SERVICE AGREEMENT

KNOW ALL MEN BY THESE PRESENTS:

This Service Agreement is made and entered into in ____________ this _____ day of
_________, 2017 by and between:

SOROSORO IBABA DEVELOPMENT COOPERATIVE (SIDC), a duly registered

cooperative under the Cooperative Development Authority and with business address at Sorosoro
Ibaba, Batangas City represented herein by its Chief Executive Officer, HON. RICO B.
GERON, hereinafter referred to as the FIRST PARTY;
-and-
DMB FIRE AND SAFETY ENTERPRISES INTERNATIONAL INC. a company organized
and existing under the Laws of the Philippines and having its registered office at Diversion Road
cor. Banaba Road, Batangas City, Philippines, represented herein by its Corporate
Secretary/Marketing Manager, PINES ELLA MAE I. BRUCAL and hereinafter referred to as
the SECOND PARTY.

WITNESSETH THAT:

WHEREAS, the FIRST PARTY desires to engage the services of a competent entity to supply,
supervise the use and maintenance of all of its existing fire extinguishers regardless of the brand;
WHEREAS, the SECOND PARTY has offered its services to the FIRST PARTY and represents itself
to be technically competent to engage in said services with the necessary equipment, if any, and personnel
to do the job;
WHEREAS, the FIRST PARTY has agreed to render such services to the SECOND PARTY with
consideration agreed upon;
NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth below and
other good and valuable consideration, the receipt, and sufficiency of which are hereby acknowledged,
the parties agree as follows:

1. That the FIRST PARTY hereby engages the SECOND PARTY to supply, supervise and ensure
the proper use of, regularly inspect, maintain and refill all the fire extinguishers (regardless of brand)
of the FIRST PARTY situated in:

a. SIDC Main Office

b. SIDC Feedmills
c. SIDC Central Warehouse
d. SIDC Petron Balagtas
e. SIDC Coop Mart - Tinga
f. SIDC Coop Mart - Conde
g. SIDC Coop-Mart - Bauan
h. SIDC Coop-Mart - Pallocan
i. SIDC Coop-Mart - Pinamucan
j. SIDC Coop-Mart - San Miguel

2. That the FIRST PARTY shall ensure that ALL fire extinguisher subjects for inspection will bear
the brand name OSPREY.

3. That as part of its services, the SECOND PARTY shall conduct a monthly inspection of all fire
extinguishers situated in the FIRST PARTY’s premises. Said inspection includes:
a. Inspection of safety pin and plastic seal to ensure security of the fire extinguishers from
accidental use;
b. Confirming the adequacy of the fire extinguisher’s pressure through examination of the
pressure gauge;
c. Guaranteeing the condition of the squeezer and handle for effective usage;
d. Securing the fire extinguishers’ hose from possible obstruction when used;
e. Assuring the suitability of the fire extinguishers’ chemical by carefully inverting the
cylinders to prevent compression of the chemical; and
f. Overall cleaning of each unit of fire extinguisher
4. That the SECOND PARTY will present monthly inspection reports to the FIRST PARTY as a
completion of the inspection.

5. That in the event that the fire extinguishers shall be discharged and/or for any cause need to be
refilled, the FIRST PARTY shall request for the same from the SECOND PARTY, and the latter
agrees to refill the same for the following price:

DRY CHEMICAL P 55.00 per pound

CARBON DIOXIDE P 55.00 per pound
AQUEOUS FILM FORMING FOAM P 55.00 per pound

6. That the price stipulated in Provision 5 is inclusive of the monthly inspection service. In the event
that there are fire extinguishers to be refilled in other branches of the FIRST PARTY, which
includes but not limited to:
a. SIDC Pig FarmTaysan
b. SIDC Matungao - Socorro Oriental Mindoro

-refilling price on the above areas shall be at P 45.00 per pound on Dry Chemical, Carbon
Dioxide and Aqueous Film Forming Foam.

