CONTRACT OF EMPLOYMENT

This Contract entered into this __________________________ at Pasig City, Metro Manila, Philippines, by and
between:

__________________. a corporation duly established under Philippine

laws, with principal office at __________________, represented in this act
by its Chief Executive Officer, ________________ (hereinafter referred to as
the "EMPLOYER")

- and -

________________________, of legal age, with address at

______________________________________, ______________, Philippines
(hereinafter referred to as the "EMPLOYEE").

WITNESSETH THAT:

WHEREAS:

(1) EMPLOYER is a domestic corporation engaged in the business of _________________________;

(2) EMPLOYEE will be hired as a probationary employee effective ____________________ holding the
position of __________________________;

(3) As part of the efforts of the EMPLOYER to clearly document all employment contracts, the parties hereto
have agreed to formalize their employment relationship subject to the terms and conditions herein.

NOW, THEREFORE, for and in consideration of the foregoing premises, the parties hereby agree as follows:

1. EMPLOYMENT

The EMPLOYER agrees to employ the EMPLOYEE and the EMPLOYEE agrees to remain in the employ of
EMPLOYER on probationary status starting ________________ until the end of the probation period on
__________________________ under the terms and conditions hereinafter set forth (“Contract”).

2. JOB TITLE AND DESCRIPTION

EMPLOYEE's employment is as ____________________________. A more specific description of

EMPLOYEE's duties, responsibilities and work hours is outlined in Annex "A" and made an integral part of
this Contract.

3. PERIOD OF EMPLOYMENT

EMPLOYEE is employed on probationary status effective as of ______________________. This

employment is subject to the standards for continued regularization, which EMPLOYEE hereby
acknowledges to have received and is aware of. These standards are outlined in Annex "B" which is made
an integral part of this Contract. The probationary status is until _______________________ unless
earlier terminated if it becomes apparent that the employee is incapable of performing the duties within
the standards laid out in Annex “B”.

4. PROBATIONARY EVALUATION

The EMPLOYEE has been appraised as to the standards he must comply with in order for his employment
to be regularized after evaluation within the period as provided by law. If the Employee does not meet
the standard set forth by the EMPLOYER, the latter reserves the right to terminate the employment of the
 EMPLOYEE in accordance with law, upon proper evaluation of his performance and notice of the
termination of his employment.

5. COMPENSATION

The EMPLOYEE will be paid a basic salary of __________________________________ (__________),

equivalent to payable every 15th day and end of the month, which will be paid to EMPLOYEE either in
cash, by a bank cheque or by a bank or postal transfer, subject to deduction of, where applicable, all social
security contributions, withholding taxes, and any other contributions mandated by the government or
the laws of the Philippines.

The Employee is entitled to fifteen (15) days Vacation Leave, fifteen (15) days Sick Leave and three (3)
days Emergency leave per calendar year.

The compensation package defined in this Contract shall represent all that is due and demandable under
this Contract of Employment. No other benefit, bonus or allowance shall be due the employee, unless
otherwise agreed upon by the EMPLOYER and EMPLOYEE, or required by law.

Notwithstanding incidents when the EMPLOYER grants benefits, bonuses or allowances 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
of Employment.

6. ASSIGNMENT OF TASKS

The EMPLOYEE recognizes EMPLOYER's right and prerogative, without limitation, to assign and re-assign
him to perform such other tasks within EMPLOYER's organization, including any of the EMPLOYER’s
affiliated companies, as it may deem necessary and beneficial.

7. CONDUCT OF DISCIPLINE

All existing as well as future rules and regulations issued by EMPLOYER are hereby deemed incorporated
with this Contract. EMPLOYEE recognizes that by signing this Contract, he shall be bound by all company
rules and regulations, and any amendments thereof, that the EMPLOYER will provide in the future.

EMPLOYEE acknowledges that it is his duty and responsibility to be aware of all existing company rules
and regulations regarding his employment and to fully comply with these in good faith as well as any
Employer’s Manual, which may be developed and issued later.

