BILLBOARD SITE LEASE AGREEMENT

KNOW ALL MEN BY THESE PRESENTS:

This Billboard Site Lease Agreement is made and executed into by and between:

ORIENTAL PORT AND ALLIED SERVICES CORP., a domestic

corporation duly organized and existing under the laws of the Republic
of the Philippines with Office Address at Don Benedicto St., North
Reclamation Area, Cebu City, duly represented in its instance by its
President and General Manager, ATTY. TOMAS A. RIVERAL,
hereinafter referred to as the “LESSOR”,

-and-

STEEL ART BILLBOARDS, INC. a domestic corporation duly

organized and existing under the laws of the Republic of the
Philippines with Office Address at No. 17, 10th St., Bacolod City, duly
represented in this instance by its General Manager, RAYMOND J.
DABAO, hereinafter referred to as the “LESSEE”.

W I T N E S S E T H:

WHEREAS, the LESSOR is the absolute and registered owner of a parcel of land situated
along Osmeña Street, North Reclamation Area, Cebu City, consisting of more or less One
Thousand One Hundred (1,100) square meters, and covered by Transfer Certificate Title No. PT-
12158 of the Registry of Deeds of the City of Cebu, Philippines.

WHEREAS, the LESSEE is engaged in the business of outdoor advertising and is desirous
to lease a portion of the land of the LESSOR for the purpose of erecting and maintaining thereon
advertising bulletins, billboards, posters, neon and or other signs including necessary
reinforcements, structures, illuminations and connections.

WHEREAS, the LESSOR agrees to lease a portion of the above-described land for the
advertising signs, structures, illuminations, and connections of the LESSEE.

NOW THEREFORE, in consideration of the foregoing premises and the mutual covenants
and stipulations agreed upon by the parties, they have entered into this Billboard Site Lease
Agreement subject to the following terms and conditions.

1. PORTION OF THE LOT TO BE LEASED

The portion of the above-described land to be leased for the Billboard site will be occupying
a lot area of One Hundred (100) square meters with dimension of 20 meters in length
and 5 meters in width (65 feet x 16.5 feet).

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2. DURATION / TERM

This Agreement shall be for a period of Five (5) years commencing on 01 July 2015 and
until 01 June 2015.

3. RENTALS

The LESSEE agrees to pay the LESSOR a rental per month of Fifteen Thousand Pesos
(Php18,150.00), plus Value-Added Tax (VAT) which is for the account of the LESSEE,
subject to the following increases:

 Effective 01 July 2016 to 30 June 2018 - Php19,1965.00

 Effective 01 July 2018 to 30 June 2010 - Php21,961.50

The LESSEE agrees to pay a One Year advance rental effective the first day of July of every
year during the term of this Agreement, and which should be paid not later than the above
said date of each year. A grace period maximum of sixty (60) days shall be given to process
the succeeding payments. Failure on the part of the LESSEE to pay within a period of sixty
(60) days from July 01 of every year shall entitle the LESSOR to terminate herein lease
agreement.

4. RENEWAL

The Lease shall continue in force during the term of the Agreement unless pre-terminated
thereof upon written notice of intention to terminate by the LESSOR or LESSEE, served not
less than Sixty (60) days before the end of terminated date.

5. INDEMNIFICATON CLAUSE

The LESSEE shall protect and save harmless the LESSOR from any and all damages to persons
and property by reasons of accident resulting from the neglect or willful acts of its agents,
employees or workmen in the construction, maintenance, repair or removal of its billboard on
the property. The LESSEE undertakes to shoulder any and all damages resulting there from.

6. PRE – TERMINATION

This Agreement may not be terminated without reasonable ground. Both the LESSOR and
LESSEE agree that the following causes shall be a reasonable ground for the termination of
the Agreement before the expiry of its term.

1. In cases where restriction on the construction or maintenance of advertising signs, neon

signs or billboards are imposed by statute or ordinance of the Cebu City Council in which
the said premise is located which render the construction/maintenance of the billboard
highly expensive or difficult.

2. In case of any such restriction by statute or ordinance or other rules or regulations or

taxation which shall have the effect of so restricting the signboard or bulletin boards as
to diminish the value of said premises for advertising purposes.

3. In case the view of the billboard shall become restricted or impaired.

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 4. If, in the opinion of the LESSEE, it will incur losses if the Advertising billboard structure
were to be maintained.

5. In case the LESSOR decides to sell the land and the BUYER desires the cancellation of
herein contract, or LESSOR decides to use the land for purposes not consistent with the
maintenance of the Billboard in the premises, subject to the condition that the
termination of the lease for such causes shall be allowed only after two (2) years from
the commencement of this Agreement.

In any of these cases, the LESSOR or LESSEE may terminate this agreement by giving the
other party a written notice not less than sixty (60) days prior of its termination. In case of
termination due to any of these causes, the LESSOE binds itself to refund pro rata the amount
of lease rentals paid in advance corresponding to the unutilized rent due to said termination.
Should the LESSEE however terminate this agreement prior for causes other than those
explicitly enumerated above, it may do so giving a written notice to the LESSOR sixty (60)
days prior thereto. In such case however, the LESSEE shall not be entitled to any return of
lease of rentals paid in advance or shall be liable to LESSOR, by way of penalty, the amount
corresponding to three (3) months rental, whichever is higher.