7. That the SECOND PARTY shall notify the FIRST PARTY the scheduled refilling dates of all
the fire extinguishers in the inventory of the branches included in this agreement in not less than
thirty (30) days.

8. That the FIRST PARTY shall have their fire extinguishers refilled by the SECOND PARTY on
the scheduled refilling date, at the price stipulated in Provision 5.

9. That the SECOND PARTY agrees to pick up the cylinders for refill and deliver the refilled
cylinders free of charge to the FIRST PARTY.

10. That to every five (5) 10 lbs. capacity of fire extinguisher picked up, the SECOND PARTY
agrees to provide one (1) service unit (10 lbs. Dry Chemical) to the FIRST PARTY; However,
this is of the exception to SIDC Petron Balagtas, where one (1) service unit will be provided
for every one (1) cylinder for refilling.

11. That the SECOND PARTY agrees to perform the mandatory requirements in the service of
refilling fire extinguishers, such as: hydrostatic testing, cleaning of cylinders, check-up of
pressure gauge, adjustment, repair, purging of cylinders, re-setting of valves,
reconditioning, and painting of cylinders, free of charge.

12. That upon pick up of the of the fire extinguishers for refilling, replacement of parts that failed to
pass the inspection conducted, shall be replaced by SECOND PARTY and are to be charged to
the FIRST PARTY.

13. That the terms of payment shall be 45 calendar days from the date of delivery.

14. That the refilled fire extinguishers will have twelve (12) months warranty for the content of the
fire extinguisher whether it be, (Dry Chemical, Carbon Dioxide and Aqueous Film Forming
Foam) provided that the company seal is intact and not tampered. Warranty covers only down
pressure cylinders, but not the accessories of fire extinguishers such as hose assembly, squeezer
and handle, safety pin.

15. That the down pressure cylinders that are covered by the warranty shall be picked up, serviced
and delivered by the SECOND PARTY, free of charge;

16. That the SECOND PARTY shall issue a certification of all refilling conducted, which the FIRST
PARTY may use for fire safety requirement of any government agencies;

17. That the FIRST PARTY agrees to avail the maintenance services of the SECOND PARTY for a
period of ______ (__) years at the price stipulated herein and the FIRST PARTY and the
SECOND PARTY shall conduct a yearly meeting to discuss possible concerns by both parties on
this contract.
18. That the contract shall commence on _______________ to _____________, unless sooner
terminated by any one of the parties by giving one (1) month notice in advance to the other.

19. Should either Party breach or otherwise be in default of any of its obligations under or in terms of
this Agreement and remain in default or fail to remedy such breach, if such breach is indeed
capable of remedy, within 30 (thirty) business days of receipt of written notice calling upon it to
do so, the other Party will be entitled, but not obliged, in addition to any other rights which it may
have or remedies which may be available to it:
a.1. to cancel this Agreement, with or without claiming damages, provided that such
breach constitutes a material breach; or
a.2. to obtain an order against such defaulting Party for specific performance, with or
without claiming damages.
In the event that either Party commits an act of insolvency or is placed under a provisional or
final winding-up or judicial management order or if either Party makes an assignment for the
benefit of creditors, or fails to satisfy or take steps to have set aside any judgment taken against
it within 15 (fifteen) business days after such judgment has come to its notice, then the other
Party will be entitled to terminate the Agreement on written notice.

20. Delay or failure to comply with or breach of any of the terms and conditions of this Agreement if
occasioned by or resulting from an act of God or public enemy, fire, explosion, earthquake, perils
of the sea, flood, war declared or undeclared, civil war, revolution, civil commotion or other civil
strife, riot, strikes, blockade, embargo, sanctions, epidemics, act of any Government or other
Authority, compliance with Government orders, demands or regulations, or any circumstances of
like or different nature beyond the reasonable control of the Party so failing, will not be deemed
to be a breach of this Agreement nor will it subject either Party to any liability to the other;
Should either Party be prevented from carrying out its contractual obligations as a result of a
force majeure event lasting continuously for a period of 30 (thirty) days, either Party shall be
entitled, after due consultation with the other Party in an effort to come to a mutually acceptable
arrangement, to terminate the Agreement on written notice to the other Party, without liability.

