CONTRACT OF EMPLOYMENT

KNOW ALL MEN BY THESE PRESENTS:

This Contract of Employment is executed this ___ day of ____________, 20___ by and
between:

________________________________, with principal office and

address at ________________________________ , represented
in this act by ______________________, with the position of
_________________, hereinafter referred to as the EMPLOYER;

-AND-
________________________________________ , of legal age,
Filipino and a resident of
________________________________________ , herein
referred to as the EMPLOYEE.

Witnesseth:

WHEREAS, the EMPLOYER is engaged in the business of

______________________________________________________________________

WHEREAS, the EMPLOYEE is qualified to be regularized for the purpose of handling in

a professional, efficient, and effective manner the operation of its businesses;

WHEREAS, EMPLOYER is interested in engaging the services of the EMPLOYEE as

___________________________________ for a fixed period of_________________;

NOW THEREFORE, the parties hereby agree as follows:

1. JOB TITLE AND DESCRIPTION

EMPLOYEE is hereby hired as _____________________________.

JOB DESCRIPTION:

______________________________________________________________________________
______________________________________________________________________________
______________________________________________________________________________
______________________________________________________________________________
______________________________________________________________________________
______________________________________________________________________________

Notwithstanding the job description mentioned above or attached in this contract,

the employee acknowledges that the COMPANY has the right to add or take
away any duties and responsibilities from the employee, whether temporarily or
permanently.
 2. NATURE OF RELATIONSHIP

As the job description implies, the EMPLOYEE is aware and agrees that the
nature of the relationship is based on TRUST AND CONFIDENCE.

3. SALARY

EMPLOYEE shall have a basic salary of

(______________________)(Php_____) which includes payment for worked and
unworked holidays and rest days.. The accumulated salary will be paid on every 15th
and 30th day of the month through ATM, in cash, by a bank check or by bank or postal
transfer, from which shall be deducted, where applicable, withholding tax, SSS, Pag-
ibig, Phil Health contributions, and other government-required deductions.

As a supervisor/manager or field personnel, whichever is applicable, the

EMPLOYEE is not entitled to overtime pay for worked rendered beyond eight (8) hours.

The entitlement of EMPLOYEE to other benefits such as, without limitation,

Vacation Leaves, Sick leaves are subject to terms and conditions the details of which
are set forth in existing policies and practices, and which may, from time to time, be
amended exclusively by the EMPLOYER;

In addition, EMPLOYER will pay the mandatory 13th month salary at the end of
each calendar year. Notwithstanding incidents when the EMPLOYER granted benefits,
bonuses or allowance other than those defined in this contract, such incidents are not to
be considered as an established practice or precedent and shall not form part of the
benefits, bonuses and allowances due and demandable under this contract.

All benefits, incentives or bonuses granted by the Employer shall be withheld

until all obligations or accountabilities shall have been paid or deducted therefrom.

4. LEAVES and other BENEFITS

a. Subject to the Employer’s standard policies and procedures on such matters

which may be reviewed from time to time, the EMPLOYEE shall be granted
leaves based on the following scales:

Vacation Leave 5 working days/year of service

In case of inability to work due to sickness or accident, the EMPLOYEE shall

advise his/her superior, the Human Resource Department, or the Operations Head
immediately on the first working day of absence. In addition, if the incapacity exceeds
five (5) days, the Employee shall be required to submit a medical certificate, preferably
from the physician designated by the Employer.

Unused Vacation Leaves cannot be carried forward to the next calendar year but
shall be converted to cash base on the EMPLOYER’s benefits policy.

b. Allowances

In order for the employee to perform her duties and responsibilities for the two
warehouses, the employee shall be provided with a company vehicle and will be
considered as ordinary and necessary business expense of the company,
subject to the performance appraisal of the company, rules and regulations, and
agreement to be executed.
 c. Housing benefits

The company will likewise provide housing benefit to the employee and will be
considered as ordinary and necessary business expense of the company,
subject to the performance appraisal, rules and regulations, and agreement to be
executed.

5. DURATION OF CONTRACT

The duration of this contract shall be for five (5) years commencing on
________________________. However, aside from the grounds provided under the
law and this contract, the employer shall have the exclusive right to pre-terminate the
contract even before its expiration on whatever grounds the company sees fit by
informing in writing the employee ten (10) days before its date of effectivity.

