RETAINER CONTRACT

KNOW ALL MEN BY THESE PRESENTS:

This CONTRACT is made and executed by and between:

(RETAINER)

- and –

_________________________, an associate lawyer of (DETAILS)

WITNESSETH: That –

WHEREAS, the ATTORNEY has offered its professional legal services to the
CLIENT and CLIENT agrees to retain the professional legal services of the LAW FIRM
under a retainership basis, subject to the terms and conditions hereinafter stipulated:

NOW THEREFORE, for and in consideration of the mutual covenants and agreements
herein agreed upon, the CLIENT and the ATTORNEY, by these presents, have entered, as
they hereby enter, into a contract of service whereby the ATTORNEY shall render legal
services to the CLIENT, under the following terms and conditions:

1. The term or duration of this contract shall be for one (1) year effective upon
signing of this agreement and shall automatically renewed on a year to year basis
unless either party pre-terminates the same upon serving a thirty (30) day-prior
written notice to the other party, without need of cause;

2. The ATTORNEY, while in the performance of his duties, shall be entitled to a fixed
monthly retainer fee of THREE THOUSAND PESOS (P 3000.00);

3. The ATTORNEY shall make himself available for ready consultation by the CLIENT
or its duly authorized officers in all matters or business requiring legal
advice and opinion affecting the said corporation in general such as legal advices in
relation to company operations, not only in the main branch of the corporation but
also in all branches of the CLIENT. The ATTORNEY shall also make himself
available for consultation on all matters involving the employees of the CLIENT in
relation to the Department of Labor and Employment. Written opinions rendered by
the ATTORNEY on matters affecting the business and operations of the corporation
shall be subject to confirmation by the CLIENT;

4. The ATTORNEY shall be responsible in checking to be entered into by the CLIENT

with third parties. The ATTORNEY should inform the CLIENT if the provisions of the
contract violate the pertinent laws and regulations of the Republic of the Philippines;
5. In cases of any unpaid loans and debts by debtor third parties to the CLIENT, the
ATTORNEY shall be responsible for drafting and signing the LETTER OF
REMINDER, FIRST DEMAND LETTER, SECOND DEMAND LETTER and the
FINAL DEMAND LETTER which shall be given to the non-paying third party;
The Demand Letter sent to the third party shall contain the full amount
(principal and interest) of the loan or debt of the debtor with a charge of ten percent
(10%) attorney’s fees against the said debtor third party. In case the CLIENT, in an
amicable settlement with the debtor third party, agrees to waive the 10% attorney’s
fees charge to the debtor third party, the CLIENT shall give an amount equal to five
percent (5%) of the amount of money that the CLIENT will receive from the debtor
third party;

6. The ATTORNEY shall also be responsible for drafting DEMAND LETTERS against
collectors and employees of the CLIENT who deliberately keeps the money that they
are collecting, in relation to the CLIENT’s business, to themselves rather than
remitting it to the CLIENT;

7. The ATTORNEY shall handle other cases as referred to it by the CLIENT for a fee
that shall be determined by mutual agreement of the ATTORNEY and the CLIENT,
on a case to case basis, such as, but not limited to, all suits or cases for or against
the CLIENT, including officers and employees of the CLIENT sued in their official
capacity;

8. The ATTORNEY shall not compromise or settle judicially or extra-judicially any

account, collection or suit wherein the CLIENT is a party, without the
consent and conformity of the CLIENT or his duly authorized officer;

9. Routinary expenses for mailing of demand letters, pleadings to court and copies
thereof to adverse parties, costs of photocopy of evidentiary documents,
payment of stenographic notes, costs of publications of notices, as well as filing
fees and other legal expenses in court and other appropriate government offices
shall be for the account of the CLIENT;

10. The ATTORNEY shall, whenever requested by the CLIENT take immediate
measures to investigate the facts and ascertain the legal position of the CLIENT
concerning any accidents, claim or liability, and shall on such cases do what may be
required for the protection of the CLIENT. The ATTORNEY may represent the
CLIENT in all suits and proceedings pending or which may be pending in Iloilo or its
environs wherein the CLIENT is a party, or its rights or interest are involve, at the
direction of the CLIENT;

11. The ATTORNEY shall submit to the CLIENT, as required, written reports on all
pending matters handled by the ATTORNEY for the CLIENT;

12. With certain exceptions, the ATTORNEY shall notarize all the corporate board
resolutions and all other documents of the CLIENT that requires notarization and the
 notarial fee shall be included in the Retainer Contract’s fees. The following legal
documents shall have a different notarial fees:

a. Contracts of employees of the CLIENT – ________________ PER DOCUMENT

b. Deeds of Sale
1. FIVE HUNDRED PESOS FOR DEEDS OF SALE HAVING AN AMOUNT
OF P1.00 – P150,000.00.
2. TWO THOUSAND PESOS FOR DEED OF SALE HAVING AN AMOUNT
ABOVE P151,000.00

13. The ATTORNEY, in addition to the herein enumerated services, shall

well and faithfully serve the CLIENT and shall at all times devote its whole
time and attention to the assignments and tasks given and/or entrusted to it by the
CLIENT and shall do and perform all such services, acts and things connected
therewith as the CLIENT shall from time to time direct; nor shall the ATTORNEY at
any time get itself in a situation where a conflict of interest may arise between
those of the CLIENT and the ATTORNEY and/or its CLIENTS;

14. The ATTORNEY shall not, either during the term of this contract or any time
thereafter, use or disclose to any person, office, corporation or entity any confidential
information concerning the affairs of the CLIENT which he may have acquired in the
course of or as incident to this contract for his own benefit, or to the detriment or
probable detriment of the CLIENT;

15. It is understood and agreed that nothing in this contract shall be construed as
establishing the relationship of employer-employee between the CLIENT and the
ATTORNEY, including its personnel;

16. Any violation of the terms and conditions of this contract by the CLIENT shall give
the CLIENT the option to rescind or cancel immediately the contract without
necessity of judicial proceedings;

17. The CLIENT reserves the right to terminate this Agreement without need of cause or
reason upon thirty-day written notice to the ATTORNEY.

IN WITNESS WHEREOF, the parties have signed this instrument this

___________________ at Iloilo City, Philippines.

RETAINER NAME ATTORNEY

Client Attorney
SIGNED IN THE PRESENCE OF:

_________________ _________________
Witness Witness