7. OTHER TERMS AND CONDITIONS

1. The LESSEE shall at its own expense, shoulder the payment for any fees, expenses and
costs relative to the building, maintenance and removal of said structure including the
payment for utilities (water & electricity) consumed by the billboard during the entire
duration of this agreement.

2. The LESSOR shall not be responsible for providing security to the structure, billboard,
signs and reinforcements. It shall not likewise be responsible losses due to theft or to
damage caused by fortuitous events.

3. The LESSEE undertakes to maintain the leased premises in a clean and sanitary manner
throughout the duration of the lease and shall not keep, store or put hazardous materials
in the leased premises which may cause danger to life or limb.

4. The advertising structure and reinforcements and all accessories contained therein shall
remain the property of Steel Arts Billboards, Inc.

5. Should the LESSEE install lights, lightning structure or electrical connection for the
billboard, the same shall be considered as part of the billboard and the LESSOR may not
require additional remuneration for the same. The LESSEE shall likewise have the option
to alter the height or the structure to accommodate additional lights or strengthen the
structure.

6. The LESSOR warrants that it has legal and beneficial authority to enter into this agreement
and to comply with terms thereof in accordance with the law.

7. This contract shall be binding upon the assigns and successors in interest of the LESSOR
and the LESSEE. In case the land will be sold to another party, the LESSEE shall be given
a period of sixty (60) days within to remove the structures from the premises.

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 8. The LESSOR shall allow the LESSEE to install a sub meter for the LESSEE’s use but the
latter shall pay for the electric bills actually consumed by the said billboard.

9. During the term of herein contract, LESSEE shall comply with, and shall be exclusively
accountable for, any and all laws, ordinances, regulations and orders of proper
government agencies/authorities with respect to the use and occupation of the Leased
Premises. Any violation of these laws, ordinances, regulations and orders shall be the sole
responsibility of the LESSEE.

10. The LESSEE agrees to return and surrender the Leased Premises to the LESSOR at the
expiration of the term of this lease or upon its termination without any delay whatsoever
devoid of all installations/improvements. If the Leased Premises is not surrendered at the
expiration of the term of this lease as above agreed, the rentals on the Leased Premises
for the whole period of delay shall be in an amount equivalent to the prevailing monthly
rental at the time of the expiration/termination, which delay however shall not be later
than one (1) month after the expiration of the term or the date of termination.

The LESSOR reserves the right to causes the demolition of the abovesaid
installation/improvements should the LESSEE fail to comply with the above provision with
the expense thereof exclusively chargeable to the LESSEE.

8. JUDICIAL PROCEEDINGS

The parties have agreed that should any legal action arise from this agreement, they expressly
submit to the EXCLUSIVE jurisdiction of the courts of the City of Cebu, each party expressly
waiving any other venue.

Any violation of any of the foregoing terms and conditions expressly provided in this contract
shall ipso facto rescind this contract and shall entitle the aggrieved party to seek judicial relief
for damages.

Should it become necessary for either party to resort to judicial proceedings in order to enforce
any of his rights hereunder, the party at fault shall pay the other reasonable compensation
for attorney’s fees in addition to expenses of litigation and costs of suit.

IN WITNESS WHEREOF, the parties have hereunto set their hands this __________ day
of June, 2015 in the City of Cebu, Philippines.

ORIENTAL PORT & ALLIED SERVICES CORP. STEEL ART BILLBOARD, INC.

By:________________________________ _________________________
TOMAS A. RIVERAL RAYMOND J. DABAO
President and General Manager General Manager

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 SIGNED IN THE PRESENCE OF

___________________________ ____________________________

ACKNOWLEDGMENT

REPUBLIC OF THE PHILIPPINES )

CITY OF CEBU ) S.S.
x---------------------------------------------x

BEFORE ME, this ___ day of June, 2015. Personally appeared ATTY. TOMAS A.
RIVERAL who is personally known to me, and who signed and executed the foregoing
Billboard Site Lease Agreement and acknowledged to me that the same is his own free and
voluntary act and deed. The foregoing instrument consists of five (5) pages including this page
on which the Acknowledgment is written, signed on each and every page thereof by the parties
and their instrumental witnesses.

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

Doc. No. _________;

Page No. _________;
Book No. _________;
Series of 2015

ACKNOWLEDGMENT

REPUBLIC OF THE PHILIPPINES )

CITY OF _________________ ) S.S.
x---------------------------------------------x

BEFORE ME, this ___ day of June 2016, personally appeared RAYMOND J. DABAO
with Driver’s License No. _________________, known to me and to me known to be the same
person who signed and executed the foregoing Billboard Site Lease Agreement and acknowledged
to me that the same is his own free and voluntary act and deed. The foregoing instrument consists
of five (5) pages including this page on which the Acknowledgment is written, signed on each
and every page thereof by the parties and their instrumental witnesses.

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

Doc. No. ______;

Page No. ______;
Book No. ______;
Series of 2015.

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