RETAINER CONTRACT

KNOW ALL MEN BY THESE PRESENTS:

This CONTRACT made and executed by and between:

Ballsy Automotives, a domestic corporation duly organized and existing

under and by virtue of the laws of the Republic of the Philippines, with
principal office at Matina, Davao city, Philippines and represented in this act
by its President, Zidane Tribal, (hereinafter referred to as the "CLIENT");

- and –

Vosotros and Partners, a law firm organized under and by virtue of the

laws of the Republic of the Philippines as a general professional partnership,
with principal office at Matina, Davao City, Philippines, and represented in
this act by its Managing Partner, Jules Vosotros, (hereinafter referred to as
the "LAW FIRM"
 
WITNESSETH: That –

WHEREAS, the LAW FIRM has offered its professional legal services to the
CLIENT and CLIENT agrees to retain the professional legal services of the
LAW FIRM under a retainership basis, subject to the terms and conditions
hereinafter stipulated:

NOW THEREFORE, for and in consideration of the mutual

covenants and agreements herein agreed upon, the CLIENT and the LAW
FIRM, by these presents, have entered, as they hereby enter, into a
contract of services whereby the LAW FIRM shall render legal services to the
CLIENT, under the following terms and conditions:

1. The term or duration of this contract shall be for one (1) year effective
upon signing of this agreement and shall automatically renewed on a year to
year basis unless either party pre-terminates the same upon serving a thirty
(30) day-prior written notice to the other party, without need of cause;

2. The LAW FIRM, while in the performance of its duties, shall be entitled to

a fixed monthly retainer fee of PESOS: Twenty Thousand (P20,000);

3. The LAW FIRM shall make itself available for ready consultation by the
CLIENT or its duly authorized officers in all matters or business requiring
legal advice and opinion affecting the said corporation in general. Written
opinions rendered by the LAW FIRM on matters affecting the
business and operations of the corporation shall be subject to confirmations;

4. The LAW FIRM shall render documentation and notarial services to the

CLIENT as part of this retainership. Client documents shall be notarized
free of charge while documents requiring the participation and signature of a
party other than the Client shall be subject to fees or charge at the following
rates:

(Notarial Rates)

5. In case of extra-judicial foreclosure of mortgage endorsed to the LAW

FIRM by the CLIENT, the attorney's fees shall be at the rates provided as
follows:

(Rates of Legal Fees on Foreclosure)

6. In collection cases other than extra-judicial foreclosure of mortgage, the

attorney's fees shall be at the rates provided as follows:

(Rates of Legal Fees for Collection Cases)

7. The LAW FIRM shall handle other cases as referred to it by the CLIENT for
a fee that shall be determined by mutual agreement of the law firm and the
CLIENT, on a case to case basis, such as, but not limited to, all suits or
cases for or against the CLIENT, including officers and employees of the
CLIENT sued in their official capacity;

8. The LAW FIRM shall not compromise or settle judicially or extra-judicially

any account, foreclosure proceeding or suit wherein the CLIENT is a party,
without the written consent and conformity of the CLIENT or his duly
authorized officer;
9. Routinary expenses for mailing of demand letters, pleadings to
court and copies thereof to adverse parties,
costs of photocopy of evidentiary documents, payment of stenographic
notes, costs of publications of notices, as well as filing fees and other legal
expenses in court and other appropriate government offices shall be for the
account of the CLIENT;

10. The LAW FIRM shall, whenever requested by the CLIENT take immediate
measures to investigate the facts and ascertain the legal position of the
CLIENT concerning any accidents, claim or liability, and shall on such cases
do what may be required for the protection of the CLIENT. The LAW FIRM
may represent the CLIENT in all suits and proceedings pending or which may
be pending in Bacolod City or its environs wherein the CLIENT is a party, or
its rights or interest are involve, at the direction of the CLIENT;

11. The LAW FIRM shall keep in its office a docket of record in which it shall
cause to be recorded all proceedings connected with nay action which the
CLIENT is interested and shall keep such other records necessary to
preserve a complete history of the business of the CLIENT entrusted to its
charge. Said docket and records shall be subject to the
inspection and control of the CLIENT or his representative;
12. The LAW FIRM shall submit to the CLIENT at least once every quarter or
as often as required, written reports on all pending matters handled by the
LAW FIRM for the CLIENT;

13. The LAW FIRM, in addition to the herein enumerated services, shall
well and faithfully serve the CLIENT and shall at all times devote its whole
time and attention to the assignments and tasks given and/or entrusted to it
by the CLIENT and shall do and perform all such services, acts and things
connected therewith as the CLIENT shall from time to time direct; nor shall
the LAW FIRM at any time get itself in a situation where a conflict of interest
may arise between those of the CLIENT and the LAW FIRM and/or its
CLIENTS;

14. The LAW FIRM shall not, either during the term of this contract or any
time thereafter, use or disclose to any person, office, corporation or entity
any confidential information concerning the affairs of the CLIENT which he
nay have acquired in the course of or as incident to this contract for its own
benefit, or to the detriment or probable detriment of the CLIENT;
15. It is understood and agreed that nothing in this contract shall be
construed as establishing the relationship of employer-employee between
the CLIENT and the LAW FIRM, including its personnel;

16. Any violation of the terms and conditions of this contract by the LAW

FIRM shall give the CLIENT the option to rescind or cancel immediately the
contract without necessity of judicial proceedings;

17. The CLIENT reserves the right to terminate this Agreement without
need of cause or reason upon thirty-day written notice to the LAW FIRM.
IN WITNESS WHEREOF, the parties have signed this instrument this January
15, 2020 at Davao, Philippines.

CLIENT LAW FIRM

By: Zidane Tribal By: Jules Vosotros

SIGNED IN THE PRESENCE OF

Link Zelda
 ACKNOWLEDGEMENT

Republic of the Philippines )

Davao City ) S.S.

BEFORE ME, a Notary Public for and in Davao City, this January 15, 2020,
personally appeared:

Zidane Tribal TIN: 666-985-777

Jules Vosotros TIN: 111-778-333

known to me to be the same persons who executed the foregoing instrument and
acknowledged to me that the same is their free and voluntary act and deed.

This instrument consisting of FOUR (4) pages, including the page on which this
acknowledgement is written, has been signed on each and every page thereof by
the concerned parties and their witnesses, and sealed with my notarial seal.

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

Doc. No. _____; EMILIO O. SORIANO

Page No. _____; NOTARY PUBLIC
Book No. _____; Until Dec. 31, 2022
Series of 2019. Serial No. 2021-999-9999
PTR. No. 99999/01-08-21
Roll of Atty.’s No. 99999
IBP. Lifetime Roll No. 99999