9. ALTERNATION AND IMPROVEMENTS. The LESSEE is hereby granted permission to


make such alterations, additions or improvements on the Leased Premises as it may deem
necessary for the conduct of its business, at its own expense. Any and all additions or
improvements so introduced shall belong to the LESSOR upon the expiration or pre-
termination of the Contract of Lease.

10. LESSORS WARRANTY. The LESSOR hereby warrants and guarantees the peaceful
possession and enjoyment of the Leased Premises by the LESSEE during the period of the
Contract of Lease, except disturbance and/or discontinuance of possession by the LESSEE
caused by acts or circumstances beyond the control of the LESSOR, such as but not limited to
war, fire, earthquake, civil disturbance and other events of similar nature. Furthermore, the
LESSOR shall not be liable nor responsible for the following:

a. the presence of bugs, vermin, termites, ants, insects, if any, in Leased


Premises.
b. Failure of water supply and/or electric power and other utility services.
c. Any injury, loss or damage, which the LESSEE, its agents, guests, and clients
might sustain within the Leased Premises due to any cause whatever.

11. TAXES AND OTHER CHARGES. The LESSOR shall pay all realty taxes and charges
on the Leased Premises. The LESSEE shall pay, bear, and discharge future real property taxes
and all other taxes due upon improvements introduced in the Leased Premises such as but not
limited to air-conditioning units, and generators. Documentary Stamps Tax in connection with
the execution of this Agreement shall be for the account of the LESSEE.

12. MAINTENANCE OF THE PREMISES. The LESSEE, at its own cost, agrees to
maintain the Leased Premises in good, satisfactory, clean and sanitary condition as when
received from LESSOR, and at the expiration or termination of the Contract of Lease, to
promptly surrender the said Leased Premises in as good condition as when received, allowing
reasonable deterioration, wear and tear included. The LESSEE agrees to allow the LESSOR to
enter the Leased Premises from time to time during reasonable hours of the day for inspection
purposes in the presence of LESSEEs REPRESENTATIVE. It is further agreed that the
LESSOR shall be responsible for the acts of this duly authorized representative during such
inspections.

LESSEE shall maintain rain gutters, down spouts and all doors, both interior and exterior, and
make all other ordinary repairs to the interior of Leased Premises, including repairs pertaining
to water, sewer and toilet facilities such as but not limited to toilet fittings and lavatory.
LESSEE will permit no waste, damage or injury to the Leased Premises, and at LESSEE's own
cost and expense, will keep all drainage pipes free and open and will protect water, and other
pipes so that they will not get clogged and will repair all leaks and will also repair all damages
caused by leaks or by reason of LESSEE's failure to protect and keep free and open any of the
pipes and plumbing on Leased Premises.

In the event that the LESSEE shall fail to comply satisfactorily with above conditions, the
LESSOR may at its discretion, perform the required repair/maintenance, for the benefit of other
affected LESSEES or to prevent further damage to Leased Premises. The commercial and
reasonable cost of such repair/maintenance shall be charged to the LESSEE.

13. MAINTENANCE OF TOILET FACILITIES. The LESSEE shall, at its own expense,
furnish its own janitorial services, waste removal and such other services as LESSEE may find
necessary or desirable in connection with its use and occupancy of the Leased Premises.
LESSEE shall keep the toilet facilities, drains, pipes, plumbing apparatus in the Leased
Premises in good repair and clean condition. LESSEE shall be responsible for the cost of
cleaning, repairing or replacing any of the same when clogged or damaged due to leaks caused
by LESSEEs negligence. LESSOR shall keep and maintain all additions, improvements and
installations introduced by it in good repair and clean working condition.
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14. REPAIRS. Upon acceptance of the concrete shell structure as described in Section 6, the
LESSEE shall bind itself to undertake at its exclusive expense ordinary repairs such as but not
limited to replacements of light bulbs, lost or broken handles, lost keys, toilet fittings and
lavatory, installation and removal of appliances, including restoration of any changes, or
breakage due to the fault of the LESSEEs employees and that the LESSEE maintains the
quality of the fixtures and appurtenance of the Leased Premises.

