Irrevocable Proxy

With reference to Section ____ the Share Purchase Agreement dated [*] (the “Agreement”), the undersigned
(the “Principal”) has agreed to constitute [Name] (the “Agent”) as his/her proxy over the ______ (____)
shares that he owns in _____________________________ upon the execution of the Agreement.

Unless otherwise defined in this proxy, capitalized terms used herein shall have the meaning ascribed to
such terms in the Agreement.

NOW, THEREFORE, in consideration of the foregoing, the Principal hereby irrevocably nominates,
constitutes, and appoints the Agent as his/her proxy, upon the execution of the Agreement, to represent
him/her and vote the shares that he/she owns at any and all regular and special meetings of the
shareholders of _______________________________ including any adjournment thereof, as fully and to all
intents and purposes as it might or could do if present and acting in person.

Upon the execution of the Agreement this proxy shall be irrevocable and shall continue in full force and
effect until the issuance of the Tax Clearance/s for the sale of the shares from the Principal to the Agent.

The Agent has full power of substitution and as such may further assign and transfer any and all of his/her
rights under this proxy to any qualified third party chosen by him/her, without need of further
authorization from the Principal.

IN WITNESS WHEREOF, the Principal has executed this proxy by them or by their authorized
representatives as of this ____ day of _____ 2018.

[Name]
PRINCIPAL

With my marital consent:

[Name]

Signed in the Presence of:

WITNESS WITNESS
 ACKNOWLEDGMENT

REPUBLIC OF THE PHILIPPINES)

__________ CITY ) S.S.

BEFORE ME, a Notary Public for and in _________ City on this _____ day of ________ personally
appeared the following:

Name Competent Proof of Identity Place of Issue/Expiry Date

who were identified by me through competent evidence of identity to be the same persons who executed
the foregoing Irrevocable Proxy consisting of ____ (___) pages including the page where this
acknowledgment is written, and they severally acknowledged to me that the same is their true and
voluntary act and deed and that of the principals they represent.

IN WITNESS WHEREOF, I have hereunto signed and affixed my notarial seal at the place and on
the date first above written.

Doc. No. ____;

Page No. ____;
Book No. ____;
Series of ____.