6. PERFORMANCE APPRAISAL

By signing this contract, the EMPLOYEE accept the policy of the EMPLOYER to
review the performance of its employees regularly, based on performance criteria
dictated by performance targets or quotas set up by the Management. Such criteria
shall be made known to the EMPLOYEE at the beginning of the evaluation period, and
the expected outputs clearly spelled out by the superior of the EMPLOYEE. The
EMPLOYEE further recognize that failure to achieve the minimum o f satisfactory
performance for two (2) consecutive evaluation periods shall be a ground for
termination.

7. DUTIES AND RESPONSIBILITIES

EMPLOYEE shall perform the duties and responsibilities that his position or job
necessarily entails, as may be contained in his job description or as may be reasonably
assigned to him by the company from time to time. The specific duties and
responsibilities of EMPLOYEE are contained in the corresponding Scope of Work and
Job Description, which herein EMPLOYEE acknowledges to have read and understood
as a condition for continued employment and entitlement to other benefits and
promotion.

EMPLOYEE is obliged to perform his duties loyally, independently, industriously

to help meet the goals and objectives of the Company and is expected to carry out
these responsibilities to the best of his knowledge and abilities in order to protect and
advance the interests of the Company, its principals, and its employees. It is a
condition of employment that EMPLOYEE maintains zeal and dedication in the
performance of his job.

8. PLACE OF WORK

EMPLOYEE’s primary place of work will be in __________________________,

Philippines. EMPLOYEE agrees that EMPLOYER may transfer, assign, or re-assign
him to any other branch, unit, department or section of the Company without any
additional compensation as may be required by the exigencies of the business, the
organizational requirements of the company and the responsibilities of EMPLOYEE’s
position. EMPLOYEE may be required to travel from time to time.

9. HOURS OF WORK
 EMPLOYEE shall render a minimum of eight (8) hours of work per day and report
for work at least ____ (___) days per week. It is understood that EMPLOYEE is being
employed with a level of confidence and degree of responsibility that may further require
him to render work beyond normal business hours, work on rest days or holidays for
which EMPLOYEE may be justly remunerated with overtime Pay if qualified.

The EMPLOYEE also agrees that he may be assigned to any shift or schedule of
work and to comply with other personnel related action as may be required by the
exigencies of the business, the organizational requirements of the company and the
responsibilities of EMPLOYEE’s position.

10. DECORUM

EMPLOYEE shall observe and comply with all existing and future company rules
and regulations, written or otherwise. EMPLOYEE shall devote his entire working time
to the company and shall have no direct or indirect interest in any firm or entity, whether
for profit or not, directly in competition with or offering the same services as the
company nor shall he/she take any interest that is conflicting or inimical to EMPLOYER.

11. NON-COMPETITION CLAUSE

In the event EMPLOYEE is separated or terminated from employment for

whatever reason, he/she shall not seek employment in a local or foreign firm doing
business in the Philippines nor establish or set up a business offering similar services
for a period of one (1) year from date of separation or termination, without the prior
notice to and approval of the EMPLOYER. Otherwise, the employee shall be liable to
pay damages in the amount of ONE HUNDRED THOUSAND PESOS (PHP
100,000.00).

12. NON-DISCLOSURE CLAUSE

EMPLOYEE acknowledges and confirms that this contract must remain

confidential. Except as may be legally required by competent authority or applicable
statutes, the parties hereto shall not make any unauthorized disclosures of the terms
and conditions embodied in this contract.

13. CONFIDENTIALITY CLAUSE

In order to safeguard the Company’s interest and the confidentiality of its

business and affairs, EMPLOYEE agrees that during the term of his employment and
from and after the actual cessation of his employment, he shall maintain strict
confidentiality and shall not disclose any technical, business, financial or commercial
information, methods, processes, inventions (whether covered by intellectual property
protection or not or whether marked confidential or not) including but not limited to:
customers, customer lists or requirements, price lists, pricing structures, marketing and
sales information, business plans or dealings, employees or officers, financial
information, product lines research activities, plans designs, formulae whether authored
by Employee or otherwise – to suit Employee’s purpose or those of any other person,
company, business entity or other organization whatsoever.