The LESSOR shall make all necessary repairs of any damage that is structural in nature,
whether the damage resulted from acts of God or from defects in the structural design of the
Building.

15. THIRD PARTY LIABILITY. The LESSEE, during its occupancy of the Leased Premises,
shall hold the LESSOR free and harmless from any damage, liability or as a consequence of,
the use of the Leased Premises by the LESSEE, his agents, employees and customers, or by
reason of theft, robbery and other crimes committed in or about the Leased Premises, except
when such damage were done by Force Majeure and provided further that the same was not due
to the fault or negligence of the LESSOR.

16. LIABILITY ON MERCHANDISE. LESSEE shall hold LESSOR free and harmless from
any damage or loss of merchandise and properties of the LESSEE during the Lease Term.

17. FORCE MAJEURE. In case the premises or any part thereof is damaged, destroyed or in
any way rendered unfit for the purpose for which it was leased by reasons, cause or
circumstances beyond the control of both parties such as but not limited to earthquakes, fire,
floods, etc. or when the further stay in the Leased Premises would adversely affect public
interest the Contract of Lease shall be terminated at the option of either the LESSOR or the
LESSEE without fine or penalty.

18. UTILITIES. The LESSEE shall be responsible for all utility bills such as electricity,
telephone/data and water connections including the application, processing, permits, initial
connection costs, fees and the establishing of accounts with such utility entities.

It is expressly understood that all utility bills in the Leased Premises, shall cover all usages up
to the date when the LESSEE actually vacates it in accordance with the terms and conditions of
this Contract of Lease.

The LESSEE is obliged to comply with all the laws, ordinances, rules and regulations whether
those of the City of Dumaguete or those of the Republic of the Philippines concerning police,
sanitation, fire prevention, public health and safety applicable to the Leased Premises.

19. SIGNAGES. The installation of signage shall be allowed provided that the LESSOR,
which approval shall not be unreasonably withheld or delayed, shall have previously approved
the design and positioning of such. It is expressly understood that the LESSEE shall secure the
necessary permits for the installation of the signage with the proper government authorities and
likewise the LESSEE shall be responsible for all fees pertaining to the installation of such
signage.

20. COMPLIANCE WITH LAW. The LESSEE shall promptly comply with all applicable
laws, ordinances and regulations of the national, provincial, city or municipal government or
other authority pertaining to the use and occupancy of the Leased Premises. The LESSEE shall
be responsible for securing the necessary permits and licenses and the payments therefore.

21. RETURN OF THE LEASED PREMISES. Upon the expiration of the period of the
Contract of Lease or of its renewal or extension, the LESSEE shall peacefully vacate the
Leased Premises and restore possession thereof to the LESSOR in as good condition as at the
time of the delivery to the LESSEE, ordinary wear and tear excepted.

22. KEY. The LESSEE shall turn over to the LESSOR all keys of the Leased Premises,
including duplicates, at the expiration of the Lease Term.
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23.TERMINATION OF THE LEASE. LESSEE agrees to return and surrender the Leased
Premises at the expiration of the term of this Contract of Lease in as good condition as
reasonable wear and tear will permit and without delay whatsoever, devoid of all occupants,
furniture, machinery, equipment, signage, and articles and effects of any kind, other than such
alterations, additions or improvements which cannot be removed without damaging the Leased
Premises.

24.PREMATURE TERMINATION OF LEASE. Should the LESSEE, for any reason, vacate
the Leased Premises at any time before the expiration of the period agreed upon in this
Contract of Lease, the LESSEE shall pay to the LESSOR as penalty a sum equivalent to fifty
percent (50%) of the monthly rental corresponding to the unexpired period of this Contract of
Lease which shall be immediately payable to the LESSOR without the necessity of demand.

