MASTERCOOL TOWER SALES

CORP.
"The Cooling Tower & Refrigeration Specialists"

July 13,2020

MILLENNIUM PAN-ASIA HOTEL AND RESORT INC.

New Seaside Drive Extension, Central Business Park II
Barangay Tambo, Paranaque City
Metro Manila, Philippines

Through: Maj8stic Tiger Development Corporation

Project Manager

Gentlemen:

Mastercool Tower Sales Corp. (the "Supplier/Contractor") is pleased to offer its services to/have the opportunity to
do business with Millennium Pan-Asia Hotel and Resort Inc., its subsidiaries or associates (the "Client") in relation
to a mixed-used commercial development project in Parañaque City, Metro Manila, Philippines (hereafter, the
“Project”).

As Supplier/Contractor, we hereby undertake and warrant:

1. To safeguard and maintain the confidentiality of Confidential and Proprietary Information and not disclose
the same to any person without the prior written consent of the Client, in accordance with Annex "A" hereof;

2. To abide by the exclusivity and non-compete clause of the Client, in accordance with Annex "A" hereof;
and,

3. To specifically instruct our officers, employees, and representatives:

(a) Not to offer or give any gift, present, share, amount, rebate, percentage or favor to any of
Client's officers, employees, and representatives during the entire period that we have any
contractual undertaking, or in relation to any business transaction that we have with the Client
on the Project;

(b) Not to accept any request to act as a principal sponsor, godparent, or its equivalent in other
religious denominations, to any of Client's officers, employees, and representatives or their
immediate family members; and,

(c) Should any of Client’s officers, employees, or representatives, commit or attempt to commit,
directly or indirectly, any of the above-enumerated prohibited acts, it is our responsibility to
disclose the same in writing to Client, addressed to the President, Chief Operating Officer, and/or
Chief Financial Officer, within 24 hours from knowledge thereof.

This undertaking and warranty shall be strictly complied with, keeping in mind its spirit and intention. We thus
recognize Client’s absolute right to unilaterally cancel any contract or Purchase Order should we fail to remain
faithful to this undertaking and warranty and be forever barred from doing any business with Client and its group
of companies, without the need of court action, without prejudice to any claim for damages that Client may have
already been entitled to.
Very truly yours,

MASTERCOOL TOWER SALES CORP

By:

Orlando S. Cotas
President