8. DISCIPLINARY MEASURES

On signing this Contract, EMPLOYEE hereby recognizes the EMPLOYER's right to impose disciplinary
measures or sanctions, which may include, but are not limited to, termination of employment,
suspension, payment of fine, salary deduction, allowance reduction, withdrawal of benefits or loss of
privileges, for any and all infractions, acts or omissions, irrespective of whether such infraction, act or
omission constitutes a ground for termination.

9. FIDELITY

On signing this Contract, EMPLOYEE agrees to terminate all other business relationships or concerns that
he may be personally involved with.

The EMPLOYEE represents and warrants that he is not a party to any agreement or instrument, which
would prevent him from entering into or performing his duties in any way under this Contract and that
this Contract is a valid and binding agreement of the EMPLOYEE enforceable against him in accordance
with its terms.

10. COMPANY PROPERTY

 The EMPLOYEE agrees to take care of all the properties, materials, money, products, etc. of the
EMPLOYER. In case of any damage, destruction or loss of company property, money materials, and
products through the fault or negligence of the EMPLOYEE, the latter shall be liable therefor. By signing
this Contract, the EMPLOYEE hereby declares that any such damage, loss or destruction is a due and
demandable debt of the EMPLOYEE and the EMPLOYEE expressly authorizes the EMPLOYER to deduct and
withhold from all his wages and/or other compensation any amount due to the EMPLOYER to answer for
said loss or damage.

The EMPLOYEE likewise recognizes that all software code or data generated during his employment
with the Employer is the intellectual property of __________________.

11. TERMINATION OF EMPLOYMENT

Aside from the just and authorized causes for the termination of employment enumerated in Arts. 282 to
284 of the Labor Code of the Philippines, the following acts and/or omissions of the employee shall,
without limitation, similarly constitute just and authorized grounds for the termination of employment by
the EMPLOYER and/or grounds for the EMPLOYER to impose disciplinary measures on the employee:

a) intentional or unintentional violation of EMPLOYER's policies, rules and regulations;

b) commission of an act which effects a loss of confidence on the part of the EMPLOYER
with regard to the EMPLOYEE's ability to satisfactorily perform the duties and
requirements of his/her employment;

c) serious misuse or abuse of the EMPLOYER's property, facilities and/or resources;

d) commission of an act which may constitute a crime or offense against a supervisor, co-
employee or the EMPLOYER itself;

e) intentional or unintentional disregard of the disciplinary measures or sanctions imposed

by the EMPLOYER;

f) in the event of the EMPLOYEE being incapacitated by ill health, accident or physical or
mental incapacity from fully performing his/her duties with the EMPLOYER for an
aggregate period of ninety (90) days in any one calendar year, such incapacity being
duly certified as such by the EMPLOYER's appointed doctor; and

g) other similar acts, omissions, and/or event.

The EMPLOYER may likewise impose additional rules and regulations that each EMPLOYEE must follow
with the corresponding penalties recognized in the event of breach.

The contract of employment may be terminated by the EMPLOYER for any of the foregoing grounds by
following the procedure for termination as provided for under clause 11 of this contract.

In the event that the EMPLOYEE wishes to terminate this Contract of Employment for any reason, he must
give sixty (60) days written notice to EMPLOYER prior to the effective date of termination. Failure to
comply with the required notice shall subject the EMPLOYEE to a penalty in the amount equivalent to one
month basic salary.

Upon termination of this employment, the EMPLOYEE shall promptly account for, return, and deliver to
EMPLOYER at the EMPLOYER's main office, his/her I.D. Cards, uniform, and all company property which
may have assigned or entrusted to his/her care or custody.

12. CONFIDENTIALITY AND NON-COMPETITION AGREEMENT

As a condition to EMPLOYER’s willingness to enter into this Contract the EMPLOYEE agrees to the
covenants and restrictions set forth in this Section.

The EMPLOYEE acknowledges and agrees that, during the course of his employment with EMPLOYER,
the EMPLOYEE may be exposed to confidential, proprietary or sensitive data and information
 concerning the business and affairs of the EMPLOYER, and that all such data and information
constitutes a protected proprietary interest of the EMPLOYER.