21. The SECOND PARTY may, with prior written notice to FIRST PARTY, employ subcontractors
for the execution of any portion of its obligations under this Agreement, but such subcontracting
shall not relieve the SECOND PARTY of its obligations under this Agreement and the
SECOND PARTY shall remain liable for any acts or omissions of such subcontractors. The
SECOND PARTY shall further ensure that all sub-contractors perform in terms of all applicable
provisions of this Agreement;
FIRST PARTY shall have the right during the continued duration of this Agreement to
direct the SECOND PARTY to replace such sub-contractor upon 15 (fifteen) days written notice
if the sub-contractor’s performance is materially deficient, or good faith doubts exist concerning
the sub-contractor’s ability to render future performance because of inter alia changes in the
ownership, management, or the financial condition of the sub-contractor;
Each subcontractor shall, prior to its appointment as subcontractor under this Agreement, sign
irrevocable, unconditional and written confidentiality and non-disclosure undertakings in favor of
FIRST PARTY on terms and conditions acceptable to the FIRST PARTY;
All agreements of whatever nature concluded or to be concluded between the SECOND
PARTY and a Third Party in relation to the services of garbage collection and similar activities
shall include a provision that the SECOND PARTY shall be entitled to freely cede, assign and
delegate its rights and obligations under such agreement to FIRST PARTY; save that should the
SECOND PARTY be advised by a Third Party with whom it is contracting that any agreement
cannot be assigned to FIRST PARTY, alternatively, such contract can be assigned but at a cost to
FIRST PARTY, the SECOND PARTY shall immediately notify the FIRST PARTY of such
fact as well as any cost implications as a result of such inability (or ability to assign, as the case
may be) to assign and the SECOND PARTY shall not enter into such agreement without the
prior written consent of the FIRST PARTY.
 22. The SECOND PARTY warrants, represents and undertakes on an ongoing basis that:
a.1 the services and related services mentioned will be free from defect, free from
any third party rights and interests (including liens, charges and options) and that the use or
possession by the FIRST PARTY of any service will not subject to any claim for Property
Rights of any Third Party.
Except as expressly stated in this Agreement, all warranties and conditions, whether
express or implied by statute, common law or otherwise are hereby excluded to the extent
permitted by law.
23. If any term, condition, provision or performance, or any part of a term, condition, provision or
performance of this Agreement is determined to be invalid, illegal, unlawful or unenforceable to
any extent, that term, condition, provision or performance or the relevant part thereof shall be
severed from the remaining terms, conditions, provisions and performance of this Agreement, or
amended to make it valid, legal, lawful and enforceable, in such a manner as to leave the
amended Agreement substantially the same in essence, and this Agreement so amended shall
remain in force and effect.

IN WITNESS WHEREOF, the parties hereto have affixed their respective

signatures this ____ day of ______________, 2017 in __________________ Philippines.

SOROSORO IBABA DEVELOPMENT DMB FIRE AND SAFETY

ENTERPRISES
COOPERATIVE (SIDC) INTERNATIONAL INC.
By: By:

______________________ _________________________________
HON. RICO B. GERON MS. PINES ELLA MAE I. BRUCAL
Chief Executive Officer Corporate Secretary/Marketing Manager

SIGNED IN THE PRESENCE OF:

_________________________ _________________________

ACKNOWLEDGEMENT

REPUBLIC OF THE PHILIPPINES)

________________________________) S.S.

BEFORE ME, this _______ day of ________ 20____ in the __________________, Philippines
personally appeared the following:

Name CTC Number Date and Place Issued

1. RICO B. GERON 30627998 January 11, 2017 / Batangas City
2. PINES ELLA MAE I. BRUCAL ________ ____________________________

Know to me to be the same persons who executed the foregoing instrument, and they acknowledged to
me the same is their free act and deed.
This SERVICE AGREEMENT consisting of ____ ( ) pages, including the page on which this
acknowledgement is written, has been signed in the left margin of each and every page thereof by the
herein parties and their witnesses, and sealed with my notarial seal.