EMPLOYEE shall not take out of Employer’s premises any technical plans,
charts, drawings, codes and other materials containing marketing data and information
unless with the prior written consent or permission of the Employer.
 A trade secret is any information, process or idea that is not generally known in
the industry, that the Company considers confidential, and that gives the Employer a
competitive advantage. Examples of trade secrets include:

a. technical plans, charts, drawings, and other materials containing technical

data and information, computer program listings, source codes and object
codes
b. all information relating to programs now existing or currently under
development
c. customer lists and records, name of suppliers, sources of purchasing and
all other information related to vendors and suppliers.

During and after EMPLOYEE’s term with the company, he shall at all times
practice good discretion, ask permission and seek prior approval from the company in
the use or disclosure of any company documents – technical or business information, or
any information which one might reasonably expect the company to regard as
confidential, whether transmitted or acquired from the Company’s customers, suppliers,
or other persons – to any person, company or entity.

EMPLOYEE must formally declare that he has properly tendered his resignation
from his previous employer and is free from any obligation to them, not bound to any
other company, or subject to any non-competition clause. Employee shall neither
disclose to the Company nor induce the Company to use any confidential information or
material, which belongs to his former employer.

The obligations contained in this paragraph shall cease to apply to any

information or knowledge, which may subsequently come into the public domain after
the termination of employment, other than by way of notarized disclosure.
This confidentiality clause shall also apply to all legal matters obtained thru his
position. The employee shall not divulge to any person, including employees of the
company, any legal matters being undertaken by the company and/or its counsel.

Failure to comply with this confidentiality undertaking shall be construed and

considered as Gross Misconduct and shall be deemed a ground for the termination of
his employment. Further, the Employer has the right to recover whatever damages
sustained for violation of this confidentiality clause.

14. UNDERTAKING

Employee shall work exclusively for the benefit of the company. Employee
warrants that he shall comply with all his undertakings and obligations set forth in this
Contract and shall indemnify Employer of any actual losses, damages, costs and
expenses, including attorney’s fees, incurred as a result of the breach of this Agreement
or his willful act, omission, fraud or negligence.
Further, the EMPLOYEE shall be accountable for all equipment, goods, supplies,
merchandise etc. issued or entrusted by the EMPLOYER.
Furthermore, in cases of probationary and fixed-term employment, the
EMPLOYEE shall also inform in writing the EMPLOYER at least fifteen (15) days before
the expiration of his/her contract if it so happens that the latter fails to conduct the
required evaluation or lost track of the days that lapsed in his/her probationary contract.

15. DISCIPLINARY ACTION

 On signing this contract, the EMPLOYEE hereby recognizes the EMPLOYER’s
right to impose disciplinary actions, measures, or sanctions, which may include, but are
not limited to, termination of employment, suspensions, fines, salary deductions,
withdrawal of benefits, loss of privileges, for any and all infractions, act or omission,
irrespective of whether such infraction, act or omission constitutes a ground for
termination.

16. COMPANY RULES AND REGULATIONS

All existing as well as future rules and regulations issued by EMPLOYER are
hereby deemed incorporated with this contract. The employee recognizes that by
signing this contract, he/she shall be bound by all such rules and regulations which the
EMPLOYER may issue from time to time. By signing this contract, the EMPLOYEE
acknowledges his/her duty and responsibility to be aware of the rules and regulations of
the EMPLOYER regarding his/her employment and to fully comply with this in good
faith.

17. TERMINATION

EMPLOYER reserves the right to terminate, or impose the appropriate

disciplinary sanctions on the erring Employee after observing due process as provided
under the law and applicable rules and regulations.