In furtherance of such business interest, EMPLOYEE agrees that he shall not, during the term of this
Contract and perpetually thereafter, directly or indirectly, use, communicate, disclose, divulge or
disseminate, or permit to be used, communicated, disclosed, divulged or disseminated to anyone
(except to the extent reasonably necessary for EMPLOYEE to perform his duties hereunder, or except
as required by law, or except if generally available to the public otherwise than through use,
communication, disclosure or dissemination by EMPLOYEE) any confidential information (as
hereinafter defined) concerning the businesses or affairs of EMPLOYER or of any of its affiliates or
subsidiaries which EMPLOYEE may have acquired in the course of or as incident to EMPLOYEE's
employment or prior dealings with EMPLOYER or with any of its affiliates or subsidiaries.

In addition, EMPLOYEE hereby agrees that EMPLOYEE shall not, during the term of his/her
employment with EMPLOYER and for a period of one (1) year after the termination of his employment
with the EMPLOYER, in any manner, directly or indirectly:

(a) carry on or engage in, be concerned with or interested in carrying a business, or develop,
distribute and provide products and/or services which directly compete or conflict with the
business, products and/or services of EMPLOYER; or

(b) be employed by a company engaged in a business likely to compete with the business, products
and/or services of EMPLOYER, including the business or products that the EMPLOYER may
engage in or provide in the future, for which EMPLOYEE would have had responsibilities during
the term of his functions within the EMPLOYER or its affiliates, create a similar business or
participate directly or indirectly in such business; or

(c) directly or indirectly, own any interest in, operate, join, control or participate as a director,
stockholder, owner, partner, principal, officer or agent of, enter into the employment of, act
as a consultant to, or perform any services for, any entity that is engaged, anywhere in the
Philippines or in any other jurisdiction where the Company may establish a business, in a
business substantially similar to EMPLOYER.

13. DAMAGES

EMPLOYEE accordingly agrees that in the event of any actual or threatened breach by the EMPLOYEE
of any of the undertakings in this Contract, EMPLOYER shall be entitled to immediate injunctive and
other equitable relief without bond and without the necessity of showing actual monetary damages.
Nothing contained herein shall be construed as prohibiting EMPLOYER from pursuing any other
remedies available to it for such breach or threatened breach, including the recovery of any damages
which it is able to prove.

14. APPLICATION OF LABOR LAWS

It is understood with respect to other matters not covered by this Contract, the provisions of the Labor
Code of the Philippines, its implementing rules and regulations, and that of special laws on labor benefits
and welfare shall apply.

15. WAIVER

The waiver by either party of a breach of any provision of this Contract shall not operate or be construed
as a waiver of any subsequent breach thereof.

16. ENTIRE AGREEMENT

This Contract, and its annexes, represents the entire agreement between EMPLOYER and EMPLOYEE and
supersedes all previous oral or written communications, representations or agreements between the
parties hereto, and with respect to the subject matter hereof. No modification, amendment or waiver of
any of the provisions of this Contract shall be effective unless in writing and signed by both parties.

17. GOVERNING LAW

 This Contract shall be construed and enforced in accordance with the Philippine laws.

18. SEVERABILITY

If any provision or part of any provision of this Contract is held for any reason to be unenforceable or
invalid, the remainder of this Contract shall nevertheless remain in full force and effect.

IN WITNESS WHEREOF, the parties have executed this document as of the date and place first mentioned.

_______________________
By:

______________________ _____________________________
(EMPLOYER) (EMPLOYEE)

Signed in the presence of:

_______________________ ________________________
 FORMAL ACKNOWLEDGEMENT:

I have read all of the foregoing provisions of this Contract, its annexes, and hereby accept and agree to each
and all of the provisions, covenants and conditions therein contained.

I have received a copy of this Contract and have been afforded ample opportunity to review and discuss the
terms therein and consult with my legal or other counsel before affixing my signature thereto.

_____________________

ACKNOWLEDGMENT

REPUBLIC OF THE PHILIPPINES)

Pasig City ) S.S.

BEFORE ME, a Notary Public, this ____ day of ______ _______ personally appeared:

Name Community Tax/ Place Issued/

Passport no. Date Issued

known to me and to me known to be the same persons who executed the foregoing Contract of Probationary
Employment and they acknowledged to me that the same is their free and voluntary act and deed.

WITNESS MY HAND AND SEAL on the date and at the place first above written.

NOTARY PUBLIC

Doc. No. ______;

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