MEMORANDUM OF AGREEMENT

KNOW ALL MEN BY THESE PRESENTS:

This Memorandum of Agreement was made and entered into by and

between:

__________________, of legal age, Filipino, married and a

resident ____________________________, (hereinafter referred to
as the "FIRST PARTY");

AND

__________________, also of legal age, Filipino, married

and a resident of resident ____________________________
(hereinafter referred to as the SECOND PARTY).

WITNESSETH THAT:

WHEREAS, the FIRST PARTY is the registered owner of

_________________, to be known hereto as the Cooperative;

WHEREAS, the SECOND PARTY has agreed with the FIRST PARTY to
become a Member of the Cooperative;

WHEREAS, the SECOND PARTYs membership to the Cooperative shall

vest him the right to engage in business with the FIRST PARTY;

WHEREAS, the profits derived from the business activities of the

Cooperative shall be apportioned based on percentage rate to be agreed upon
by the parties and reduced into a public document;

WHEREAS, all obligations incurred by the Cooperative prior to the

execution of this Agreement shall be borne and suffered by the Cooperative;

NOW THEREFORE for and in consideration of the foregoing premises,

the parties, under certain terms and conditions agreeable to them, do hereby act,
perform and carry out the following:

a) Project: OMT

b) Funding and Budget: Shall be derived from sales of

products, pay-ins and rewards

c) Project Schedule: Commenced on September 28,

2015 to September 27, 2016

d) Specifications: A notarized agreement signed by

the parties shall be sufficient
proof of involvement in the
business

e) Rights and Responsibilities of the Parties

The parties shall work together to determine and enhance the

progress of the business activities under this Agreement. They shall

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 endeavor to maintain, sustain, protect and preserve the Cooperative
with the end in view of achieving its optimum performance and a
satisfying outcome in its business activities by strict compliance and
adherence to acceptable business standards

Any decision on a particular issue concerning the Cooperative

and its business activities shall be discussed and voted upon in a
meeting called for the purpose. The decision shall be obtained through
the majority votes cast from the entire membership of the Cooperative
including its officers.

Cooperative Members who are claimants of unfulfilled obligations

by the Cooperative shall present their receipts to the assigned
Member-Officer who in turn, shall verify the authenticity and validity of
the said receipts for payment. If the result of the verification is
satisfying, the Member-Officer shall forward the verified receipts to the
Owner for his approval and payment of the indebtedness by the
verifying Officer-Member shall forthwith proceed. Application for
claiming unfulfilled obligations shall be made beforehand by plain
presentation of the receipts duplicate copy.

WHEREAS, this agreement shall be effective upon its signing;

WHEREAS, the parties hereby agree that all the covenants, terms and
conditions herein contained shall be deemed essential conditions thereof and
that if default or breach be made with of any such conditions, the defaulting party
shall be liable for damages which the non-defaulting party may claim against the
defaulting party in the proper time and forum;

WHEREAS, any modification of this agreement or additional obligation

assumed by either of the parties in connection with this agreement shall be
binding only if evidenced in writing, signed by the parties or their authorized
representatives;

WHEREAS, this agreement shall be binding upon the parties and the
same shall inure to their benefit;

WHEREAS, this agreement shall constitute the entire agreement by and

between the parties except as expressly herein stated;

WHEREAS, the FIRST PARTY and the SECOND PARTY are both willing
to implement the provisions of this Memorandum of Agreement as soon as
possible;

Both parties have hereunto affixed their signatures in good faith to abide
by the provisions of this agreement and its concomitant implementation.

Done this 29th day of September, 2015 at ________________, Laguna.

____________________ _______________________
FIRST PARTY SECOND PARTY

Sign in the Presence of:

_____________________ _____________________

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 ACKNOWLEDGMENT
REPUBLIC OF THE PHILIPPINES)
CITY OF ___________________ ) Sc.
PROVINCE OF LAGUNA )

Before me a Notary Public for and in the Province of Laguna this 29th day
of September, 2015, personally appeared:

Name: ID.No. Date Place

__________________
__________________
Known to me to be the same person who executed this instrument and they
acknowledged before me that the same is their free act and voluntary deed.

This Instrument consists of only three (3) pages, including this page in
which this acknowledgment is written, duly signed by all parties and their
instrumental witnesses on each and every page hereof.

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

Doc No. _______;

Page No. ______;
Book No. ______;
Series of 2015

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