Termination may be due to any, but not necessarily limited to the following:
(a) Breach and violation of any of the provisions of this contract;
(b) Commission of an act which effects a loss of confidence on the part of
EMPLOYER with regard to the EMPLOYEE’S ability to satisfactorily perform
the duties and requirements of his/her employment;
(c) If the employee is accused, charged or convicted of any criminal offense
which in the opinion of the EMPLOYER affects the integrity, reputation and/or
performance of the EMPLOYEE, his position and/or the company;
(d) If the EMPLOYEE is unable to or prevented through incapacity or any cause
to carry out fully and efficiently his duties and employment under this contract.
It also includes incapacity of the EMPLOYEE because of ill health, accident,
or physical or mental from fully performing his/her duties with the
EMPLOYER for an aggregate period of ten (10) days;
(e) Inefficiency;
(f) Incompetence;
(g) Tardiness;
(h) Insubordination;
(i) Breach of confidentiality including the showing, revealing, displaying, lending,
selling or copying of any marketing strategies, name of suppliers, name of
customers, price lists, any of the design and/or work done for the company to
third persons without prior authority, regardless of whether or not the third
party is a competitor of the company including non-disclosure of pertinent
facts and documents to the company;
(j) Working for another employer, accepting part time or project basis jobs
whether within or outside working hours of the company, without its prior
written consent;
(k) Violation of company’s intellectual property rights;
(l) Intentional and unintentional violation of the EMPLOYER’s policies, rules, and
regulations;
(m)Just and authorized causes as provided by law;
 (n) Misprision or failure to report any violation of company policies, acts or
omissions which are grounds for termination or disciplinary actions; and
(o) Other analogous causes.

Upon termination of his/her employment, the EMPLOYEE shall promptly account

for, return, and deliver to the EMPLOYER , his/her I.D. cards, equipment, tools,
merchandise, supplies, etc. furnished or entrusted to him/her.

It is also hereby agreed that in case of termination of the EMPLOYEE’s

employment for whatever causes, the EMPLOYER shall have the right, and the
EMPLOYEE hereby authorizes the EMPLOYER, to withhold the EMPLOYEE’s last
salary or any other benefits accrued in the EMPLOYEE’s favor, pending liquidation of
whatever obligations which the EMPLOYEE may have with the EMPLOYER without
prejudice to the right of the EMPLOYER to demand, collect and recover from the
EMPLOYEE any balance remaining thereafter.

18. RESIGNATION

In case of resignation by the employee, he/she is required to notify the company

at least thirty (30) days prior to the effectivity of his/her resignation, otherwise, he/she
will be liable for damages in the amount of at least TEN THOUSAND PESOS (PHP
10,000.00). However, it is within the sole discretion of the EMPLOYER whether or not to
accept such resignation earlier than the expiration of the 30-day period.

In addition, the EMPLOYEE likewise agrees to abide with the last two
paragraphs of the preceding terms and condition.

19. LIABILITY/ACCOUNTABILITY FOR NON-PAYING ACCOUNTS

The employee hereby agrees that he shall be liable and accountable for
non-paying accounts that have outstanding balance with the Employer for purchases
made. For this reason, all benefits, incentives or bonuses granted by the Employer shall
be withheld until all obligations or accountabilities shall have been paid or deducted
therefrom.

Non-paying accounts means that the account absconded without paying the
remaining unpaid purchases, or whose check has bounced, or an account that has an
unpaid balance at the time of resignation or termination of the employee concerned.

The immediate supervisor concerned shall also be accountable for said non-
paying account.

20. SEPARABILITY CLAUSE

If any provision of this contract be construed to invalid or illegal, they shall not
affect the validity or legality and enforceability of other provisions not affected.

21. ACCEPTANCE OF TERMS AND CONDITIONS OF EMPLOYMENT

By affixing his/her signature, the EMPLOYEE attests that:

a. He/she has read and fully understood the terms and conditions hereof and
accepts the same; and
b. The terms and conditions of his employment have been clearly
communicated to and accepted by him/her at the time of his engagement.
IN WITNESS WHEREOF, we have set our hands this ___ of _____________, 20___ in
San Fernando city, La Union.

______________________________ _______________________________
EMPLOYER EMPLOYEE

SIGNED AND WITNESSED BY:

_______________________ _______________________

ACKNOWLEDGMENT

REPUBLIC OF THE PHILIPPINES)

Province of La Union………………)
City of San Fernando………………)S.S.

BEFORE ME, a notary public for and in the Province of La Union this _____ day
of ______________, 20____ in San Fernando city, La Union, personally appeared:

Name Competent Evidence of Identity

known to me to be the same persons who executed the foregoing instrument consisting
of (___) pages including this page where the Acknowledgment is written, and who
acknowledged to me that the same is their voluntary and free act and deed and those of
the parties represented.

IN WITNESS WHEREOF, I set my hand and affix my notarial sea on the date and place
above written.

Doc. No. _____;

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