MEMORANDUM OF AGREEMENT

KNOW ALL MEN BY THESE PRESENTS:

This Agreement made and executed this ____ day of _______________ 2018, in the City of
Taguig, Philippines, by and between:

COL. LUCIANO P. PAZ (RET.), of legal age, Filipino, and a resident of 17 Saddle
Street, Cavalry Hills, East Rembo, Makati City, hereinafter known as the “FIRST
PARTY”;

-and-

MARK LUDEN SCHAUM D. SALAZAR, of legal age, Filipino, and a resident of

Phase 2 Block 6 Lot 14 Verde Residences, Poblacion, Guiguinto, Bulacan,
hereinafter known as the “SECOND PARTY”

WITNESSETH:

WHEREAS, the FIRST PARTY is the owner of a 24 ha. parcel of land situated in Brgy.
Fort Bonifacio, Taguig, covered by TCT No. 8037, under the name of Fortunato Santiago, sold
to Ceferina Pineda vda. de Paz by virtue of a Deed of Absolute Sale dated 26 September 1951,
and inherited by the FIRST PARTY via an Affidavit of Self Adjudication dated 2 September
1999.

WHEREAS, the FIRST PARTY herein intends to sell the above described parcel of land
at the amount of ONE HUNDRED THOUSAND PESOS (PHP100,000.00) Philippine Currency,
per square meter.

WHEREAS, the SECOND PARTY has agreed to provide his services for the execution
of any and all documents of sale, the conduct of the necessary due diligence on all the titles,
certificates, receipts and other important legal documents relating to the property above
described, as well as the determination of all unpaid and accrued property taxes including
capital gains and documentary stamp taxes, in order to effect the registration of the sale and
the transfer of the title of the said property to the buyer or purchaser of the same.

NOW, THEREFORE, for and in consideration of the mutual covenants herein

contained, the FIRST PARTY hereby grants full power and sole authority to the SECOND
PARTY to do and perform all and every act and deed whatsoever requisite and necessary to
be done, as fully as to all intents and purposes as the FIRST PARTY could lawfully do if
lawfully present, in order to process the sale, transfer and conveyance of the property.

The parties further agree to the following:

1. COMPENSATION - FIRST PARTY agrees to compensate the services of the SECOND

PARTY by conveying 5 ha. of the above described property and Three Percent (3%)
of the total purchase price, upon perfection of the sale.

2. BALANCE OF CONSIDERATION- The balance of the consideration shall be paid within

one (1) year from the perfection of the sale between the FIRST PARTY and the Buyer,
or upon receipt of the purchase price, whichever comes first, in six (6) or twelve (12)
equal monthly installments.

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 3. RECORDING- The capital gains tax and the documentary stamps and all other
expenses for the registration of the Deed of Absolute Sale, including transfer tax shall
be for the account of the Buyer.

4. REAL ESTATE TAXES- The payment of the Real Estate Taxes due for the whole year
at the time of the Execution of the Deed of Absolute Sale shall be for the account of the
FIRST PARTY.

5. COVENANT TO EXECUTE ADDITIONAL INSTRUMENTS- The parties agree to execute

and deliver any instruments in writing necessary to carry out any agreement, term,
condition, or assurance in this MEMORANDUM OF AGREEMENT whenever the
occasion shall arise and request for such instruments shall be made.

6. BINDING NATURE- The covenants, terms, conditions, provisions and undertakings in

this agreement or any modifications, revisions or supplements thereof shall extend
to and be binding upon the heir, executors, administrators, successors and assigns of
the FIRST PARTY, as if they were in very case named and expressed and shall be
construed as covenants running with the land.

7. VENUE- All suits for any breach of this contract shall be instituted and maintained in
the court of competent jurisdiction in the City of Taguig only to the exclusion of all
other courts.

IN WITNESS WHEREOF, the parties have hereunto set their hands this ___ day of
____________________ 2018 in the City of Taguig, Philippines.

COL. LUCIANO P. PAZ (RET.) MARK LUDEN SCHAUM D. SALAZAR

ASSIGNOR ASSIGNEE

Signed in the Presence of:

_____________________________ _____________________________

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 ACKNOWLEDGMENT

REPUBLIC OF THE PHILIPPINES )

CITY OF TAGUIG )S.S.

BEFORE ME, a Notary Public for and in the City of _____________, personally appeared
the following:

Name Driver’s License/SSS/Passport Date/Place Issued

No.

Col. Luciano P. Paz (Ret.)

Mark Luden Schaum D. Salazar

known to me to be the same persons who executed the foregoing Deed of Assignment of
Stock Subscription consisting of three (3) pages including this acknowledgment, signed by
the parties and their instrumental witnesses and who acknowledged to me that the same is
their free and voluntary act and deed.

WITNESS MY HAND AND SEAL, this ___ day of __________________ 2018 at the place first
above written.

Doc. No. ___;

Page No. ___;
Book No. ___;
Series of 2018.

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