IN WITNESS WHEREOF, I have hereto set my hand on the day, year and place above the written.

NOTARY PUBLIC

Doc No. _________;

Page No. ________;
Book No. ________;
Series of 20_______.

SERVICE AGREEMENT

KNOW ALL MEN BY THESE PRESENTS:

This Service Agreement is made and entered into in ____________ this _____ day of
_________, 2017 by and between:

KIDZ PARADISE LEARNING & REVIEW CENTER (Kidzville), a company

organized and existing under the Laws of the Philippines and having its registered office at
___________________________________ represented herein by its Manager,
__________________________, hereinafter referred to as the TUTORIAL;
-and-
____________________________________________________ , of legal age, single/married,
Filipino citizen and with residence and postal address at
_________________________________________ hereinafter referred to as the TEACHER.

WITNESSETH THAT;
WHEREAS, TUTORIAL is an academic focused institution and is committed to
maintain in the framework of academic principles high educational standards;

WHEREAS, it is the policy of TUTORIAL (Kidzville) to employ highly qualified

teachers who monitor and guide each students to pursuit of such high educational
standards;

WHEREAS,

1. The term of this agreement is _____________ until ______________.

2. The TEACHER agrees to serve the SCHOOL for the number of days in the
official school calendar and to perform other duties assigned by the administrator;
and to work cooperatively with the staff, faculty and administration of the
TUTORIAL CENTER.

3. The TEACHER shall devote a reasonable amount of out-of-class time to

curriculum development, to sponsoring student activities, and to other duties as
assigned by the administrator.

4. It is further mutually agreed that the TUTORIAL shall offer the TEACHER a
new contract of employment for the ensuing year on or before ______________
unless the SCHOOL gives the TEACHER written notice of its intention not to
re-employ the TEACHER on or before _______________.

5. The TEACHER may be suspended or discharged for good cause as shall be

determined in the exclusive discretion of the Administrator. It is specifically
understood that good cause for discharge shall include but not be limited to:
inadequacy of teaching, misconduct, (tardiness, marital engagement (which is not
liability of the Center), neglect of duty, physical or mental incapacity, actions
involving moral turpitude, violation of the terms of this agreement or Kidz
Paradise Learning & Review Center policy, or any conduct not in keeping with
the Kid’s academic and moral development or conduct tending to reflect discredit
upon the tutorial or tending to impair the TEACHER’S usefulness in his capacity
as a teacher.
 6. The TUTORIAL employs the TEACHER as an employee of the CENTER at a
salary and benefits in accordance with addendum #1. Salary payments shall begin
_______________. They will continue on the 15 th and last day of each month to
the end of the employment year.

7. It is agreed that the conditions of this contract shall only be changed by mutual
written agreement of the TEACHER and the TUTORIAL CENTER. This is the
sole agreement between the parties and no other representations, be they oral or
written, are binding between the parties.

AGREED:

_______________________________________________________________________
(Signature of TEACHER) (Date)

AGREED:

_______________________________________________________________________
(Signature of ADMINISTRATOR) (Date)

Addendum #1
To Contract for
________________________
Salary & Benefits – School Year 2017-2019

Salary: The TUTORIAL CENTER employs the TEACHER with the salary of 45% of
Tutorial Sales per student for the first three months for new employees and 50%
for the following months.

Salary payments shall be made on the 15th and last day of the month beginning
__________________. The final payment shall be _______________.

Benefits: The TUTORIAL will contribute to the following benefits of the TEACHER
including SSS, PHIL-HEALTH and others depending on the teacher’s regularity.

The TUTORIAL will give some incentives depending on the administrator’s

incentive plans or occasion.

The TUTORIAL provides the attached list of holidays.

____________________________________________ ______________________
(Signature of TEACHER) (Date)

____________________________________________ ______________________
(Signature of ADMINISTRATOR) (Date)