25. NON-WAIVER. The failure of any of the parties to insist upon a strict performance of any
of the terms and conditions of this Contract of Lease shall not be deemed as a relinquishment or
waiver of any rights or remedy that one of the parties may have against the other, or of any
subsequent breach or default by one of the parties of the terms and conditions of this Contract
of Lease. No waiver by the parties of any of their rights under this Contract of Lease shall be
deemed to have been made, unless expressed in writing and signed by the party making the
waiver.

26. SEPARABILITY. Any portion or provision of this Contract of Lease that may be
prohibited or unenforceable under the Laws of the Republic of the Philippines shall be
ineffective to the extent of such prohibition or unenforceability, without affecting the validity or
enforceability of the remaining provisions thereof.

27. ABANDONMENT. In case the LESSEE will abandon the Leased Premises before the
expiration of the Contract of Lease without leaving the keys to the LESSOR, the LESSEE
hereby authorizes the LESSOR to break open the door of the leased commercial space.
Should there be properties owned by the LESSEE inside the premises, the LESSEE further
authorizes the LESSOR to safe keep them in a stockroom to be determined by the LESSOR.

In such event, the LESSEE agrees to pay the LESSOR a reasonable fee and/or rent for
safekeeping the formers properties, which amount shall not be less than Twenty Percent (20%)
of the value thereof.

Should the LESSEE not claim the properties and pay their contractual obligation to the
LESSOR despite demand, the LESSOR may proceed with the legal action against the LESSEE,
with the said properties as a first lien on the judgment.

28. BREACH AND DEFAULT. Failure by the LESSEE to perform and comply with any and
all terms and conditions of this Contract of Lease shall constitute a breach thereof and shall be
cause for termination of this Contract of Lease. Except for the obligation to pay the lease rental,
which is provided under Section 3 of this Contract of Lease, the LESSEE may be given thirty
(30) days from LESSORS notice to the LESSEE to remedy the same. Failure on the part of the
LESSEE to cure the breach within the period provided herein shall constitute an event of
default and the LESSOR is entitled, in addition to such other rights and remedies provided
under the law, to the right to collect damages, cost of collection, expenses of litigation and
reasonable attorneys fee. However, LESSOR shall not declare a default if LESSEE has
commenced to cure such default and is pursuing the same diligently. Likewise, should
LESSOR fail to comply with its obligations under this Contract of Lease, LESSOR shall be
given thirty (30) days after written notice to cure such breach. Failure to cure the breach within
the period provided herein shall constitute an event of default but LESSEE shall not declare a
default if LESSOR has commenced to cure such default and is pursuing the same diligently.

29. VENUE FOR LEGAL ACTION. Both parties agree that any suit arising from the
Contract of Lease shall be brought before the proper courts of Dumaguete City, hereby waiving
any other venue.
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28. BINDING EFFECT. This Contract of Lease shall be binding upon, and shall inure to
the benefit of the successors-in-interest, heirs and assign both parties.

IN WITNESS WHEREOF, the parties here to have set their hands on this ____day of _____________,
2017 at Dumaguete City, Philippines

XXX XXX
By: By:
_____________________________ ___________________________
XXX XXX
Treasurer Proprietor

SIGNED IN THE PRESENCE OF:

_______________________________ _________________________
XXX

ACKNOWLEDGEMENT

REPUBLIC OF THE PHILIPPINES )


) S.S.

REPUBLIC OF THE PHILIPPINES )


Dumaguete City )

BEFORE ME, this ___ day of ________2017 at Dumaguete City, Philippines, personally appeared
XXX with Drivers License No. XXX issued Dumaguete City and XXX with Drivers License No.
XXX, issued at XXX known to me to be the same persons who executed the foregoing Contract of
Lease and they shall subscribed that they executed the same as an act of their free will and deed and
the principal they represent.

IN TESTIMONY WHEREOF, I have hereunto affixed my signature and notarial seal this _____ day of
__________, 2017 at Dumaguete City, Philippines

Notary Public

Doc. No._________;
Page No._________;
Book No._________;
Series of 2017.

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