PROFIT-SHARING AGREEMENT

KNOW ALL MEN BY THESE PRESENTS:

This PROFIT-SHARING AGREEMENT is made and entered into this __th

day of September 2019 between and among:

___________________, Filipino, of legal age, with

given address in Pasig City, hereinafter referred to
as “FIRST PARTY”;

____________________, Filipino, of legal age, with

given address at _________________ hereinafter
referred to as “SECOND PARTY”;

-and-

_____________________, Filipino, of legal age, with

given address at__________________, represented by
the SECOND PARTY by virtue of a power of
attorney, hereinafter referred to as “THIRD PARTY”.

W I T N E S S E T H:

WHEREAS, the parties desire to enter into an arrangement whereby all of them
will share the profits realized from a project according to the terms and
conditions herein;

NOW, THEREFORE, in consideration of the mutual covenants and promises

made by the parties hereto, the parties agree as follows:

I. TERM
This Agreement shall commence upon execution and shall continue
thereafter until all PARTIES shall have received their shares in the profits
from the PROJECT in accordance with this Agreement, or until PROJECT
is terminated in accordance with the CONTRACT, or with law.
II. PROFITS AND LOSSES
All PARTIES shall share all items of income, gain, loss, taxes due,
deduction or credit EQUALLY or one-third share for each PARTY.
Profits and losses shall be computed in a manner consistent with generally
accepted accounting principles.
III. MANNER OF RELEASE OF PROFIT SHARES
For every payment received, FIRST PARTY shall remit the proportionate
share (net of taxes and other lawful deductions mentioned above) of every
Party within seven (7) days from receipt of said payment, in a manner
agreed upon by all Parties.

IV. RESTRICTION ON THE TRANSFER OF PARTNERSHIP INTEREST

No PARTY shall have the right to sell, mortgage, pledge, hypothecate, or
otherwise transfer or permit to be transferred their rights to the profits
from the PROJECT or any other rights under this Agreement to any third
party.

V. GENERAL PROVISIONS
This Agreement embodies the entire representations, Agreements and
conditions in relation to the subject matter hereof and no representations,
understandings or Agreements, oral or otherwise, in relation thereto exist
between the parties except as herein expressly set forth. The Agreement
may not be amended or terminated orally but only as expressly provided
herein or by an instrument in writing duly executed by the parties hereto.
This Agreement and the various rights and obligations arising hereunder
shall inure only to the benefit of and be binding upon the parties hereto.
The invalidity or unenforceability of any term or provision of this
Agreement or the non-application of such term or provision to any person
or circumstance shall not impair or affect the remainder of this
Agreement, and its application to other persons and circumstances and
the remaining terms and provisions hereof shall not be invalidated but
shall remain in full force and effect.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement the
date and place first above mentioned.

2
 Signed in the Presence of

____________________________ ___________________________

ACKNOWLEDGMENT

BEFORE ME, a Notary Public for and in Pasig City, this

______________________ personally appeared:

Name Competent Identification Date/Place Issued

known to me and to me known to be the same persons who executed the

foregoing Agreement and who acknowledged to me that the same is their free
and voluntary act and deed.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed my

notarial seal on the date above written.

Doc. No.: ____________;

Page No.: ____________;
Book No.: ____________;
Series of 2019